ENOVA MINING LIMITED — Annual Report 2015

Mar 29, 2016

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ABN 64 087 595 980

ANNUAL REPORT 2015

Crossland Strategic Metals Limited

CORPORATE DIRECTORY

DIRECTORS

Sia Hok Kiang (Chairman) Geoffrey S Eupene (Executive Director) Eric Vesel (Non Executive Director) Stanislaw (Stan) Wassylko (Non Executive Director)

COMPANY SECRETARY

Grahame Clegg

REGISTERED OFFICE

Suite 8, Raffles Plaza 1 Buffalo Court Darwin NT 0800 Telephone: (08) 8981 5911 Facsimile: (08) 8941 1364

POSTAL ADDRESS

GPO Box 2437 Darwin NT 0801

AUDITORS

BDJ Partners Audit Pty Ltd

BANK

Westpac Banking Corporation

DARWIN EXPLORATION AND ADMINISTRATION OFFICE

Suite 8 Raffles Plaza GPO Box 2437 Darwin NT 0801 1 Buffalo Court DARWIN NT 0800

Phone – + 61 8 8981 5911 Fax – + 61 8 8941 1364

SHARE REGISTRY

Boardroom Pty Limited Level 12, 225 George Street Sydney NSW 2000

Phone – 1300 737 760

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CHAIRMAN’S REVIEW

The 2015 year faced further declining rare earth prices. Global growth has slowed and the minerals sector has yielded to dwindling demand. Similarly the investment community remains pessimistic about growth in the resource sector. Despite this downturn, Crossland remains optimistic, for many good reasons. The market for rare earth elements (REE) is yet to mature. A drop in prices will spur their use rather than encourage substitution. In many cases, these minerals cannot be replaced. The REE are recognised for their unique properties to generally offer higher performance and greater efficiency than possible substitutes. Increased utilisation of high technology is necessary to remain competitive during contracting markets, while endusers increasingly focus on sustainability and the ecological impact of sourcing these materials. When these factors are considered, Charley Creek is a unique project with low-impact extraction, low cost production potential and offers a sustainable source of the full spectrum of REE for generations ahead. Our project is enriched with a high proportion of scarce heavy rare earth metals.

While the economics remain challenging for any new development, we are re-considering our project scope and investigating new flowsheet opportunities. We can take advantage of the mining downturn. We do recognise the need to review and revise our Scoping Study with the objective to undertake a prefeasibility study . We will need to fund this. The Board recognises we have the best chance of achieving our goals coupled with our new joint venture partner Essential Mining Resources Pty Ltd (EMR). Your Board believes that solid backing from EMR plus flow sheet innovation to take advantage of the latest technologies might permit Crossland to rapidly advance Charley Creek to production once market conditions allow this.

During 2015, as was the case for most of 2014, Crossland has been in a stand-by position while negotiations proceeded for the purchase of Pancontinental’s joint venture interest by EMR, representing a consortium of South East Asian Investors. This process was completed on 30 November, 2015. As I write this, Crossland is discussing the imminent rejuvenation of development studies on the Charley Creek Project with EMR.

Crossland has severely trimmed its costs throughout the stand-by period in recognition of the restricted opportunities to raise funds whilst the share market was in the doldrums, and the immediate market for REE in particular looked gloomy. It has also been difficult to go to market while the sale of our JV partner’s interest was under way, and this process has taken considerably longer than we envisaged at the commencement of those negotiations. While Crossland was necessarily a party to the agreement, we had little say on the course of the deal as it was negotiated between the buying and selling parties.

Related to these events, three of Crossland’s long- time directors resigned their positions. It is with great regret that my fellow directors and I accepted the resignations of Peter Walker, Bob Richardson and Mal Smartt, who contributed much to the formation of Crossland, and its moulding into a credible developer of the Charley Creek REE Project.

While its running costs have been slashed, Crossland remains a viable operating entity now focused virtually solely on the development of Charley Creek. We have had to abandon our Chilling and other projects, and we have trimmed our land holdings at Charley Creek, but we have retained our core exploration assets and expect to recommence field and other technical studies on these soon. Given the state of the markets, these studies will of necessity proceed with care and caution, but this hiatus has given our team a chance to re-think some aspects of our approach to development. This particularly involves lowering both capital and

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operating costs of the front end of our proposed flowsheet, and these will be evaluated within a limited budget as we move towards finalisation of the Feasibility Study.

We also welcome to the Board Mr Eric Vesel. Eric is an Australian born and trained mining engineer based in Kuala Lumpur, with a distinguished career in mine development. Eric will work closely with Geoff Eupene and our remaining team to add value and be ready to bring the Charley Creek Project to fruition at the earliest appropriate time. Crossland has also appointed Mr. Stanislaw (Stan) Wassylko as a Non-Executive Director with effect 21st March 2016. Stan has extensive experience in diverse industries; including logistics, shipping, services and infrastructure for oil, gas and mining in South-East Asia, PNG and Australia. Stan’s extensive knowledge of project construction, infrastructure, contract management and marketing provides further depth to our Crossland board. Stan also provides representation from our joint venture partner EMR.

While the REE market remains in the doldrums, our board believes this is only a phase in what will be a long and bright future for these essential commodities for the modern world. Domination of this market by Chinese supplies, some of which originate from unapproved activities, is finite. Exciting progress is being made in REE processing and uses, and these will provide renewed interest in development of projects in stable jurisdictions that can supply reliably at the right price. Your directors are convinced Charley Creek, with its potential to supply the complete spectrum of REE over coming centuries has a place in this new order. I hope we can provide you with more news of our progress towards this goal very soon.

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Sia Hok Kiang Chairman

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REVIEW OF OPERATIONS

The operations of the Company are described in detail in the quarterly operations reports to ASX. This annual report summarises the information contained in the quarterly reports and on the company’s website, which is kept current with the most recent announcements and reports. The company’s website can be accessed at www.crosslandstrategic.com .

As noted in the Chairman’s Review, Crossland was essentially in a holding pattern for the year, awaiting conclusion of the sale of Pancontinental Uranium Corporation’s 43.7% stake in our Joint Venture to EMR. This transaction was completed on 30 November, 2015. EMR and Crossland are now reassessing the Charley Creek REE Project, Crossland’s major asset, in the light of current market conditions.

Other projects, particularly the Chilling Project that was worked from Darwin, have been closed down and the titles surrendered. The Lake Woods project has been sold. Apart from the Charley Creek Project, Crossland has some long standing applications on Aboriginal Land Trust Land in the southern Tanami region. It is expected that access negotiations on these will conclude in the coming year or so. This area is known as the Highland Rocks Project, and is considered prospective for gold and copper based on prior work on the area, as well as recent results on neighbouring land.

Crossland has severely curtailed expenditure over the year, by reducing overheads and focussing on supporting the Charley Creek Project. One action has been the closure of the Darwin storage facility, and the relocation of all retained assets to Milton Park, our homestead base that is rented to service Charley Creek. A skeleton crew is maintained there to caretake the area and our assets, and to take environmental and other samples as required.

In the hiatus over the last few years while awaiting closure of the sale of the JV interest, the market for REE has deteriorated. However some very interesting new technologies that may be applicable to Charley Creek have also been developed, and these may have a positive effect on development of the project. Crossland is in dialog with EMR on the commencement of a brace of studies intended to produce first a pre-Feasibility Study and, when market conditions warrant, extend this to a Feasibility Study that leads to rapid financing and development. EMR shares Crossland’s optimism about the longer term prospects for successful development of Charley Creek and has been supporting the Joint Venture financially.

Crossland looks forward to a modest re-commencement of technical studies directed towards streamlining the extraction and process flowsheet, as well as confirming availability of start-up feed with enhanced grades, and sources of the large volumes of water that will be required for this alluvial mining operation. Portions of this work should commence imminently, and will proceed with a close watch on market developments.

It is important to prepare the project for a resurgence in the REE market. Crossland believes that the unique properties of Charley Creek will eventually see it as a substantial long term supplier of the full spectrum of Lanthanide REE and yttrium from sustainable, low cost operations that benefit all stakeholders.

The list of tenements current as at 31 December 2015 is included at pages 72 and 73 of this report

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Geoff Eupene

Exploration Director

The information in this report that relates to Exploration Targets, Exploration Results, or Mineral Resources is based on information compiled by Geoffrey S Eupene FAusIMM CP, a Competent Person who is a Fellow of the Australasian Institute of Mining and Metallurgy. He is a director of the Company and a full time employee of Eupene Exploration Enterprises Pty Ltd, which is engaged by the Company. He has sufficient experience which is relevant to the styles of mineralisation and types of deposits under consideration, and to the activity which is being undertaken 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). Geoffrey S Eupene has consented to the inclusion in the report of the matters based on his information in the form and context in which it appears.

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Directors Report

Your Directors present their report on the consolidated entity consisting of Crossland Strategic Metals Limited and the entities it controlled at the end of, and during the year ended 31 December 2015

Directors

The following persons were Directors of Crossland Strategic Metals Limited during the whole of the financial year and up to the date of this report:

Geoffrey S Eupene

Sia Hok Kiang Eric Vesel (Appointed 15 November 2015) Stanislaw (Stan) Wassylko (Appointed 21 March 2016) Peter W Walker (Resigned 19 January 2016) Robert L Richardson (Resigned 16 February 2016) Malcolm K Smartt (Resigned 16 February 2016)

Directors' qualifications and experience

Dato’ Sia Hok Kiang, Non-Executive Chairman

Dato’ Sia is Managing Director of the successful Malaysian private mining company, Malaco Mining Sdn. Bhd. He is a graduate of the University of Malaya in Applied Geology, an economic geologist with more than 30 years world-wide experience. He is an active member of the Malaysian Geological Society and a Council Member of the Malaysian Chamber of Mines.

Mr Sia has a solid business reputation throughout Asia, with useful contacts in several Asian countries. He has extensive experience in bulk alluvial mining in Malaysia, including the extraction of the rare earth minerals xenotime and monazite as by- products of tin mining. Mr Sia’s experience is very appropriate for Crossland’s Charley Creek Alluvial Rare Earth Project, which is also based on the extraction of monazite and xenotime from alluvial material.

Geoff Eupene, Executive Director

Geoff Eupene, B.Sc(Hons), FAusIMM, CPGeo, is a Darwin- based geologist. Geoff spent the 1969 field season, his first after graduation from the University of Queensland, looking for uranium in the East Kimberley. In 1970 he joined Geopeko as they started their field work at Ranger. As Mine Geologist, he logged every hole drilled into the Ranger No. 1 ore body, interpreted the geology, and developed a resource estimate that agreed closely with the total material mined over the following decades.

In 1976, he headed the team that discovered the Ranger 68 deposit beneath the Magela Creek floodplains. Geoff worked for Geopeko for over ten years before founding a consulting practice in Darwin in 1980. Eupene Exploration Enterprises Pty Ltd has provided advice and services to many uranium explorers, and assisted in the development of several other mining projects in the NT, including Mount Bonnie silver/ gold deposit, Tanami gold, Goodall gold, Rustlers Roost gold, and Woodcutters base metal projects. Geoff put the original Crossland prospect package together, and initially recognised the REE potential of the Charley Creek Project. He has also acquired a depth of experience in SE Asia.

Eric Vesel – Non - Executive Director

Mr Vesel , B.Eng.Min.Eng. MAusiMM , is a qualified Mining Engineer with 30 years professional experience in the mining industry. He is adept in broad range of disciplines. His experience spans a range of technical, operations, management and corporate roles. He has worked for both small and large mining companies in Australia, Namibia, Papua New Guinea, Indonesia, CIS and Malaysia. He was formally Chief Operating Officer for Avocet Mining PLC and has considerable international project experience. He has managed group operations including exploration projects (grass-roots through to advanced), feasibility, mine development and operating mines. He also has extensive business evaluation and project acquisition skills. Currently he is

a mining consultant, business advisor and investor based in Kuala Lumpur. Eric is an active Council Member of the Malaysian Chamber of Mines.

Stanislaw (Stan) Wassylko – Non - Executive Director (Appointed 21 March 2016)

Mr Stan Wassylko was appointed to the Board of Directors on 21 March 2016 to fill a vacancy created by the resignation of the abovementioned directors. Mr Wassylko represents our Joint Venture partners, EMR. Stan has extensive experience in the resources sector, and has 46 years’ experience in businesses servicing the sector, in logistics, shipping, infrastructure, project construction, contract management and marketing. His long and diverse experience will be valuable as Crossland steers the Charley Creek Project towards development.

Peter Walker Non-Executive Director (Resigned 19 January 2016)

Peter Walker, B.Juris, Ll.B, is a Darwin based lawyer who has practised in the resource industry for over 40 years. He has long experience with land access issues including the special situations that exist in the Northern Territory. Peter acted for Peko EZ (a joint venture between Peko-Wallsend Operations Limited and Electrolytic Zinc Company of Australasia Limited) on permitting matters for the Ranger project, and for Pancontinental Mining Limited, which discovered the Jabiluka deposit. Peter has been a director of several companies including Australian Diamond Exploration NL, which discovered and developed the Merlin diamond mine.

Mal Smartt – Finance Director/ Company Secretary (Resigned 16 February 2016)

Mal Smartt, BA (Accounting), Grad Dip Corporate Management, FCPA, FCIS, FCIM is a Corporate Consultant to listed and unlisted public companies. He is a qualified accountant and company secretary having had considerable experience in Directorial, Financial and Company Secretarial roles with a number of listed companies in the resource sector in Australia, South East Asia and Africa.

Bob Richardson Non-Executive Chairman (Resigned 16 February 2016)

Bob Richardson, B.Sc, B.E(Hons), MASEG, has 45 years’ experience in mineral exploration management, geophysics and exploration technology. During 15 years with the Peko- Wallsend Group as Chief Geophysicist and later Exploration Manager, he supervised all geophysical work carried out by Peko- Wallsend including during the Ranger uranium discovery period. During this period Bob and his team developed a leading- edge understanding of the application of geophysical methods to uranium exploration. He was cofounder and Managing Director of Austirex Aerial Surveys that became an international airborne geophysical contractor. Following his time with Peko-Wallsend he co- founded several exploration companies including Lachlan Resources NL in 1983, PlatSearch NL in 1986, and WPG Resources NL in 2005. He was Managing Director of PlatSearch until 2010 and a Director of WPG Resources until 2011.

Grahame Clegg, Company Secretary

Mr Grahame Clegg, JP, B.Com., CA, AGIA, MAICD, SA Fin, FNTAA, CTA was appointed to the position of Company Secretary on 17 February 2016 and has over 45 years experience in audit, financial and corporate roles including 15 years in Company secretarial roles for ASX-listed companies. He is a director of Oxley Resources Limited and of Oakhill Hamilton Pty Limited and Taen Pty Limited, both of which companies provide secretarial, accounting and corporate advisory services to a range of listed and unlisted companies.

Principal activities

The principal activities of the consolidated entity are the exploration for rare earth elements (REE) and uranium in the Northern Territory and economic hard rock gold deposits. There has been no change in the principal activities during the year.

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Results

The net result of operations after applicable income tax benefit of the consolidated entity for the year ended 31 December 2015 was a loss of $2,394,612 (2014 – loss of $1,572,959).

Dividends

No dividends were either paid or declared for the year (2014 – nil).

The Directors do not recommend the payment of a dividend in respect of the financial year ended 31 December 2015.

Review of operations

Information on the operation and financial position of the consolidated entity and its business strategies and prospects are set out in the review of operations.

Significant changes in the state of affairs

Crossland was advised by Pancontinental that they were unable to meet their commitments for the Charley Creek Feasibility Study program, due to an inability to raise funds in Canada. Currently this critical work is on hold pending identification of a secure source of funding for the Feasibility Study and exploration activities have been kept to a minimum. In late November 2015, sale of Pancontinental’s 43.7% interest in the Joint Venture to EMR was concluded, and negotiations with EMR are under way to resume studies of the Charley Creek Project. Other active projects have been disposed of.

Crossland saw the appointment of Eric Vesel as Non Executive Director in Late November, and the departure of long- standing directors, Peter Walker, Bob Richardson and Mal Smartt (also Company Secretary) early in 2016. Grahame Clegg was appointed to the Company Secretary’s position on 17 February 2016, and Stan Wassylko was appointed as Non-Executive Director on 21 March 2016.

There were no other significant changes in the state of affairs of the Group which occurred during the financial year.

Likely developments

The Company is hoping to identify precious and rare earth metals, uranium and base metal exploration and evaluation opportunities which are perceived to offer outstanding value. At this stage, it is expected that the Joint Venture will resume studies to determine the optimum flow sheet for the Charley Creek REE Project once suitable arrangements are made between the Joint Venture partners.

Matters subsequent to the end of the financial year

On 19 January 2016, Mr Peter Walker resigned as a director of the company.

On 16 February 2016, Mr Robert Richardson resigned as a director of the company and Mr Mal Smartt resigned as a director and Company Secretary of the company. Mr Grahame Clegg was appointed Company Secretary of the company.

On 20 January 2016 7,142,857 shares were issues at 0.7 of 1 cent raising $50,000 to fund the company. On 12 February 2016 6,428,571 shares were issues at 0.7 of 1 cent raising $45,000 to fund the company.

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On 21 March 2016, Mr Stanislaw (Stan) Wassylko was appointed as a non-executive director of the company.

There were at the date of this report no other matters or circumstances which have arisen since 31 December 2015 that have significantly affected or may significantly affect:

• (i) the operations of the consolidated entity,

• (ii) the results of those operations, or

• (iii) the state of affairs of the consolidated entity in the financial year subsequent to 31 December 2015.

Directors' benefits

During the year no Director of the Company has received or become entitled to receive a benefit (other than a benefit included in the notes to the accounts) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which he is a member, or with a company in which he has a substantial financial interest.

Share options

Particulars of options granted over unissued shares:

Total number of options granted by the Company over unissued ordi- nary shares Options issued during the period (see note below) Shares issued in the period as the result of the exercise of options Options expired during the period	2015 2014
	Nil 20,000,000 Nil 5,000,000 Nil Nil 20,000,000 35,574,642

Full details of options on issue are shown in note 22.

Meetings of directors

Attendance at Directors’ meetings during the year:

	Directors	Meetings	Audit Committee	Audit Committee
			Meetings
	Eligible to	Attended	Eligible to	Attended
	attend		attend
R Richardson	4	3	2	2
G S Eupene	4	4	-	-
H K Sia	4	2	-	-
P Walker	4	3	2	1
M Smartt	4	4	2	2
E Vesel	1	1	-	-
S Wassylko	-	-	-	-

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Environment

Crossland Strategic Metals Limited, through its subsidiaries, holds exploration tenements in Australia that are subject to various governmental statutes and guidelines for environmental impacts in relation to exploration activities. These provide for the satisfactory rehabilitation of the areas of exploration. There have been no known material breaches of the licence conditions.

Directors' and auditors' indemnification

The Company has not, either during or since the end of the financial period, in respect of any person who is or has been an officer or auditor of the Company or a related body corporate, indemnified or made any relevant agreement for indemnifying against a liability incurred as an officer, including costs and expenses in successfully defending legal proceedings.

During or since the financial period, the Company has not paid or agreed to pay a premium in respect of a contract insuring against a liability incurred as an officer for the costs or expenses to defend legal proceedings.

Non-audit services

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

Details of the amounts paid or payable to the auditor (BDJ Partners Audit Pty Limited) for non-audit services provided during the year are set out in Note 8.

The board of directors, in accordance with the advice received from the audit committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

• all non-audit services have been reviewed by the audit committee to ensure they do not adversely affect the integrity and objectivity of the auditor,

• the nature of the services provided does 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.

During the year no fees were paid or payable for non-audit services provided by the auditor of the parent entity, its related practices and non-related audit firms.

Auditor

BDJ Partners Audit Pty Ltd holds office in accordance with section 327 of the Corporations Act 2001.

Auditors’ independence declaration

A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 57.

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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. Service agreements

• C. Details of remuneration

• D. Share based compensation

• E. Additional information

The information provided under headings A- D includes remuneration disclosures that are required under Accounting Standard AASB 124 Related Party Disclosures. These disclosures have been transferred from the financial report and have been audited. The disclosures in Section E are additional disclosures required by the Corporations Act 2001 and the Corporations Regulations 2001 which have not been audited.

• A. Principles used to determine the nature and amount of remuneration

The objective of the Group’s executive reward framework is to ensure reward for performance, being the development of the Crossland Strategic Metals exploration tenements. The framework aligns executive reward with achievement of strategic objectives and the creation of value for shareholders, and conforms with market best practice for delivery of reward. The Board ensures that executive reward satisfies the following key criteria for good reward governance practices:

• competitiveness and reasonableness;

• acceptability to shareholders;

• performance linkage / alignment of executive compensation;

• transparency; and

• capital management.

The Group has structured an executive remuneration framework that is market competitive and complimentary to the reward strategy of the organisation.

Alignment to shareholders’ interests:

• has economic profit as a core component of plan design;

• focuses on sustained growth in shareholder wealth, consisting of dividends and growth in share price, and delivering constant return on assets as well as focusing the executive on key non-financial drivers of value; and

• attracts and retains high calibre executives.

Alignment to programme participants’ interests:

• rewards capability and experience;

• reflects competitive reward for contribution to growth in shareholder wealth;

• provides a clear structure for earning rewards; and

• provides recognition for contribution.

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The framework provides a mix of fixed and variable pay, and a blend of short and long term incentives. As executives gain seniority with the group, the balance of this mix shifts to a higher proportion of ''at risk'' rewards.

Non-executive directors

Fees and payments to non-executive directors reflect the demands, which are made on, and the responsibilities of, the directors. The Board reviews non-executive directors’ fees and payments annually. The Board may from time to time seek the advice of independent remuneration consultants to ensure non-executive directors’ fees and payments are appropriate and in line with the market. The Chairman’s fees are determined independently to the fees of non-executive directors based on comparative roles in the external market. The Chairman is not present at any discussions relating to determination of his own remuneration.

Directors’ fees

The current base remuneration was last reviewed with effect from 1 July 2007. Non-executive directors’ fees are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by shareholders. The maximum currently stands at $200,000 per year in aggregate.

Executive pay

The executive pay and reward framework has four components:

• base pay and benefits;

• short-term performance incentives;

• long-term incentives through participation in Crossland Strategic Metals Ltd incentive shares, and

• other remuneration such as superannuation.

The combination of these comprises the executive’s total remuneration.

Base pay

Structured as a total employment cost package, which may be delivered as a combination of cash and prescribed non-financial benefits at the executives’ discretion.

Executives are offered a competitive base pay that comprises the fixed component of pay and rewards. Base pay for senior executives is reviewed annually to ensure the executive’s pay is competitive with the market. An executive’s pay is also reviewed on promotion.

There are no guaranteed base pay increases included in any senior executives’ contracts.

1. Service Agreements

There are no service agreements in place.

2. Non-executive directors

Directors are entitled to remuneration out of the funds of the company but the remuneration of the non-executive Directors may not exceed in any year the amount fixed by the company in general meeting for that purpose. Directors are also entitled to be paid reasonable travelling, accommodation and other expenses incurred in consequence of their attendance at Board meetings and otherwise in the execution of their duties as Directors.

B. `Details of remuneration

Details of the remuneration of the directors and the key management personnel (as defined in AASB 124 Related Party Disclosures) of Crossland Strategic Metals Ltd and the Crossland Strategic Metals Ltd Group are set out in the following tables.

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The key management personnel of Crossland Strategic Metals Limited and the Group includes the directors.

Remuneration paid to key management personnel of Crossland Strategic Metals and of the Group

2015	Short-term employee benefits	Short-term employee benefits	Short-term employee benefits	Post- Employment benefits	Post- Employment benefits	Share-based payments
Name	Salary $	Directors’ Fees $	Consult- ing Fees $	Superan- nuation $	Long Service Leave Payments accrued $	Options $	Total $
Non-executive directors
R Richardson	-	50,000	24,375	4,750	-	-	79,125
P Walker	-	35,000	-	3,325	-	-	38,325
Sia Hok Kiang	-	36,000	-	-	-	-	36,,000
E Vesel	-	-	-	-	-	-	-
S Wassylko	-	-	-	-	-	-	-
Sub-total non- executive directors	-	121,000	24,375	8,075	-	-	153,450
Executive direc- tors
G S Eupene MK Smartt	- 132,000	- -	49,500 -	- 12,540	- 33,513	- -	49,500 178,053
Totals	132,000	121,000	73,875	20,615	33,513	-	381,003

Of the $381,003 shown above only $91,980 has been paid. The balance of $289,023 forms part of the balance of trade and other payables and leave provisions as at 31 December 2015. In May 2015, Directors took approximately 50% of their debt in shares and the balance is still outstanding. At the time of resignation, Messrs Richardson, Walker and Smartt were owed a total of $249,757.

Remuneration paid to key management personnel of Crossland Strategic Metals and of the Group

2014 Name Non-executive direc- tors R Richardson	Short-term employee benefits	Short-term employee benefits	Short-term employee benefits	Post- employment benefits	Share-based payments
	Salary $	Directors’ Fees $	Consulting Fees $	Superannuation $	Options $	Total $
	-	50,000	23,531	4,750	-	78,281

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P Walker	-	35,000	10,000	3,325	-	48,325
Sia Hok Kiang	-	36,000	20,000	-	-	56,000
Sub-total non-- executive directors	-	121,000	53,531	8,075	-	182,606
Executive directors G S Eupene MK Smartt	- 132,000	- -	64,050 -	- 12,540	-	64,050 144,540
Totals	132,000	121,000	117,581	20,615	-	391,196

Of the $391,196 shown above only $58,007 has been paid. The balance of $333,189 forms part of the balance of trade and other payables as at 31 December 2014.

Director’s fees and other amounts were accrued and 50% were paid in shares as approved by Shareholders on 6 May 15 AGM. The balance (50%) still remains as a debt.

Share-based compensation

Options

Options are granted on the recommendation of the directors.

Options are granted for no consideration. Options are granted for a five year period, and are exercisable immediately after the vesting date.

Options granted carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary share.

The exercise price of options is based on the weighted average price at which the company’s shares are traded on the Australian Stock Exchange during the five trading days immediately before the options are granted.

No options over ordinary shares in the company were provided as remuneration to each director of Crossland Strategic Metals Ltd and each of the key management personnel of the Group during the financial year.

Shares provided on exercise of remuneration options.

No ordinary shares in the company were provided as a result of the exercise of remuneration options to each director of Crossland Strategic Metals Ltd and other key management personnel of the Group.

Shares under option

There are no options on issue at 31 December 2015.

Shares issued on the exercise of options

No ordinary shares of Crossland Strategic Metals were issued during the year ended 31 December 2015 on the exercise of options granted. No further shares have been issued since that date. No amounts are unpaid on any of the shares

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Directors’ interests in shares and options

The relevant interest of each Director in the share capital of the Company as at the date of this report is as follows:

2015	GS Eupene	M Smartt	Sia Hok Kiang	P Walker	R Richardson	E Vesel	S. Wassylko
Ordi- nary shares	13,258,492	7,450,000	44,000,000	5,374,899	6,849,889	Nil	Nil
Options	-	-	-	-	-	-	-

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

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Geoff Eupene, Director Darwin 30 March 2016

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Crossland Strategic Metals Limited

Statement of Comprehensive Income

for the year ended 31 December 2015

Note Revenue 5 Expenses Administration costs Borrowing Costs 6 Consultants’ fees Depreciation 6 Employment costs Exploration expenditure written off 6 Impairment expense 13 Office rent 6 Other expenses from ordinary activities Loss from ordinary activities before income tax expense Income tax (expense) benefit 11 Net loss from ordinary activities after income tax ex- pense Other comprehensive income: Other comprehensive income for the year, before tax Income tax (expense) benefit Other comprehensive income for the year, net of tax Total comprehensive income for the year attributable to members of the parent entity 24 Basic and diluted loss per share (cents) 10	Consolidated 2015 2014 $ $ 24,326 9,784 (161,967) (191,058) (1,927) (1,225) (57,125) (76,688) (13,810) (43,116) (398,710) (362,622) (1,724,675) (802,414) 15,028 (171,000) (60,465) (72,029) (15,287) (26,629)
	(2,394,612) (1,736,997) - 164,038
	(2,394,612) (1,572,959)
	- -
	- -
	(2,394,612) (1,572,959)
	(0.72) (0.68)

The above statement of comprehensive income should be read in conjunction with the accompanying notes.

15

Crossland Strategic Metals Limited

Statement of Financial Position

at 31 December 2015

at 31 December 2015
		Consolidated
	Note	2015	2014
CURRENT ASSETS		$	$
Cash and cash equivalents	12	24,830	266,865
Trade and other receivables	13	18,529	182,362
Other current assets	14	226	5,508
TOTAL CURRENT ASSETS		43,585	454,735
NON-CURRENT ASSETS
Receivables	15	50,254	87,892
Deferred exploration and evaluation expenditure	16	4,318,993	5,394,852
Investments in associates accounted for using the equity method	17	-	-
Plant and equipment	18	5,927	19,736
TOTAL NON-CURRENT ASSETS		4,375,174	5,502,480
TOTAL ASSETS		4,418,759	5,957,215
CURRENT LIABILITIES
Trade and other payables	19	968,663	823,025
Provisions	20	47,258	20,951
TOTAL CURRENT LIABILITIES		1,015,921	843,976
NON-CURRENT LIABILITIES
Provisions	20	33,481	28,772
TOTAL NON CURRENT LIABILITIES		33,481	28,772
TOTAL LIABILITIES		1,049,402	872,748
NET ASSETS		3,369,357	5,084,467
SHAREHOLDERS' EQUITY
Issued capital	21	19,741,888	19,062,386
Share based payments reserve	23	343,790	343,790
Accumulated losses	24	(16,716,321)	(14,321,709)
TOTAL EQUITY		3,369,357	5,084,467

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

16

Crossland Strategic Metals Limited

Statement of Changes in Equity

for the year ended 31 December 2015

Consolidated At 1 January 2014 Loss for the period Shares issued (net of costs) Other comprehensive income At 31 December 2014 Loss for the period Shares issued (net of costs) Other comprehensive income At 31 December 2015	Issued Capital Accumulated Losses Share Based Payments Reserve Total Equity $ $ $ $
	18,362,386 (12,748,750) 343,790 5,957,426 - (1,572,959) - (1,572,959) 700,000 - - 700,000 - - - -
	19,062,386 (14,321,709) 343,790 5,084,467 - (2,394,612) - (2,394,612) 679,502 - - 679,502 - - - -
	19,741,888 (16,716,321) 341,790 3,369,357

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

17

Crossland Strategic Metals Limited

Statement of Cash Flows

for the year ended 31 December 2015

Note CASH FLOWS FROM OPERATING ACTIVITIES Payment to suppliers (inclusive of GST) Interest received Interest paid Other income R & D Tax Offset Rebate received NET CASH INFLOWS (OUTFLOWS) FROM OPERATING ACTIVITIES 32(b) CASH FLOWS FROM INVESTING ACTIVITIES Expenditure on plant and equipment Expenditure on mining interests (exploration) Cash calls received from exploration JV parties Refunds of (payments for) security deposits NET CASH (OUTFLOWS) FROM INVESTING ACTIVITIES CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares Share issue costs Proceeds from loans from shareholders NET CASH INFLOWS FROM FINANCING ACTIVITIES NET (DECREASE) IN CASH HELD Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year 32(a)	Consolidated 2015 2014 $ $ (360,202) (236,612) 50 9,784 (1,927) (1,225) 202 - - 164,038
	(361,877) (64,015)
	- (1,090) (328,798) (900,671) - - 37,638 28,846
	(291,160) (872,915)
	316,002 700,000 - - 95,000 125,000
	411,002 825,000
	(242,035) (111,930) 266,865 378,795
	24,830 266,865

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

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Crossland Strategic Metals Limited

Notes to the Financial Statements

for the year ended 31 December 2015

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These consolidated financial statements and notes represent those Crossland Strategic Metals Limited and its Controlled Entities (the “consolidated group” or “group”).

The separate financial statements of the parent entity, Crossland Strategic Metals Limited, have not been presented within this financial report as permitted by the Corporations Act 2001 .

The financial statements were authorised for issue on 30[th] March 2016 by the directors of the company.

Basis of preparation

These general purpose financial statements have been prepared in accordance with the Corporations Act 2001 , Australian Accounting Standards and Interpretations of the Australian Accounting Standards Board and International Financial Reporting Standards as issued by the International Accounting Standards Board. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards. Material accounting policies adopted in the preparation of these financial statements are presented below and have been consistently applied unless stated otherwise.

Except for cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

Going concern basis

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

course of business.
	2015	2014
	$	$
Net loss foryear	(2,394,612)	(1,572,959)
Negative cash flows from operations for theyear	(361,877)	(64,015)
Net assets as at 31 December	3,369,357	5,084,467
Cash balances as at 31 December	24,830	266,865

The directors believe that the group will have sufficient working capital to meet its minimum project development and administrative expenses in the twelve months following the date of signing of the financial report.

On 20 January 2016 7,142,857 shares were issues at 0.7 of 1 cent raising $50,000 and on 12 February 2016 a further 6,428,571 shares were issues at 0.7 of 1 cent raising $45,000 to fund the continuing operations of the group Until further significant funding is received the group’s operations have been reduced to a minimum. These funds were received prior to 31 December 2015.

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The directors are investigating options to raise additional funds to allow the group to pursue its project opportunities beyond the minimum expenditure required with the intent that the consolidated group continues as a going concern.

If all of these options are unsuccessful, this may indicate that there is a material uncertainty that may cast significant doubt on the group’s ability to continue as a going concern.

Critical accounting estimates

The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3.

Significant accounting policies

The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial report includes the consolidated entity consisting of Crossland Strategic Metals Ltd and its subsidiaries.

Accounting policies are selected and applied in a manner which ensures that the resultant financial information satisfies the concepts of relevance and reliability, thereby ensuring that the substance of the underlying transactions and other events is reported.

The Company has adopted relevant new and revised accounting standards and pronouncements with no material impact.

The following significant accounting policies have been adopted in the preparation and presentation of the financial report:

a) Borrowings

Loans are recorded at an amount equal to the net proceeds received. Interest expense is recognised on an accruals basis.

b) Borrowing costs

Borrowing costs are expensed as incurred.

c) Business combinations

Business combinations occur where an acquirer obtains control over one or more businesses.

A business combination is accounted for by applying the acquisition method, unless it is a combination involving entities or businesses under common control. The business combination will be accounted for from the date that control is attained, whereby the fair value of the identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exemptions).

When measuring the consideration transferred in the business combination, any asset or liability resulting from a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or lia-

20

bility is remeasured in each reporting period to fair value, recognising any change to fair value in profit or loss, unless the change in value can be identified as existing at acquisition date.

All transaction costs incurred in relation to business combinations are recognised as expenses in profit or loss when incurred.

The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.

d) Cash and cash equivalents

Cash and cash equivalents comprises cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the consolidated entity’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

e) Comparative Figures

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

Where the Group retrospectively applies an accounting policy, makes a retrospective restatement or reclassifies items in its financial statements, an additional (third) statement of financial position as at the beginning of the preceding period in addition to the minimum comparative financial statements is presented.

f) Employee Benefits

Short-term employee benefits

Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which the employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the (undiscounted) amounts expected to be paid when the obligation is settled.

The Group’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as a part of current trade and other payables in the statement of financial position. The Group’s obligations for employees’ annual leave and long service leave entitlements are recognised as provisions in the statement of financial position.

Other long-term employee benefits

Provision is made for employees’ long service leave entitlements not expected to be settled wholly within 12 months after the end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured at the present value of the expected future payments to be made to employees. Expected future payments incorporate anticipated future wage and salary levels, durations of service and employee departures and are discounted at rates determined by reference to market yields at the end of the reporting period on government bonds that have maturity dates that approximate the terms of the obligations. Any remeasurements for changes in assumptions of obligations for other long-term employee benefits are recognised in profit or loss in the periods in which the changes occur.

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The Group’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position, except where the Group does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period, in which case the obligations are presented as current provisions.

g) Exploration and evaluation expenditure

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

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

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

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

Any changes in the estimates for the costs are accounted for on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly, the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.

h) Fair Value of Assets and Liabilities

The Group measures some of its assets and liabilities at fair value on either a recurring or nonrecurring basis, depending on the requirements of the applicable Accounting Standard.

Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (i.e. unforced) transaction between independent, knowledgeable and willing market participants at the measurement date.

As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data

To the extent possible, market information is extracted from either the principal market for the asset or liability (i.e. the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at the end of the reporting period (i.e. the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs).

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For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use.

The fair value of liabilities and the entity’s own equity instruments (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instrument, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements.

i) Financial Instruments

Initial recognition and measurement

Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions to the instrument. For financial assets, this is equivalent to the date that the company commits itself to either the purchase or sale of the asset (i.e. trade date accounting is adopted).

Financial instruments are initially measured at fair value plus transaction costs, except where the instrument is classified “at fair value through profit or loss”, in which case transaction costs are expensed to profit or loss immediately.

Classification and subsequent measurement

Financial instruments are subsequently measured at fair value, amortised cost using the effective interest method, or cost.

Amortised cost is calculated as the amount at which the financial asset or financial liability is measured at initial recognition less principal repayments and any reduction for impairment, and adjusted for any cumulative amortisation of the difference between that initial amount and the maturity amount calculated using the effective interest method .

The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) over the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying amount with a consequential recognition of an income or expense item in profit or loss.

The Group does not designate any interests in subsidiaries, associates or joint venture entities as being subject to the requirements of Accounting Standards specifically applicable to financial instruments.

(i) Financial assets at fair value through profit or loss

Financial assets are classified at “fair value through profit or loss” when they are held for

23

trading for the purpose of short-term profit taking, derivatives not held for hedging purposes, or when they are designated as such to avoid an accounting mismatch or to enable performance evaluation where a Group of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk management or investment strategy. Such assets are subsequently measured at fair value with changes in carrying amount being included in profit or loss.

(ii) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is derecognised.

(iii) Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the Group’s intention to hold these investments to maturity. They are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is derecognised.

(iv) Available-for-sale investments

Available-for-sale investments are non-derivative financial assets that are either not capable of being classified into other categories of financial assets due to their nature or they are designated as such by management.

(v) Financial liabilities

Non-derivative financial liabilities other than financial guarantees are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial liability is derecognised.

j) Foreign currency translation

i. Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in Australian dollars, which is Crossland Strategic Metals Ltd’s functional and presentation currency.

ii. Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement.

k) Goods and services tax

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

24

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the ATO is included with other receivables or payables in the statement of financial position.

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

l) Goodwill

Goodwill is carried at cost less any accumulated impairment losses. Goodwill is calculated as the excess of the sum of:

• (i) the consideration transferred;

• (ii) any non-controlling interest; and

• (iii) the acquisition date fair value of any previously held equity interest

Over the acquisition date fair value of net identifiable assets acquired.

The acquisition date fair value of the consideration transferred for a business combination plus the acquisition date fair value of any previously held equity interest shall form the cost of the investment in the separate financial statements.

Fair value remeasurements in any pre-existing equity holdings are recognised in profit or loss in the period in which they arise. Where changes in the value of such equity holdings had previously been recognised in other comprehensive income, such amounts are recycled to profit or loss.

The amount of goodwill recognised on acquisition of each subsidiary in which the Group holds less than a 100% interest will depend on the method adopted in measuring the non-controlling interest. The Group can elect in most circumstances to measure the non-controlling interest in the acquiree either at fair value (full goodwill method) or at the non-controlling interest's proportionate share of the subsidiary's identifiable net assets (proportionate interest method). In such circumstances, the Group determines which method to adopt for each acquisition and this is stated in the respective notes to these financial statements disclosing the business combination.

Under the full goodwill method, the fair value of the non-controlling interests is determined using valuation techniques which make the maximum use of market information where available. Under this method, goodwill attributable to the non-controlling interests is recognised in the consolidated financial statements.

Goodwill on acquisition of subsidiaries is included in intangible assets. Goodwill on acquisition of associates is included in investments in associates.

Goodwill is tested for impairment annually and is allocated to the Group's cash-generating units or groups of cash-generating units, representing the lowest level at which goodwill is monitored not larger than an operating segment. Gains and losses on the disposal of an entity include the carrying amount of goodwill related to the entity disposed of.

Changes in the ownership interests in a subsidiary are accounted for as equity transactions and do not affect the carrying amounts of goodwill.

25

m) Impairment of assets

At the end of each reporting period, the Group assesses whether there is any indication that an asset may be impaired. The assessment will include the consideration of external and internal sources of information including dividends received from subsidiaries, associates or joint ventures deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair value less costs of disposal and value in use, to the asset’s carrying amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried at a revalued amount in accordance with another Standard (e.g. in accordance with the revaluation model in AASB 116: Property, Plant and Equipment ). Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard.

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

Impairment testing is performed annually for goodwill, intangible assets with indefinite lives and intangible assets not yet available for use.

n) Income tax

The income tax expense (income) for the year comprises current income tax expense (income) and deferred tax expense (income).

Current income tax expense charged to profit or loss is the tax payable on taxable income. Current tax liabilities (assets) are measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited outside profit or loss when the tax relates to items that are recognised outside profit or loss.

Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur.

26

o) Investments in Associates

Associates are companies in which the Group has significant influence through holding, directly or indirectly, 20% or more of the voting power of the Group. Investments in associates are accounted for in the financial statements by applying the equity method of accounting, whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition change in the Group’s share of net assets of the associate company. In addition, the Group’s share of the profit or loss of the associate company is included in the Group’s profit or loss.

The carrying amount of the investment includes goodwill relating to the associate. Any discount on acquisition, whereby the Group’s share of the net fair value of the associate exceeds the cost of investment, is recognised in profit or loss in the period in which the investment is acquired.

Profits and losses resulting from transactions between the Group and the associate are eliminated to the extent of the Group’s interest in the associate.

When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the Group discontinues recognising its share of further losses unless it has incurred legal or constructive obligations or made payments on behalf of the associate. When the associate subsequently makes profits, the Group will resume recognising its share of those profits once its share of the profits equals the share of the losses not recognised.

Details of the Group’s investments in associates are provided in Note 17.

p) Joint ventures

The Group’s share of the assets, liabilities, revenue and expenses of jointly controlled operations have been included in the appropriate line items of the consolidated financial statements. Details of the Group’s interests are provided in Note 27.

The Group’s interests in joint venture entities are recorded using the equity method of accounting (refer to Note 1(o) for details) in the consolidated financial statements.

Where the Group contributes assets to the joint venture or if the Group purchases assets from the joint venture, only the portion of the gain or loss that is not attributable to the Group’s share of the joint venture shall be recognised. The Group recognises the full amount of any loss when the contribution results in a reduction in the net realisable value of current assets or an impairment loss.

q) Loss per share

(I) Basic loss per share

Basic earnings (loss) per share is calculated by dividing the loss attributable to equity holders of the company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.

(ii) Diluted loss per share

Diluted earnings (loss) per share adjusts the figures used in the determination of basic loss per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares

27

assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

r) Plant and equipment

Each class of plant and equipment is carried at cost or fair value as indicated less, where applicable, any accumulated depreciation and impairment losses.

Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any accumulated impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses are recognised either in profit or loss or as a revaluation decrease if the impairment losses relate to a revalued asset. A formal assessment of recoverable amount is made when impairment indicators are present (refer to Note 1(m) for details of impairment).

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

The cost of fixed assets constructed within the consolidated group includes the cost of materials, direct labour, borrowing costs and an appropriate proportion of fixed and variable overheads.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are recognised as expenses in profit or loss during the financial period in which they are incurred

Depreciation is provided on a straight line basis on all plant and equipment at rates calculated to write off the cost, less estimated residual value at the end of the useful lives of the assets, over those estimated useful lives.

The following estimated useful lives are used in the calculation of depreciation.

Plant and equipment 5-8 years Motor Vehicles 5 years

s) Principles of consolidation

The consolidated financial statements incorporate all of the assets, liabilities and results of the parent Crossland Strategic Metals Ltd and all of its subsidiaries (including any structured entities). Subsidiaries are entities the parent controls. The parent controls an entity when it is exposed to, or has rights to variable returns from its involvement with the entity and has the ability affect those returns through its power over the entity. A list of the subsidiaries is contained in Note 28 to the financial statements.

The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between group entities are fully

28

eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.

Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-controlling interests”. The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets. Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section of the statement of financial position and statement of comprehensive income.

t) Provisions

Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.

Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period.

u) Revenue recognition

Interest revenue is recognised using the effective interest method.

v) Segment reporting

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different to those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment and is subject to risks and returns that are different from those of segments operating in other economic environments.

w) Trade and other receivables

Trade and other receivables include amounts due from customers for goods sold and services performed in the ordinary course of business. Receivables expected to be collected within 12 months of the end of the reporting period are classified as current assets. All other receivables are classified as non-current assets.

Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any provision for impairment. Refer to Note 1(m) for further discussion on the determination of impairment losses.

x) Trade and other payables

Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability.

New accounting standards for application in future periods

The AASB has issued new and amended accounting standards and interpretations that have mandatory application dates for future reporting periods.

The Group has decided against early adoption of these standards.

A discussion of those future requirements and their impact on the Group follows :

29

Operative date 1 January 2016 with an application date for the group of 1 January 2016.

AASB	AASB	Summary	Impact on group
AASB 15:Revenue from Contracts with Customers		This Standard will replace the current accounting require- ments applicable to revenue with a single, principles based model. Except for a limited number of exceptions, including leases, the new revenue model will apply to all contracts with customers as well as non-monetary exchanges between enti- ties in the same line of business to customers and potential customers. The core principle of the standard is that an entity will recog- nise revenue to depict the transfer of promised goods and services to customers in an amount which reflects the consid- eration to which the entity expects to be entitled in exchange for the goods and services. To achieve this objective AASB 15 provides the following 5 step process: identify the contract with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the trans- action price to the performance obligations in the contract and recognise the revenue when the performance obligations are satisfied. This standard will require retrospective restatement as well as enhanced disclosures regardingrevenues.	Although the directors anticipate that the adop- tion of AASB 15 may have an impact on the Group’s financial statements, it is impracticable at this stage to provide a rea- sonable estimate of such impact.
Operative date 1 January 2015 with an application date for the group of 1 January 2018.
AASB	Summary		Impact on group
AASB 9: Financial Instruments and AASB 2009–11: Amendments to Australian Ac- counting Stand- ards arising from AASB 9	The changes made to accounting requirements include: - simplifying the classifications of financial assets into those carried at amortised cost and those carried at fair value; - simplifying the requirements for embedded derivatives; - removing the tainting rules associated with held-to-maturity assets; - removing the requirements to separate and fair value em- bedded derivatives for financial assets carried at amortised cost; allowing an irrevocable election on initial recognition to present gains and losses on investments in equity instru- ments that are not held for trading in other comprehensive income. 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; and - reclassifyingfinancial assets where there is a change in an		These Standards are ap- plicable retrospectively and amend the classifica- tion and measurement of financial assets. The Group has not yet de- termined potential im- pact on the financial statements.

30

entity’s business model as they are initially classified based on the objective of the entity’s business model for managing the financial assets and the characteristics of the contractual cash flows.

The Group does not anticipate the early adoption of any of the above reporting requirements.

2. FINANCIAL RISK MANAGEMENT

The Group's activities expose it to a variety of financial risks; market risk (including currency risk, fair value interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group.

(i) Credit risk

There is negligible credit risk on financial assets of the consolidated entity since there is no exposure to individual customers or countries and the economic entity’s exposure is limited to the amount of cash, short term deposits and receivables which have been recognised in the statement of financial position and is minimised by using recognised financial intermediaries as counterparties.

(ii) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of committed finance facilities.

(iii) Cash flow and fair value interest rate risk

The Group has interest-bearing assets, however the Group’s income and operating cash flows are not materially exposed to changes in market interest rates.

3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. There are no 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.

Income taxes

The Group is subject to income taxes in Australia and Canada. Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period in which such determination is made

Exploration and evaluation expenditure

The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been extracted, the directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at the end of the reporting period at $4,318,993

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4. PARENT COMPANY FINANCIAL INFORMATION

The following information has been extracted from the books and records of the parent and has been prepared in accordance with Accounting Standards. STATEMENT OF FINANCIAL POSITION ASSETS Current assets Non-current assets TOTAL ASSETS LIABILITIES Current liabilities Non Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Issued capital Accumulated losses Share based payments reserve TOTAL EQUITY STATEMENT OF COMPREHENSIVE INCOME Total loss TOTAL COMPREHENSIVE INCOME (LOSS)	2015 $ 42,653 5,512,114	2014 $ 453,937 6,639,165
	5,554,767	7,093,102
	1,015,921 24,731	828,976 20,022
	1,040,652	848,998
	4,514,115	6,244,104
	19,741,888 (15,571,563) 343,790	19,062,386 (13,162,072) 343,790
	4,514,115	6,244,104
	(2,409,491)	(415,551)
	(2,409,491)	(415,551)

GUARANTEES

Crossland Strategic Metals Ltd has not entered into any guarantees, in the current financial period, in relation to the debts of any of its subsidiaries.

CONTINGENT LIABILITIES

At 31 December 2015, Crossland Strategic Metals Ltd had no contingent liabilities.

CONTRACTUAL COMMITMENTS

At 31 December 2015, Crossland Strategic Metals Ltd had not entered into any contractual commitments for the acquisition of property, plant and equipment .

ments for the acquisition of property, plant and equipment.
5. REVENUE Interest received Exchange gains Other income Total revenue from continuing operations	Consolidated 2015 2014 $ $ 50 9,784 202 - 24,074 -
	24,326 9,784

6. OPERATING LOSS FROM ORDINARY ACTIVITIES BEFORE INCOME TAX EXPENSE

32

	Consolidated	Consolidated
	2015	2014
	$	$
The operating loss from ordinary activities before income tax expense
has been determined after charging the following expenses:
Depreciation	13,810	43,116
Employee entitlements	29,678	(10,145)
Exploration expenditure written off	1,724,675	802,414
Interest paid	1,927	1,225
Office rent	60,465	72,029
Superannuation	29,165	29,044

7. KEY MANAGEMENT PERSONNEL DISCLOSURES

a) Directors

The following persons were Directors of Crossland Strategic Metals Limited during the whole of the financial year and up to the date of this report unless otherwise stated:

• Geoffrey S Eupene

Sia Hok Kiang

Eric Vesel (Appointed 15 November 15)

Stanislaw (Stan) Wassylko (Appointed 21 March 2016)

Peter W Walker (Resigned 19 January 16)

Robert L Richardson (Resigned 16 February 16) Malcolm K Smartt (Resigned 16 February 16)

b) Other key management personnel

All directors are identified as key management personnel under AASB 124 “Related Party Disclosures”.

There are no other staff that meet the definition of key management personnel.

c) Key management personnel compensation

Key management personnel compensation
Short-term employee benefits Post-employment benefits Share-based payments	Consolidated 2015 2014 $ $ 326,875 370,581 54,128 20,615 - -
	381,003 391,196

The Company has taken advantage of the relief provided by the Corporations Regulations and has transferred the detailed remuneration disclosures to the Directors’ report. The relevant information can be found in sections A-D of the remuneration report included in the Directors report.

d) Equity instrument disclosures relating to key management personnel

(i) Options provided as remuneration and shares issued on exercise of such options

• No options were provided as remuneration and no shares were issued on the exercise of such options.

(ii) Option holdings

As detailed below as at 31 December 2015.

33

The relevant interest of each Director in options of the Company as at the date of this report is as follows:

follows:
2015 Name	Balance at the start of the year	Granted during the year	Exercised during theyear	Other changes during the year (lapsed)	Balance at the end of theyear	Vested and exe4rcisable at the end of theyear
Options
Directors of Crossland Strategic Metals Ltd
Geoffrey S Eupene Sia Hok Kiang Stanislaw Wassylko Peter W Walker Robert L Richardson Malcolm K Smartt Eric Vesel	- 10,000,000 - - - - -	- - - - - - -	- - - - - - -	- (10,000,000) - - - - -	- - - - - - -	- - - - - - -
2014 Name	Balance at the start of theyear	Granted during the year	Exer- cised during theyear	Other changes during the year	Balance at the end of theyear	Vested and exercisable at the end of theyear
Directors of Crossland Strategic Metals Ltd
Geoffrey S Eupene Sia Hok Kiang Peter W Walker Robert L Richardson Malcolm K Smartt	4,629,245 10,000,000 1,089,741 522,619 1,200,000	- - - - -	- - - - -	(4,629,245) - (1,089,741) (522,619) (1,200,000)	- - - - -	- 10,000,000 - - -

iii) Share holdings

The numbers of shares in the company held at the end of the financial year by each Director of the Company and other key management personnel of the Group, including their personally related parties, are set out below. There were no shares granted during the reporting period as compensation.

Ordinary shares

Directors of Crossland Strategic Metals Ltd

out below. There were no sharesgranted duringthe reporting period as compensation.	out below. There were no sharesgranted duringthe reporting period as compensation.	out below. There were no sharesgranted duringthe reporting period as compensation.	out below. There were no sharesgranted duringthe reporting period as compensation.	out below. There were no sharesgranted duringthe reporting period as compensation.
Ordinary shares
Directors of Crossland Strategic Metals Ltd
2015 Name	Balance at the start of theyear	Received dur- ing the year as incentive shares	Other changes during the year	Balance at the end of theyear
Geoffrey S Eupene Sia Hok Kiang Stanislaw Wassylko Peter W Walker Robert L Richardson Malcolm K Smartt Eric Vesel	9,258,492 40,000,000 - 2,874,899 1,349,889 1,450,000 -	- - - - - - -	4,000,000 4,000,000 - 2,500,000 5,500,000 6,000,000 -	13,258,492 44,000,000 - 5,374,899 6,849,889 7,450,000 -
2014
Geoffrey S Eupene Sia Hok Kiang Peter W Walker Robert L Richardson Malcolm K Smartt	9,258,492 40,000,000 2,874,899 1,349,889 1,450,000	- - - -	- - - - -	9,258,492 40,000,000 2,874,899 1,349,889 1,450,000

Note – The shares issued in 2015 were the conversion of debts as approved by shareholders at an AGM on 6 May 15.

34

8. REMUNERATION OF AUDITORS

Fees paid to BDJ Partners Audit Pty Ltd during the year Audit of the Company's accounts Other services	Consolidated 2015 2014 $ $ 30,000 35,000 - -
	30,000 35,000

9. FINANCIAL REPORTING BY SEGMENTS

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 exploration in Australia. Operating segments are therefore determined on the same basis.

Basis of accounting for purposes of reporting by operating segments

Accounting policies adopted

Unless stated otherwise, all amounts reported to the Board of Directors, being the chief decision makers 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.

Inter- segment transactions

An internally determined transfer price is set for all inter-segment sales. This price is reset quarterly and is based on what would be realised in the event the sale was made to an external party at arm’s length. All such transactions are eliminated on consolidation of the Group’s financial statements.

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

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

Segment assets

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

35

Segment liabilities

Liabilities are allocated to segments where there is a direct nexus between the incurrence of the liability and the operations of the segment. Borrowings and tax liabilities are generally considered to relate to the Group as a whole and are not allocated. Segment liabilities include trade and other payables and certain direct borrowings.

Unallocated items

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

• impairment of assets and other non-recurring items of revenue or expense;

• income tax expense;

• deferred tax assets and liabilities;

• current tax liabilities;

• other financial liabilities;

• intangible assets

Exploration Australia 2015 Segment performance $ Interest received 50 Other income 24,276 Total revenue from continuing operations 24,326 Segment net loss from continuing opera- tions before tax (2,218,835) Reconciliation of segment result to group net profit/loss before tax: Amounts not included in segment result but reviewed by the Board: — administration charges — depreciation and amortisation Net loss before tax from continuing operations	Exploration Australia 2015 $ 50 24,276	Total Exploration Australia 2015 2014 $ $ 50 9,784 24,276 -	Total 2014 $ 9,784 -
	24,326	24,326 9,784	9,784
		(2,218,835) (1,502,823) (161,967) (13,810) (2,394,612)	(1,502,823) (191,058) (43,116)
			(1,736,997)

36

	Exploration	Total	Exploration	Total
	Australia		Australia
	2015	2015	2014	2014
	$	$	$	$
Segment Assets
Reconciliation of segment assets to group as-	4,418,759	4,418,759	5,957,215	5,957,215
sets:
Unallocated assets		-		-
Group assets		4,418,759		5,957,215
Segment Liabilities	1,049,402	1,049,402	872,748	872,748
Reconciliation of segment liabilities to group li-
abilities:
Unallocated liabilities		-		-
Group liabilities		1,049,402		872,748
10. LOSS PER SHARE
			2015	2014
(a) Basic and diluted loss per share			Cents	Cents
Loss attributable to the ordinary equity holders	of the Company		(0.72)	(0.68)
			2015	2014
(b) Reconciliation of loss used in calculating	loss per share
Basic and diluted loss per share			$	$
Loss attributable to the ordinary equity holders	of the Company used in cal-
culating basic and diluted loss per share			(2,394,612)	(1,572,959)
			2015	2014
(c) Weighted average number of shares used as the denominator			Number	Number
Weighted average number of ordinary shares used as the denominator in
calculating basic and diluted loss per share.			334,859,720	231,503,798
The options on issue as stated in note 22 have not been taken into account
for dilution purposes as they are not considered	to be dilutive due to the ex-
ercise prices being in excess of the current share price.

37

11. TAXATION

The prima facie income tax expense on pre-tax accounting profit reconciles to the income tax expense in the financial statements as follows: Loss from ordinary activities Income tax expense calculated at 30% of operating loss Deferred tax amounts not recognised R & D Tax Offset Rebate received Income tax expense (benefit) Other comprehensive income Income tax expense calculated at 30% of other comprehensive in- come Deferred tax amounts not recognised Income tax expense (benefit) Deferred tax assets Not brought to account calculated at 30% Revenue tax losses Capital tax losses Temporary differences Total		Consolidated 2015 $ 2014 $ (2,394,612) (1,736,997) 718,384 521,099 (718,384) (521,099) - 164,038 - 164,038 - -	Consolidated 2015 $ 2014 $ (2,394,612) (1,736,997) 718,384 521,099 (718,384) (521,099) - 164,038 - 164,038 - -
		718,384 (718,384) -
		-
		-
		- -	- -
		-	-
		6,780,851 27,257 99,864	5,998,822 ,257 361,687 6,360,766
		6,907,972

The taxation benefits of revenue tax losses and temporary differences not brought to account will only be obtained if:

(i) the company and the consolidated entity derive further assessable income of a nature and of an amount sufficient to enable the benefit from the deductions to be realised;

(ii) the company and the consolidated entity continue to comply with the conditions for deductibility imposed by the law; and

(iii) no changes in tax legislation adversely affect the company's and the consolidated entity's ability in realising the benefit from the deductions.

12. CASH AND CASH EQUIVALENTS

Cash at bank and on hand	Consolidated 2015 $ 2014 $ 24,830 266,865
	24,830 266,865

The carrying amounts of the Group’s cash and cash equivalents are a reasonable approximation of their fair values.

38

13. TRADE AND OTHER RECEIVABLES

Amounts receivable from joint venture parties Less provision for doubtful debts GST debtor Other receivables	Consolidated 2015 $ 2014 $ - 335,000 - (171,000) - 164,000 10,090 13,691 8,439 4,672 18,529 182,363

18,529 182,363	18,529 182,363	18,529 182,363
The carrying amounts of the Group’s trade and other receivables are a reasonable approximation of their
fair values.
14. OTHER CURRENT ASSETS
Prepayments	226	5,508
	226	5,508
The carrying amounts of the Group’s other current assets are a reasonable approximation of their fair val-
ues.
15. RECEIVABLES – NON-CURRENT

Security deposits	50,254 87,892 50,254 87,892

The carrying amounts of the Group’s non-current receivables are a reasonable approximation of their fair values.

16. DEFERRED EXPLORATION AND EVALUATION EXPENDITURE

Deferred exploration costs Deferred exploration costs brought forward Expenditure incurred during the year Exploration expenditure written off Deferred exploration costs carried forward	4,318,993 5,394,852
	5,394,852 5,296,595 648,816 900,671 (1,724,675) (802,414)
	4,318,993 5,394,852

The above amounts represent costs incurred on exploration areas of interest which have been carried forward as an asset in accordance with the accounting policy set out in note 1.

39

The ultimate recoupment of deferred exploration and evaluation expenditure carried forward in respect of an area of interest is dependent upon the discovery of commercially viable reserves and the successful development and exploitation of the respective areas or alternatively sale of the underlying areas of interest for at least their carrying value.

Amortisation, in respect of the relevant area of interest, is not charged until a mining operation has commenced.

The carrying amounts of the Group’s deferred exploration and evaluation expenditure are a reasonable approximation of their fair values.

17. INVESTMENT IN ASSOCIATES ACCOUNTED FOR USING THE EQUITY METHOD

(a) Details of associate:

(a)	Details of associate:
		Ownership interest			Carrying amount
Name of Associate Principal Activities		2015	2014		2015	2014
		%		%	$	$
Crosscontinental General Exploration and
Limited evaluation		-	56.28		-	-
(b)	Share of reserves attributable to associates:
	Share of associates’ profits taken up in the consolidated financial statements
	Operating profit (loss) before tax				-	(642)
	Income tax expense				-	-
	Net operating profit after income tax as shown in the Statement of
	Comprehensive Income				-	(642)
	Retained earnings at beginning of period				-	-
	Share of associates losses no longer recognised				-	642
	Retained earnings at end of period				-	-
(c)	Movement in equity accounted investment
	Carrying amount of investment at beginning of financial year				-	-
	Share of associates’ current year losses after tax	(refer (b))			-	(642)
	Share of associates losses no longer recognised				-	642
	Amounts due from joint venture				-	-
	Carrying amount of investment (provision for associates losses) at end of
	financial year				-	-
	Summary of financial position of associated entity:
	Current assets				-	2,276
	Current liabilities				-	(555,705)
	Non-current assets				-	-
	Net liabilities				-	(553,429)

The carrying amounts of the Group’s investment in associates accounted for using the equity method are a reasonable approximation of their fair values.

40

18. PLANT & EQUIPMENT

Plant and equipment Cost Accumulated depreciation Motor vehicles Cost Accumulated depreciation Total Plant and equipment	Consolidated 2015 2014 $ $ 407,727 407,727 (401,800) (389,630)
	5,927 18,097
	280,691 280,691 (280,691) (279,052)
	- 1,639
	5,927 19,736

Reconciliations of the carrying amount of each class of plant and equipment at the beginning and end of the current financial year are set out below.

Consolidated 2015 Carrying amount at 1 January 2015 Additions Depreciation Disposals Carrying amount at 31 December 2015 Consolidated 2014 Carrying amount at 1 January 2014 Additions Depreciation Disposals Carrying amount at 31 December 2014	Plant & equipment 18,097 - (12,170) - 5,927 44,202 1,090 (27,195) - 18,097	Motor Vehicles Total 1,639 19,736 - - (1,639) (13,809) - -
		- 5,927
		17,560 61,762 - 1,090 (15,921) (43,116) - -
		1,639 19,736

The carrying amounts of the Group’s plant and equipment are a reasonable approximation of their fair values.

41

19. TRADE AND OTHER PAYABLES Trade creditors and accruals Amounts owing to former directors Shareholder loans Annual leave entitlements	Consolidated 2015 2014 $ $ 695,276 689,757 171,458 - 95,000 125,000 6,929 8,268
	968,663 823,025

In January 2016, repayments of deferred tenement rentals included in Trade creditors and accruals above commenced using funds provided by EMR. To date, a net amount of $351,495 has been reduced from this amount.

The carrying amounts of the Group’s trade and other payables are a reasonable approximation of their fair values.

20. PROVISIONS CURRENT PROVISIONS Long Service Leave NON CURRENT PROVISIONS Site rehabilitation Long Service Leave	47,258 20,951
	47,258 20,951
	23,750 23,750 9,731 5,022
	33,481 28,772

Provision for Employee Benefits

Provision for employee benefits represents amounts accrued for annual leave and long service leave.

The current portion for this provision includes the total amount accrued for annual leave entitlements and the amounts accrued for long service leave entitlements that have vested due to employees having completed the required period of service. Based on past experience, the Group does not expect the full amount of annual leave or long service leave balances classified as current liabilities to be settled within the next 12 months. However, these amounts must be classified as current liabilities since the Group does not have an unconditional right to defer the settlement of these amounts in the event employees wish to use their leave entitlement.

The non-current portion for this provision includes amounts accrued for long service leave entitlements that have not yet vested in relation to those employees who have not yet completed the required period of service.

In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data. The measurement and recognition criteria relating to employee benefits have been discussed in Note 1(r).

Provision for Site Restoration

A provision has been recognised for the costs to be incurred for the restoration of the sites used for exploration of minerals. It is anticipated that the sites will require restoration within 10 years. A discount rate adjusted to reflect the risk inherent in the mining operation has been applied.

The carrying amounts of the Group’s current and non-current provisions are a reasonable approximation of their fair values.

42

21. CONTRIBUTED EQUITY

Issued Capital 378,986,542 fully paid ordinary shares (2014–281,914,757) Options Rights Issue Less share issue costs On 19 January 2016 there were 7,142,857 shares issued giving total on issue of 386,129,399. Movements in Issued Capital Number Balance as at 1 January 2015 281,914,757 Issues during period: Placements 97,071,785 Options Rights Issue Less share issue costs Balance as at 31 December 2015 378,986,542	Consolidated 2015 2014 $ $ 20,323,640 19,644,137 287,297 287,297 (869,049) (869,048)
	19,741,888 19,062,386
	$ 19,062,386 679,502 19,741,888

Included in the placement figure of $679,502, $316,002 was received in cash in 2015, $125,000 was received in cash in 2014 and the balance related to payments to the directors and Homestead rent in lieu of cash.

The carrying amounts of the Group’s contributed equity are a reasonable approximation of their fair values.

22. OPTIONS

Expiry Date Exercise Price 30 Jun 15 0.10 30 Jun 15 0.05	Issued 1 Jan 16 Granted Exercised Lapsed Issued 31 Dec 15 15,000,000 - - 15,000,000 - 5,000,000 - 5,000,000 -
	20,000,000 - - (20,000,000) -

23. SHARE BASED PAYMENTS RESERVE

Balance at the beginning of the financial year Share based payments transferred to reserve Balance at the end of the financial year	Consolidated 2015 2014 $ $ 343,790 343,790 - -
	343,790 343,790

Nature and purpose of reserve

The share based payments reserve records the value of options issued to employees and Directors which have been taken to expenses.

43

24. ACCUMULATED LOSSES Accumulated losses at the beginning of the financial year Net loss for the year Accumulated losses at the end of the financial year	Consolidated 2015 2014 $ $ (14,321,709) (12,748,750) (2,394,612) (1,572,959)
	(16,716,321) (14,321,709)

24. ACCUMULATED LOSSES

25. CONTINGENT LIABILITIES

There are no contingent liabilities.

26. COMMITMENTS

Exploration Tenement Expenditure Requirements

In order to maintain the consolidated entity’s tenements in good standing with Australian mining authorities, the Company will be required to incur exploration expenditure under the terms of each claim.

Payable not later than one year Payable later than one year, but not later than two years	Consolidated 2015 2014 $ $ 342,500 425,500 - -
	342,500 425,500

It is likely that variations to the terms of the current and future tenement holdings, the granting of new tenements and changes in tenement areas at renewal or expiry, will change the expenditure commitment to the consolidated entity from time to time.

If funds are not available to meet the required expenditure on a tenement the relevant Australian mining authority would be contacted to negotiate a reduction of the expenditure. Should the negotiations not be satisfactory then the company would withdraw from the tenement

Operating lease commitments

Operating leases relate to the rental of the Milton park homestead and outbuildings. The consolidated entity does not have an option to purchase the leased asset at the expiry of the lease period.

Payable not later than one year Payable later than one year, but not later than two years	Consolidated 2015 2014 $ $ 52,000 52,000 8,000 60,000
	60,000 112,000

44

27. JOINT VENTURES

The Group is engaged in the following exploration joint ven- tures, whose principal activities are exploration for uranium and rare earth elements. ERM Joint Venture (formerly Pancontinental Joint Venture) Interests were shown in the statement of financial position as Exploration and evaluation expenditure Amounts receivable from joint venture parties Total non-current assets Results were shown in the statement of comprehensive in- come as Exploration and evaluation expenditure written off Impairment of amounts receivable from joint venture parties Total loss attributable to joint venture	2015 2014 % % 56.28% 56.28% 2015 2014 $ $ 4,318,993 5,389,908 - 164,000
	4,318,993 5,553,908
	1,724,675 761,849 - 171,000
	1,724,675 932,849

28. PARTICULARS RELATING TO CONTROLLED ENTITIES

Company Country of Incorporation and Operation Crossland Diamonds Pty Ltd Australia Crossland Mines Pty Ltd Australia Crossland Nickel Pty Ltd Australia Paradigm Mexico Pty Ltd Australia	Percentage of Equity Held 2015 2014 100% 100% 100% 100% 100% 100% 100% 100%

29. RELATED PARTY DISCLOSURES

(a) Directors

The names of each person holding the position of director of Crossland Strategic Metals Ltd during the financial year were:

Geoffrey S Eupene Sia Hok Kiang Eric Vesel (Appointed 15 November 2015) Stanislaw (Stan) Wassylko (Appointed 21 March 2016) Peter W Walker (Resigned 19 January 2016) Robert L Richardson (Resigned 16 February 2016) Malcolm K Smartt (Resigned 16 February 2016)

(b) Directors interests

Interests in the shares and options of the Company held by current directors and their director-related entities are shown in note 7.

45

(c) Associates of directors

(c) Associates of directors
Directors fees were paid to the following associates
of directors:
Director	Associated company
GS Eupene	Eupene Exploration Enterprises Pty Ltd
RL Richardson	GeoTangent Pty Ltd
Sia Hok Kiang	HK Rare Earth Sdn Bhd
(d) Transactions with associates of directors
	2015	2014
	$	$
Eupene Exploration Enterprises (EEE), a Company in which Mr Eupene is a
Director and shareholder, is utilised to provide geophysical and geological
services in relation to Crossland Tenements. Fees paid are on normal com-
mercial terms.
Consulting geologists	49,500	64,050
Equipment hire	1,050	-
Rent	13,485	16,081
Software Maintenance	3,300	3,900
GeoTangent Pty Ltd, a Company in which Mr Richardson	is a Director and
shareholder, is utilised to conduct geophysical and exploration on Crossland
Tenements. Fees paid are on normal commercial terms.	24,375	23,531

(e) Outstanding directors fees owed to former directors	Consolidated	Consolidated
as at 31 December
	2015	2014
	$	$
Peter W Walker (Resigned 19 January 16)	46,264	-
Robert L Richardson (Resigned 16 February 16)	52,779	-
Malcolm K Smartt (Resigned 16 February 16)	62,415	-
(f) Outstanding leave entitlements owed to former directors	Consolidated
as at 31 December
	2015	2014
	$	$
Malcolm K Smartt (Resigned 16 February 16)	33,513	-
(g) Outstanding balances owed to associates of directors	Consolidated
as at 31 December
	2015	2014
	$	$
Eupene Exploration Enterprises Pty Ltd	49,883	71,460
GeoTangent Pty Ltd	51,514	34,702
HK Tin Sdn Bhd	49,000	-

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(h) Joint Ventures

(h) Joint Ventures Amounts receivable from joint venture parties at balance date Less provision for doubtful debts	Consolidated 2015 2014 $ $ - 335,000 - (171,000)
	- 164,000

30. EVENTS OCCURRING AFTER THE END OF THE FINANCIAL YEAR

On 19 January 2016, Mr Peter Walker resigned as a director of the company.

On 16 February 2016, Mr Robert Richardson resigned as a director of the company and Mr Mal Smartt resigned as a director and Company Secretary of the company. Mr Grahame Clegg was appointed Company Secretary of the company.

On 20 January 2016 7,142,857 shares were issues at 0.7 of 1 cent raising $50,000 to fund the company.

On 12 February 2016 6,428,571 shares were issues at 0.7 of 1 cent raising $45,000 to fund the company. On 21 March 2016, Mr Stanislaw (Stan) Wassylko was appointed as a non-executive director of the company.

There were at the date of this report no other matters or circumstances which have arisen since 31 December 2015 that have significantly affected or may significantly affect:

• (i) the operations of the consolidated entity,

• (ii) the results of those operations, or

• (iii) the state of affairs of the consolidated entity in the financial year subsequent to 31 December 2015.

31. FINANCIAL INSTRUMENTS DISCLOSURES

(a) Capital

The Group considers its capital to comprise its ordinary share capital and accumulated retained earnings.

In managing its capital, the Group’s primary objective is to ensure its continued ability to provide a consistent return for its equity shareholders through a combination of capital growth and distributions. In order to achieve this objective, the Group seeks to maintain a gearing ratio that balances risks and returns at an acceptable level and also to maintain a sufficient funding base to enable the Group to meet its working capital and strategic investment needs. In making decisions to adjust its capital structure to achieve these aims, either through altering its dividend policy, new share issues, or reduction of debt, the Group considers not only its short-term position but also its long-term operational and strategic objectives.

47

It is the Group’s policy to maintain its gearing ratio within the range of 0-25% (2014: 0-25%). The Group’s gearing ratio at the end of the financial year is shown below:

Cash and cash equivalents Net debt Share capital Reserves Accumulated losses Total capital Gearing ratio	Consolidated 2015 2014 $ $ 24,830 266,865	Consolidated 2015 2014 $ $ 24,830 266,865
	24,830	266,865
	19,741,888 343,790 (16,716,321) 3,369,357 -	19,062,386 343,790 (14,321,709)
		5,084,467
		-

(b) Financial instrument risk exposure and management

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

Further quantitative information in respect of these risks is presented throughout these financial statements.

There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note.

(c) Principal financial instruments

The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:

other receivables; cash at bank;

trade and other payables.

(d) General objectives, policies and processes

The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and has the responsibility for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group’s finance function. The Board receives monthly reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.

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

(i) Credit risk

Credit risk arises principally from the Group’s trade receivables and investments in corporate bonds. It is the risk that the counterparty fails to discharge its obligation in respect of the instrument.

Other receivables

Other receivables comprise GST receivable.

48

The maximum exposure to credit risk at balance date is as follows

Security Deposits Amounts receivable from joint venture parties Other receivables GST receivables	Consolidated 2015 2014 $ $ 50,254 87,892 - 164,000 8,439 4,762 10,090 13,391
	68,783 270,045

(ii) Liquidity risk

Liquidity risk arises from the Group’s management of working capital and the finance charges and principal repayments on its debt instruments. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

The Group’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. To achieve this aim, it seeks to maintain cash balances (or agreed facilities) to meet expected requirements for a period of at least 45 days.

The Board receives cash flow projections on a quarterly basis as well as information regarding cash balances. At the end of the financial year, these projections indicated that the Group expected to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances.

The risk implied from the values shown in the table below, reflects a balanced view of cash inflows and outflows. Trade payables and other financial liabilities mainly originate from the financing of assets used in our ongoing operations such as property, plant, equipment and investments in working capital (e.g., trade receivables). These assets are considered in the Group's overall liquidity risk.

	Carrying	Contractual	< 6 mths	6- 12	1-3	> 3 years
	Amount	Cash flows		mths	years
	$	$	$	$	$	$
Maturity Analysis -	Consolidated –	2015
Financial Liabilities
Trade Creditors	185,177	185,177	185,177	-	-	-
TOTAL	185,177	185,177	185,177	-	-	-
Maturity Analysis -	Consolidated –	2014
Financial Liabilities
Trade Creditors	240,483	240,483	164,649	67,047	8,787	-
TOTAL	240,483	240,483	164,649	67,047	8,787	-

Market risk

Market risk does not arise as the Group does not use interest bearing, tradable and foreign currency financial instruments.

49

(iv) Interest rate risk

• (a) The Company receives interest on its cash balance and at balance date was exposed to a floating weighted average interest rate on cash balances of 3.05% (2009 – 3.05%). As surplus funds become available, they are deposited in its cash management account and are exposed to receiving a floating rate, which varies according to the amount of funds deposited. All other financial assets are non-interest bearing.

• (b) Net fair value of financial assets and liabilities: the net fair value of cash and cash equivalents and non-interest bearing financial assets and financial liabilities approximates their carrying value.

• (c) The consolidated entity’s exposure to interest rate risk and the effective weighted average interest rate for each class of financial assets and financial liabilities is set out in the following table:

Notes 2015 Financial assets Cash 12 Receivables - Current 13 Receivables – Non Current 15 Weighted average interest rate Financial liabilities Payables 19 Weighted average interest rate Net financial assets (liabilities)	Floating interest rate $ 24,830 - - 24,830 2.05% - - 24,830	Fixed interest maturing in:	Non-interest bearing $ - 18,529 50,254	Total $ 24,830 18,529 50,254
		1 year or less over 1 to 5 years more than 5 years $ $ $ - - - - - - - - -
		- - -	68,783	93,613
		- - -	925,733	925,733
		- - -	925,733	925,733
		- - -	(856,950)	(832,120)

Notes 2014 Financial assets Cash 12 Receivables - Current 13 Receivables – Non Current 15 Weighted average interest rate Financial liabilities Payables 19 Weighted average interest rate Net financial assets (liabilities)	Floating interest rate $ 266,865 - - 266,865 2.25% - - - 266,865	Fixed interest maturing in:	Non-interest bearing $ - 182,363 87,892	Total $ 266,865 182,363 87,892
		1 year or less over 1 to 5 years more than 5 years $ $ $ - - - - - - - - -
		- - -	270,255	537,120
		- - -	814,797	814,797
		- - -	814,797	814,797
		- - -	(541,502)	(277,637)

50

Sensitivity Analysis

Consolidated

2015 Cash assets Tax charge of 30% Post tax profit increase / (decrease) 2014 Cash assets Tax charge of 30% Post tax profit increase / (decrease)	Carrying amount 24,830	+1% interest rate -1% interest rate Profit & Loss Profit & Loss 248 (248)
	24,830	248 (248)
	266,865	(74) 74
		174 (174)
		2,667 (2,667)
	266,865	2,667 (2,667)
		(800) 800
		1,867 (1,867)

(v) Currency risk

The Group’s policy is, where possible, to allow group entities to settle liabilities denominated in their functional currency (AUD) with the cash generated from their own operations in that currency. Where group entities have liabilities denominated in a currency other than their functional currency (and have insufficient reserves of that currency to settle them) cash already denominated in that currency will, where possible, be transferred from elsewhere in the Group The Group’s exposure to foreign currency risk is nil.

(vi) Sovereign risk

Country or sovereign risk relates to the likelihood that changes in the business environment will occur that reduce the profitability of doing business in a country. These changes can adversely affect operating profits as well as the value of assets. Types of country risk include;

Political changes.

Governments may change economic policies. Changes in the ruling party in Australia (brought about by elections, coups or wars) may results in major policy changes. This could result in expropriation of the Group’s exploration leases, inability to repatriate future profits, higher taxes, higher tariffs and import costs, elimination of FDI incentives, domestic ownership requirements and local content requirements.

Macroeconomic mismanagement.

The Australian g o vernment may pursue unsound monetary and fiscal policies which may lead to inflation, higher interest rates, recession and hard currency shortage.

Other types of country risk include war and labour unrest which could result in higher costs and work stoppages.

The Group has maintained a working policy of keeping all relevant Government offices informed and updated on activities to allow clear avenues of communication with Govern-

51

ment authorities and an understanding of any policy changes and any affects that they may have on the Group’s work.

(e) Accounting policies

(i)

Financial assets

The Group’s financial assets fall into the categories discussed below, with the allocation depending to an extent on the purpose for which the asset was acquired. The Group does not use derivative financial instruments in economic hedges of currency or interest rate risk. The Group has not classified any of its financial assets as held to maturity.

Unless otherwise indicated, the carrying amounts of the Group’s financial assets are a reasonable approximation of their fair values.

(ii)

Other receivables

These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the sale of assets and GST receivable. They are initially recognised at fair value plus transaction costs that are directly attributable to the acquisition or issue and subsequently carried at amortised cost using the effective interest rate method, less provision for impairment. The effect of discounting on these financial instruments is not considered to be material.

Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Group will be unable to collect all of the amounts due under the terms receivable, the amount of such a provision being the difference between the net carrying amount and the present value of the future such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the income statement. On confirmation that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.

(iii) Available for sale

Non-derivative financial assets not included in the above categories are classified as available for sale. They are carried at fair value with changes in fair value recognised directly in the available for sale reserve. Where there is a significant or prolonged decline in the fair value of an available for sale financial asset (which constitutes objective evidence of impairment), the full amount of the impairment, including any amount previously charged to equity, is recognised in the income statement. Purchases and sales of available for sale financial assets are recognised on settlement date with any change in fair value between trade date and settlement date being recognised in the available for sale reserve. On sale, the amount held in the available for sale reserve associated with that asset is removed from equity and recognised in the income statement. Interest on corporate bonds classified as available for sale is calculated using the effective interest method and is recognised in finance income in the income statement.

52

(iv) Financial liabilities

The Group classifies its financial liabilities as measured at amortised cost. The Group does not use derivative financial instruments in economic hedges of currency or interest rate risk.

Unless otherwise indicated, the carrying amounts of the Groups financial liabilities are a reasonable approximation of their fair values.

These financial liabilities include trade payables and other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method

(v) Share capital

Financial instruments issued by the Group are treated as equity only to the extent that they do not meet the definition of a financial liability. The Groups ordinary shares are classified as equity instruments.

For the purposes of these disclosures, the Group considers its capital to comprise its ordinary share capital, and accumulated retained earnings. Neither the available for sale reserve nor the translation reserve is considered as capital. There have been no changes in what the Group considers to be capital since the previous period.

The Group is not subject to any externally imposed capital requirements

32. NOTES TO THE STATEMENTS OF CASH FLOWS

32. NOTES TO THE STATEMENTS OF CASH FLOWS
	Consolidated
	2015	2014
	$	$
(a) Cash on hand comprises:
Cash at bank and on hand	24,830	266,865
	24,830	266,865
(b) Reconciliation of loss from ordinary activities after income tax to net cash outflows from operating
activities as follows:
Operating (loss) after income tax	(2,394,612)	(1,572,959)
Depreciation	13,810	43,116
Exploration expenditure written off	1,724,675	802,414
Provision for leave entitlements	29,677	(10,145)
Share based payments expense	-	-
Provision for doubtful debts	(15,028)	171,000
Change in operating assets and liabilities:
- Decrease / (Increase) in receivables	178,861	75,067
- Decrease / (Increase) in other assets	5,282	10,341
- Increase / (Decrease) in accounts payable	95,458	417,151
Net cash inflow (outflow) from operating activities	(361,877)	(64,015)

53

Crossland Strategic Metals Limited

Directors’ Declaration

The Directors of the Company declare that:

1. the financial statements and notes, as set out on pages 12 to 53, 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 as at 31 December 2015 and of the financial performance for the year ended on that date of the company and consolidated group; and

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

   • (c) the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporation Act 2001;

   • (d) the financial statements and notes for the financial year comply with the Accounting Standards; and

   • (e) the financial statements and notes for the financial year give a true and fair view.

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

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

Dated at Darwin this 30[th] day of March 2016 On behalf of the Board

==> picture [124 x 46] intentionally omitted <==

Geoff Eupene Director

54

directors G W Cliffe CA A J Dowell CA

==> picture [412 x 67] intentionally omitted <==

north sydney office Level 13, 122 Arthur St North Sydney NSW 2060

all correspondence PO Box 1664 North Sydney NSW 2059

t 02 9956 8500

Independent Auditor’s Report

f 02 9929 7428

e bdj@bdj.com.au

www.bdj.com.au

To the members of Crossland Strategic Metals Limited

Report on the Financial Report

We have audited the accompanying financial report of Crossland Strategic Metals Limited, which comprises the consolidated statement of financial position as at 31 December 2015, consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end or from time to time during the financial year.

Directors' Responsibility for the Financial Report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that the financial statements comply with International Financial Reporting Standards .

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the 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.

Liability limited by a scheme approved under Professional Standards Legislation. Please refer to the website for our standard terms of engagement.

55

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Crossland Strategic Metals Limited, would be in the same terms if given to the directors as at the time of this auditor’s report.

Opinion

In our opinion:

• (a) the financial report of Crossland Strategic Metals Limited is in accordance with the Corporations Act 2001 , including:

• (i) giving a true and fair view of the company’s and the consolidated entity’s financial positions as at 31 December 2015 and of their performance for the year ended on that date; and

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

• (b) the consolidated financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 1.

Going Concern

We draw attention to Note 1 to the financial statements which states that the directors are investigating options to raise additional funds. Should these measures be unsuccessful, it would indicate a material uncertainty which may cast doubt about the consolidated entity's ability to continue as a going concern and the consolidated entity's ability to pay its debts as and when they fall due.

Our opinion is not qualified in respect of this matter.

Report on the Remuneration Report

We have audited the Remuneration Report included in the directors' report for the year ended 31 December 2015. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Opinion

In our opinion, the Remuneration Report of Crossland Strategic Metals Limited for the year ended 31 December 2015 complies with section 300A of the Corporations Act 2001.

BDJ Partners Audit Pty Limited

==> picture [119 x 44] intentionally omitted <==

........................................... Gregory W Cliffe Director

30 March 2016

Liability limited by a scheme approved under Professional Standards Legislation. Please refer to the website for our standard terms of engagement.

56

directors

==> picture [412 x 67] intentionally omitted <==

G W Cliffe CA A J Dowell CA S Dadich CA

north sydney office

Level 13, 122 Arthur St North Sydney NSW 2060

all correspondence PO Box 1664 North Sydney NSW 2059

t 02 9956 8500

f 02 9929 7428

e bdj@bdj.com.au

Auditor's Independence Declaration

www.bdj.com.au

To the directors of Crossland Strategic Metals Limited

As lead auditor for the audit of Crossland Strategic Metals Limited for the year ended 31 December 2015, I declare that, to the best of my knowledge and belief, there have been:

i) no contraventions of the independence requirements of the Corporations Act 2001 in relation to the audit; and ii) no contraventions of any applicable code of professional conduct in relation to the audit.

BDJ Partners Audit Pty Limited

==> picture [119 x 44] intentionally omitted <==

……………………………………………..

Gregory W Cliffe Director 22 March 2016

Liability limited by a scheme approved under Professional Standards Legislation. Please refer to the website for our standard terms of engagement.

57

Shareholder Information

Information relating to shareholders at 21 March 2016

Substantial Shareholders

	Number of Shares	%
Asia Infra Partners Limited	57,571,428	14.666
Asia One Corp Ltd	50,000,000	12.737
HK Rare Earth Sdn Bhd	44,000,000	11.209
Hock Hee Sia	20,000,000	5.095

Distribution of Ordinary Shareholders -Analysis of Holdings as at 26 March 2016

Distribution of Ordinary Shareholders -Analysis of Holdings as	at 26 March 2016
ecurity Classes Holdings Ranges ully Paid Ordinary 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001> Totals	Holders Total Units % 62 30,605 0.008 179 584,668 0.149 193 1,654,494 0.421 523 20,758,747 5.288 230 369,529,456 94.134
	1,187 392,557,970 100.00

Top 20 Holdings of Ordinary Shares (CUX) as at 21 March 2016

Holder Name ASIA INFRA PARTNERS LTD ASIA ONE CORP LTD HK TIN SDN BHD HOCK HEE SIA MR CHRIS CONNELLAN RODERICK JAMES TRIGWELL AMBURLA NOMINEES PTY LTD MR MALCOLM KEITH SMARTT & MS JANICE LEONIE SMARTT GADEN NOMINEES PTY LTD MR ROBERT LEWIS RICHARDSON & MS SUSANNE BRINT DIAH(NT) PTY LTD EUPENE NOMINEES PTY LTD EXCESS PTY LIMITED MR PETER WILLIAM WALKER MR GEOFFREY SAMUEL EUPENE ACN 108 884 779 PTY LTD M & K KORKIDAS PTY LTD EUPENE NOMINEES PTY LIMITED KALE CAPITAL CORPORATION LTD HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED Total Shares on Issue	Shares % 57,571,428 14.666 50,000,000 12.737 44,000,000 11.209 20,000,000 5.095 15,000,000 3.821 14,285,714 3.639 12,071,428 3.075 7,400,000 1.885 7,124,795 1.815 6,849,889 1.745 6,666,667 1.698 6,028,571 1.536 5,458,447 1.390 4,679,482 1.192 4,000,000 1.019 3,892,326 0.992 3,797,402 0.967 3,229,921 0.823 2,915,541 0.743 2,570,000 0.655
	277,541,611 70.702
	392,557,970

58

Unmarketable Parcels - As at 21 March 2016 there were 918 shareholders with an unmarketable share parcel of less than 100,000 shares at the prevailing share price of 0.5 cents.

Restricted Securities - There are no restricted securities.

Voting Rights

There are no restrictions on voting rights. On a show of hands every member present in person or by proxy shall have one vote and upon a poll each share shall have one vote. Where a member holds shares which are not fully paid, the number of votes to which that member is entitled on a poll in respect of those part paid shares shall be that fraction of one vote which the amount paid up bears to the total issued price thereof. Option holders have no voting rights until the options are exercised.

Dividends - The Company has not paid any dividends during the year.

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Corporate Governance Statement

The Crossland Strategic Metals Limited group (“Crossland”), through its Board and executives, recognises the need to establish and maintain corporate governance policies and practices that reflect the requirements of the market regulators and participants, and the expectations of members and others who deal with Crossland. These policies and practices remain under constant review as the corporate governance environment and good practices evolve.

ASX Corporate Governance Principles and Recommendations

Crossland is currently a listed company with a small market capitalisation and where its processes do not necessarily fit the model of the ASX Corporate Governance Principles and Recommendations, the Board believes that there are good reasons for the different approach being adopted. Reporting against the 8 Principles, we advise as follows:

Principle 1: Lay solid foundations for management and oversight

1.1 A listed entity should disclose:

(a) the respective roles and responsibilities of the board and management

(b) those matters expressly reserved to the board and those delegated to management.

The primary responsibilities of Crossland's board include:

• (i) The establishment of long term goals of the Company and strategic plans to achieve those goals;

• (ii) The review and adoption of the annual business plan for the financial performance of the company and monitoring the results on a regular basis;

• (iii) The appointment of the Managing Director;

• (iv) Ensuring that the Company has implemented adequate systems of internal control together with appropriate monitoring of compliance activities; and

• (v) The approval of the annual and half-yearly statutory accounts and quarterly activities and quarterly cash flow reports.

The Board meets on a regular basis, at least quarterly, to review the performance of the Company against its goals both financial and non-financial. Prior to the scheduled monthly board meetings, each board member is provided with a formal board package containing appropriate management and financial reports.

The responsibilities of senior management including the Managing Director are contained in letters of appointment and job descriptions given to each appointee on appointment and updated at least annually or as required.

The primary responsibilities of senior management are:

• (i) Achieve Crossland's objectives as established by the Board from time to time;

• (ii) Operate the business within the cost budget set by the Board;

• (iii) Assess new business opportunities of potential benefit to the Company;

• (iv) Ensure appropriate risk management practices and policies are in place;

60

• (v) Ensure that Crossland’s appointees work with an appropriate Code of Conduct and Ethics; and

• (vi) Ensure that Crossland's appointees are supported, developed and rewarded to the appropriate professional standards.

1.2 A listed entity should disclose:

• (a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election as a director; and

• (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director .

The board of Crossland undertakes appropriate checks prior to appointing a person, or putting a person forward to shareholders as a candidate for election as a director. These include checks as to the person’s character, experience, education, criminal record and bankruptcy history.

Information about a candidate standing for election or re-election as a director will be provided to shareholders to enable them to make an informed decision on whether or not to elect or re-elect the candidate. This information may include:

• (i) biographical details, including relevant qualifications, experience and skills;

• (ii) details of other material directorships;

• (iii) a statement regarding whether the director qualifies as independent;

• (iv) any material adverse information or potential conflicts of interest, position or association;

• (v) the term of office currently served (for directors standing for re-election); and

• (vi) a statement whether the board supports the election or re-election of the candidate.

1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment.

All directors and senior executives of Crossland have a written agreement with the Company setting out the terms of their appointment.

1.4 The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board.

The Company Secretary of Crossland is accountable to the board on all governance matters and reports directly to the Chairman as the representative of the board.

The Company Secretary is appointed and dismissed by the board.

The Company Secretary’s advice and services are available to all directors.

1.5 A listed entity should :

61

• (a) have a diversity policy which includes requirement for the board or a relevant committee of the board to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the entity’s progress in achieving them;

• (b) disclose that policy or a summary of it; and

• (c) disclose at the end of each reporting period the measurable objectives for achieving gender diversity set by the board or a relevant committee of the board in accordance with the entity’s diversity policy and its progress towards achieving them, and either:

• (1) the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purpose); or

• (2) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators” as defined in and published under that Act.

The Company believes that the promotion of gender diversity on boards, in senior management and within the organisation generally:

• broadens the pool for recruitment of high quality directors and employees;

• is likely to support employee retention;

• through the inclusion of different perspectives, is likely to encourage greater innovation;

and

• is socially and economically responsible governance practice.

Given the present size of the Company, there are no plans to establish measurable objectives for achieving further gender diversity at this time. The need for establishing and assessing measurable objectives for achieving gender diversity will be re-assessed as the size of the Company increases.

Proportion of Women Employees -

Proportion of Women Employees -
	2015	Percentage
Women on the Board	0	0%
Women in Senior Management Role	0	0%
Women Employees	2	66%

1.6 A listed entity should:

• (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and

• (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process

There has been no formal performance evaluation of the Board during the past financial year, although its composition is reviewed at a Board meeting at least annually.

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1.7 A listed entity should:

• (a) have and disclose a process for periodically evaluating the performance of its senior executives; and

• (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.

The performance of all senior executives and appointees is reviewed at least once a year. They are assessed against personal and Company Key Performance Indicators established from time to time as appropriate for Crossland.

Principle 2: Structure the Board to add value

2.1 The board of a listed entity should::

• (a) have a nomination committee which;

• (1) has at least three members, a majority of whom are independent directors; and

• (2) is chaired by an independent director;

• and disclose

• (3) the charter of the committee

• (4) the members of the committee; and

• (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meeting; or

• (b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively.

The company does not have a formally constituted nomination committee

New directors are selected after consultation of all board members and their appointment voted on by the board. Each year, in addition to any board members appointed to fill casual vacancies during the year, one third of directors retire by rotation and are subject to re-election by shareholders at the Annual General Meeting.

2.2 A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its memberships.

A governance skills review regarding the skills, knowledge and experience of the current board will be undertaken in 2016 given the recent major changes to the board’s structure.

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2.3 A listed entity should disclose:

• (a) the names of the directors considered by the board to be independent directors;

• (b) if a director has an interest, position, association or relationship of the type described in Box 2.3 of the Principles but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and

• (c) the length of service of each director.

The names of independent directors of the company are:

Sia Hok Kiang who was appointed on 6 August 2013 Eric Vesel who was appointed on 15 November 2015 Stanislaw (Stan) Wassylko who was appointed on 21 March 2016

2.4 A majority of the board of a listed entity should be independent directors.:

Three of the four directors are considered to be independent.

• 2.5 The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.

Sia Hok Kiang, the non-executive chairman, is considered to be independent. Mr Geoff Eupene is the Chief Executive Officer.

• 2.6 A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively.

Crossland has a program for induction of new directors. Directors are active in undertaking professional development opportunities for the purpose of development and maintenance of their skills. Such activities are reported as part of the board’s governance skills review, which also assists in identifying areas requiring further development.

Principle 3: Act ethically and responsibly

3.1 A listed entity should:

(a) have a code of conduct for its directors, senior executives and employees; and

(b) disclose that code or a summary of it.

Crossland’s policies contain a formal code of conduct that applies to all directors and employees, who are expected to maintain a high standard of conduct and work performance, and observe standards of equity and fairness in dealing with others. The detailed policies and procedures encapsulate the company’s ethical standards.

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Principle 4: Safeguard integrity in corporate reporting

4.1 The board of a listed entity should::

• (a) have an audit committee which;

• (1) has at least three members, all of who are non-executive directors and a majority of whom are independent directors; and

• (2) is chaired by an independent director, who is not a chair of the board,;

• and disclose

• (3) the charter of the committee

• (4) the relevant qualifications of the members of the committee; and

• (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meeting; or

• (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner..

Given that Crossland is a company with a small market capitalisation, the Audit committee is comprised of two directors being Messrs E Vesel and S Wassylko, both of whom are Non-Executive Directors and Mr G Clegg, the company secretary. The Audit Committee will have direct access to management and will meet periodically with the external auditors to assess and review internal controls and the Company’s statutory reporting. Its activities will assist in ensuring the independence of the external Auditors and provide ready access to the full Board.

The Audit Committee meets with and receives regular reports from the external auditors concerning any matters that arise in connection with the performance of their role, including the adequacy of internal controls.

• 4.2 The board of a listed entity should, before it approves the entity’s financial statements for a financial period, received from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

Declarations regarding the financial statements are received from the CEO and CFO. The board received such declarations for the half year and annual reports for 2015.

• 4.3 A listed entity that has an AGM should ensure that its external auditor attends its AGM and is available to answer questions from security holders relevant to the audit.

Crossland’s auditor attends the Company’s AGM in person and is available to answer questions from security holders relevant to the audit.

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Principle 5: Make timely and balanced disclosure

5.1 A listed entity should:

(a) have a written policy for complying with is continuous disclosure obligations under the Listing Rules; and

• (b) disclose that policy or a summary of it.

The Crossland Board and senior management are conscious of the ASX Listing Rule Continuous Disclosure requirements, which are supported by the law, and take steps to ensure compliance. The Company has a policy, which can be summarised as follows:

• the Board, with appropriate advice, determines whether an announcement is required under the

• Continuous Disclosure principles;

• all announcements are approved by the Board, and monitored by the Company Secretary; and

• all media comment is handled by a nominated Non-executive Director.

Crossland believes that the internet is now the best way to communicate with shareholders and provides detailed announcements to the Australian Securities Exchange on a regular basis to ensure that shareholders are kept well informed on Crossland’s activities.

Principle 6: Respect the rights of security holders

6.1 A listed entity should provide information about itself and its governance to investors via its website.:

Crossland’s website includes a Governance page, which includes a copy of this Corporate Governance Statement and various governance policies.

6.2 A listed entity should design and implement and investor relations program to facilitate effective two-way communication with investors.

The Company’s Shareholder Communication Policy, which is available on the Governance page of its website, summarises the Company’s communication program, including regular reporting, email alerts, active participation at the Company’s AGM and encouragement of shareholder communications.

6.3 A listed entity should disclose the policies and processes it has in place to facilitate and encourage participation at meetings of security holders.

Notices of the Annual General Meeting, together with accompanying information such as the explanatory memorandum, are sent to shareholders, either by mail or email, depending on the shareholder’s election, and are also placed on the Company’s website. Shareholders are encouraged to attend the Annual General Meeting and to ask questions.

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6.4 A listed entity should give security holders the option to receive communications from, and send communication to, the entity and its security registry electronically.

The Company provides an email alert service. Shareholders are encouraged to register for this service through the Company’s website and once registered will receive information by email, including ASX releases, annual and other reports, company presentations and notices of general meetings.

Shareholders may also elect to receive communications from the Company’s share Registrar, Security Transfer Registry, by email.

Principle 7: Respect the rights of security holders

7.1 The board of a listed entity should::

• (a) have a risk committee to oversee risk which;

• (1) has at least three members, a majority of whom are independent directors; and

• (2) is chaired by an independent director;

and disclose

• (3) the charter of the committee

• (4) the relevant qualifications of the members of the committee; and

• (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meeting; or

• (b) if it does not have a risk committee, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.

The Board considers identification and management of key risks associated with the business as vital to maximise shareholder wealth. An assessment of the business’s risk profile is undertaken on a regular basis and is reviewed by the Board, covering all aspects of the business from the operational level through to strategic level risks. The CEO has been delegated the task of implementing internal controls to identify and manage risks for which the Board provides oversight. The effectiveness of these controls is monitored and reviewed regularly.

Risk is a standing item on the agenda of board meetings, for reporting against identified material business risks.

7.2 The board or a committee of the board should::

• (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound; and

(b) disclose in relation to each reporting period, whether such a review has taken place..

Crossland’s risk policy and risk register is reviewed by the Board of Directors annually to coincide with the preparation and lodgement of the Company’s Annual Report. A review was undertaken in the financial year ending 31 December 2015.

7.3 A listed entity should:

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• (a) If it has an internal audit function, how the function is structured and what role it performs; or

• (b) If it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes.

The board has determined that, consistent with the size of the Company and its activities, an internal audit function is not currently appropriate. As noted regarding recommendations 7.1 and 7.2 above and regarding Principle 4 above, the board has adopted a Risk Management Policy and processes appropriate to the size of Crossland to manage the company's material business risks and to ensure regular reporting to the board on whether those risks are being managed effectively in accordance with the controls that are in place.

7.4 A listed entity should disclose whether it has any material exposure to economic, environmental and social sustainability risks and if it does, how it manages or intends to manage those risks.

The Group has developed a series of operational risks which the Group believes to be reflective of the industry and geographical locations in which the Group operates. These risk areas are provided here to assist investors to have an understanding of risks faced by the Group and the industry in which we operate.

The key risks are, and not limited to:

• fluctuations in commodity prices and exchange rates;

• success or otherwise of exploration activities;

• reliance on licenses, permits and approvals from governmental and land owners authorities;

• loss of key management;

• ability to obtain additional financing; and

• changed operating, market or regulatory environments.

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Principle 8: Respect the rights of security holders

8.1 The board of a listed entity should::

• (a) have a remuneration committee which;

• (1) has at least three members, a majority of whom are independent directors; and

• (2) is chaired by an independent director;

and disclose

• (3) the charter of the committee

• (4) the relevant qualifications of the members of the committee; and

• (5) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or

• (b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.

Given the limited number of personnel the Company does not have a remuneration committee and determines on a case by case basis, the terms and conditions of employment of company executives and consultants, including remuneration. Senior executives remuneration packages are reviewed by reference to Crossland’s performance, the executive director’s or senior executive’s performance, as well as comparable information from industry sectors and other listed companies in similar industries, which is obtained from external remuneration sources. This ensures that base remuneration is set to reflect the market for a comparable role.

8.2 A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives.

The remuneration details of non-executive directors, executive directors and senior management are set out in the Remuneration Report that forms part of the Directors’ report.

The performance of the executive director and senior executives is measured against criteria agreed annually and bonuses and incentives are linked to predetermined performance criteria and may, with shareholder approval, include the issue of shares and / or options.

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

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8.3 A listed entity should:

• (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and

• (b) disclose that policy or a summary of it.

Directors, employees and associates must not engage in short term trading of Company Shares and should not enter into any form of trading or dealing, or procure others to do so, under the following circumstances:

• 1) if they are in possession of information which is not generally available (inside information) being information which, if it were known and available might cause a reasonable person to expect that the value of the Company and /or its shares to be affected;

• 2) during periods other than the nominated Trading Windows defined below

• 3) at all other times their intention to trade has been notified to, and approved by, the responsible person in accordance with this Policy.

In the course of carrying out their duties, directors and employees often possess information which may be regarded as inside information either specifically under terms of the Corporations Code, or more generally by informed and ethical persons. By way of guidance such information could include, but would not be limited to:

• financial information of any type such as changes in operating forecasts, adjustments in capital or capital structure, borrowings, liquidity or cash flow circumstances

• information about material acquisitions or divestments by the Company

• changes to the Board, Management or Auditors

• regulatory decisions or significant litigation likely to affect the Company

Directors, employees and their associates may not trade or deal in Company Shares except in accordance with the preceding paragraphs and only during Trading Window periods being those periods beginning 24 hours after lodgement of the Company’s half year and annual profit announcements, and concluding on the date for closing of books for the next reporting period.

Except for the Trading Window periods described in the preceding paragraph, all other times are considered to be “Closed Periods” in terms of Australian Stock Exchange Listing Rule 12.12.1 being those periods when Directors, employees and their associates are generally prohibited from trading in the Company’s securities.

Before dealing in Company Shares, an intention to trade must be discussed with and approved

in the case of Directors, by the Chairman

in the case of the Chairman by an independent director

in the case of all other employees by a Director

In addition, Directors are obliged to inform the Company Secretary of any dealing in Company Shares in the form required by the Corporations Act.

Employees who wish to trade outside the Trading Windows must obtain prior approval of the Board which may, under exceptional circumstances, consider applications for exemption from compliance with this Poli-

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cy. The Board will exercise its unfettered discretion in deliberating the merits of each case and consent will generally be provided only in cases of clear financial hardship.

In the context of this Policy, associates of employees include the spouse, partner, members of employee’s, spouse’s or partner’s immediate families together with any third parties or entities controlled by the employee or such associates including family trusts and personal superannuation schemes

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SCHEDULE 1 – TENEMENTS AS AT 31 DECEMBER 2015

Project Area: Charlie Creek Project Group 2

Tenements held by Crossland Nickel Pty Ltd 50%/ Panconoz Pty Ltd 50%

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 28434	Hamilton Homestead	Current	26/07/11	27/07/17	125	381.1
EL 28795	Amburla SE	Current	14/12/11	13/12/17	11	34.65
EL 28796	Amburla North	Current	14/12/11	13/12/17	81	255.1
EL 28866	Everard	Current	21/02/12	20/02/18	11	34.7
EL 28964	Mount Harris	Current	26/07/12	25/07/18	249	788.62
EL 28965	Mount Harris N	Current	26/07/12	25/07/18	31	98.0
EL 29853	Bond Springs	Current	15/08/13	14/08/19	133	419.3

Project Area: Charlie Creek Project Group 1 & EPA

Tenements held by Crossland Nickel Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 24281	Charley Creek (NT)	Current	07/02/05	06/02/15	41	129.2
EL 25230	Cockroach Dam (NT)	Current	09/11/06	08/11/14	178	504.3
EL 27283	Mt Chapple (NT)	Current	17/11/09	16/11/15	500	1,561
EL 27284*	Mt Chapple North (NT)	Current	17/11/09	16/11/15	249	781.7
EL 27358	Hamilton Downs (NT)	Current	17/11/09	16/11/15	95	299.2
EL 27359	Hamilton Downs North (NT)	Current	17/11/09	16/11/15	39	123
EL 28154	Hamilton South1	Current	20/04/11	19/04/17	76	191.47
EL 28155	Hamilton South 2	Current	02/02/11	01/02/17	14	32.7
EL 28224	Hamilton North 2	Current	8/03/11	07/03/17	16	50.4
EL 28226	Hamilton North 3	Current	08/03/11	07/03/17	39	122.9
EL 30486	Mallee Bore	Application	N/A	N/A	30	94.6
EL 30487	Clark Creek	Application	N/A	N/A	107	337.3

Project Area: Charlie Creek Project

Tenements held by WDR Base Metals Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 25657	Cloughs Dam (NT)	Current	30/08/07	29/08/15	130	396.7

Project Area: Chilling Project

Tenements held by Crossland Mines Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 24557*	Mount Thomas	Current	07/12/05	06/12/15	20	66.76
EL 25077*	Litchfield	Current	09/11/06	08/11/15	24	79.3
EL 5279*	McGraths Hill	Current	21/06/13	20/06/15	249	740

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Project Area: Lake Woods Project

Tenements held by Crossland Diamonds Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 28199*	Lake Woods	Current	29/04/11	28/04/15	130	396.7
EL 30181*	Diamond Hard	Application	N/A	N/A	130	396.7

Project Area: Mount Stafford / Charlie Creek Projects

Tenements held by Crossland Nickel Pty Ltd 55%/ Panconoz Pty Ltd 45%

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 29758*	Leichhardt	Granted	25/07/13	24/07/19	210	652.2
EL 30058	Milton Park	Current	23/04/14	22/04/20	106	334.3
EL 28492*	Mount Stafford	Current	28/07/11	27/07/17	271	847.9
EL 29789	Mulga Bore	Current	25/07/13	24/07/19	14	44.1

Project Area: Mount Stafford Project

Tenements held by Crossland Nickel Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 29660*	Ennungan North	Application	N/A	N/A	115	365.9

Project Area: Highland Rocks Project

Tenements held by Paradigm Mexico Pty Ltd

Tenement	Name / Location	Status	Date Granted	Renewal date	AREA (Sub-blocks)	AREA (Km2)
EL 27374	Highland Rocks1	Application	N/A	N/A	59	185.8
EL 27375	Highland Rocks2	Application	N/A	N/A	118	371.6
EL 27571	Highland Rocks3	Application	N/A	N/A	340	1070.7
EL 27572	Highland Rocks4	Application	N/A	N/A	330	1039.2

*These titles have been surrendered or disposed of since 31 December 2015.

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REGISTERED OFFICE,

DARWIN EXPLORATION OFFICE AND

ADMINISTRATION OFFICE

Suite 8 Raffles Plaza 1 Buffalo Court DARWIN NT 0800

POSTAL ADDRESS

GPO Box 2437 DARWIN NT 0801

Phone – 61 8 8981 5911 Fax – 61 8 8941 1364

Email: admin@crosslandstrategic.com Website: www.crosslandstrategic.com

ABN 64 087 595 980