GBM RESOURCES LIMITED. - Annual Report 2015

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ACN 124 752 745

ANNUAL FINANCIAL STATEMENTS

For the year ended 30 June 2015

GBM Resources Limited

ABN 91 124 752 745

	Page
Corporate Directory	2
Directors’ Report	3-11
Auditor’s Independence Declaration	12
Consolidated Statement of Profit or Loss and Other
Comprehensive Income	13
Consolidated Statement of Financial Position	14
Consolidated Statement of Changes in Equity	15
Consolidated Statement of Cash Flows	16
Notes to the Financial Statements	17-50
Directors’ Declaration	51
Independent Auditor’s Report	52

GBM Resources Limited

ABN 91 124 752 745

Corporate Directory

Directors

Peter Thompson Executive Chairman

Hun Seng Tan Non-Executive Director

Neil Norris Executive Director – Exploration Director

Frank Cannavo Non-Executive Director

Company Secretary Kevin Hart

Auditors

HLB Mann Judd Level 4, 130 Stirling Street Perth WA 6000 AUSTRALIA

Share Registry

Advanced Share Registry Services 110 Stirling Highway Nedlands WA 6009 AUSTRALIA Telephone: +61 8 9389 8033 Facsimile: +61 8 9262 3723

Securities Exchange Listing

Registered Office

Suite 8, 7 The Esplanade Mt Pleasant WA 6153 AUSTRALIA Telephone: +61 8 9316 9100 Facsimile: +61 8 9315 5475

Principal Place of Business

Suite 8, 7 The Esplanade Mt Pleasant WA 6153 AUSTRALIA Telephone: +61 8 9316 9100 Facsimile: +61 8 9315 5475

GBM Resources Limited - shares & options are listed on the Australian Securities Exchange (ASX Code: GBZ, GBZO)

Solicitors

Steinepreis Paganin Lawyers and Consultants Level 4, Next Building 16 Milligan Street Perth WA 6000 AUSTRALIA

Website and e-mail address

www.gbmr.com.au

Exploration Office

Email: [email protected]

10 Parker Street PO Box 658 Castlemaine VIC 3450 AUSTRALIA Telephone: +61 3 5470 5033

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

The Directors present their report together with the consolidated financial statements for the Company and its controlled entities (‘Group’) for the financial year ended 30 June 2015.

DIRECTORS

The names of Directors in office at any time during or since the end of the year are:

Peter Thompson – B.Bus, CPA, FCIS

Executive Chairman

Experience

Mr Thompson is a CPA qualified accountant and Fellow of Governance Institute of Australia. He has over 35 years experience in the mining industry in Australia, UK and South America. He has held senior roles with several major companies including Xstrata Plc, MIM Holdings Ltd and Mt Edon Gold Mines.

Since 2000, Mr Thompson has been involved in the development of various infrastructure projects, including mine and refinery expansions and establishment of infrastructure including roads, rail, port and power utilities.

Mr Thompson has held no other directorships of listed companies in the last 3 years.

Neil Norris – BSc(Hons), MAIMM, MAIG

Exploration Director - Executive

Experience

Mr. Norris is a geologist with over 25 years’ experience gained in Australia and overseas. Recently he was Group Exploration Manager for Perseverance Corporation Limited and spent over ten years with Newmont Australia Limited holding senior positions in both mining and exploration areas. A key achievement was his development of the geological models which contributed to the discovery of the Phoenix ore body at Fosterville. Mr. Norris was also involved in the discovery of the world class Cadia and Ridgeway deposits. Mr. Norris has a track record in the successful identification of mineral deposits and his experience will greatly advance GBM’s exploration efforts.

Mr Norris has held no other directorships of listed companies in the last 3 years.

Frank Cannavo

Non-Executive Director (Appointed 5 August 2014) (Executive Director from 5 August 2014 to 15 April 2015)

Experience

Mr Cannavo is an experienced public company director with significant business and investment experience working with exploration companies in the mining industry, and has been instrumental in assisting several listed and unlisted companies achieve their growth strategies through the raising of investment capital and the acquisition of assets.

Previously, Mr Cannavo was a founding director of Fortis Mining Ltd (resigned 23 December 2011) Following completion of the acquisition of the Kazakhstan potash projects, Fortis Mining Ltd was renamed to Kazakhstan Potash Corporation Ltd (ASX: KPC). . He was also previously a director of a Great Western Exploration Ltd (resigned 11 October 2013), a public listed company on the ASX with mining interests in Western Australia. In addition, he has been a director of several other ASX - listed companies including Hannans Reward Ltd (resigned 24 March 2009), Motopia Ltd (resigned 8 August 2011) and ATOS Wellness Ltd (resigned 14 January 2011).

Mr Cannavo has held no other directorships of listed companies in the last 3 years.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

DIRECTORS (CONTINUED)

Hun Seng Tan

Non-Executive Director (Appointed 15 April 2015)

Mr Tan has over 30 years’ experience in the process engineering sector both in China and Singapore. He was founder of BMS Technology PL, a manufacturer for the hard disk industry in Singapore and China. Mr Tan led BMS Technology in a successful merger and later 100% acquisition of that company by Nidec Corporation of Japan which is listed on both the New York and Tokyo stock exchanges.

Mr Tan holds a Master of Business Administration from University of Hull, United Kingdom and obtained his Advanced Diploma in Management Study and Production Engineering. Mr Tan has a proven track record in business development and extensive business relations in China and the Asia capital markets.

Mr Tan has held no other directorships of listed companies in the last 3 years.

Former Directors

Chiau Woei Lim - MBA

Non-Executive Director (Resigned 30 July 2015)

Experience

Mr Lim is managing director and major shareholder of Angka Alamjaya SDN BHD (AASB) which owns the Lubuk Mandi Gold Mine in Malaysia. Mr Lim has a wealth of experience in quarrying, construction and property development.

He holds a MBA from Leicester University UK and science degree in Electrical and Computer Engineering from Oklahoma State University, USA.

Mr Lim has held no other directorships of listed companies in the last 3 years.

Cameron Switzer – BSc(Hons), MAusMM, MAIG

Non-Executive Director (resigned 5 August 2014)

Experience

Mr Switzer is a geologist with over 24 years of experience gained in 11 countries. He has held senior positions with a number of major mining companies including Senior Project Geologist at Newcrest Mining Ltd’s Telfer gold mine in Western Australia and Geology Manager at Acacia Resources Ltd’s Union Reef Gold Mine in the Northern Territory. Mr Switzer was also Principal Geologist with MIM Exploration Ltd for seven years during which time he gained broad experience with a range of deposits and geological and operating environments. Mr Switzer has a strong skill base in Cu Au and most recently coal.

Mr Switzer has a track record in the successful identification of mineral deposits, highly successful project generation, exploration management, validation of resources and the subsequent commercialisation of resources. Mr Switzer is a geological consultant based in Queensland.

Mr Switzer is also the President and CEO of TSX.V listed entity WCB Resources Ltd, a junior explorer focussed in the Asia Pacific Region.

Mr Switzer has held no other directorships of listed companies in the last 3 years.

Guan Huat (Sunny) Loh BBA, MBA, ACIS

Non-Executive Director (resigned 5 August 2014)

Experience

Mr Loh is the Managing Director of Swift Venture Holdings Corporation, an investment Company focussed on investing in small to mid-sized listed companies and resources based companies in Asia.

Mr Loh is the Vice Chairman and Board Member of Shanghai Fortune Capital, a professional investment banking firm based in Shanghai, which has a focus on the restructuring and disposal of state owned companies, as well as merger and acquisition advisory services.

Mr Loh has held no other directorships of listed companies in the last 3 years.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

COMPANY SECRETARY

Mr Kevin Hart – B.Comm FCA

Mr Hart is a Chartered Accountant and was appointed to the position of Company Secretary on 3 February 2010. He has over 30 years’ experience in accounting and the management and administration of public listed entities in the mining and exploration industry.

He is currently a partner in an advisory firm which specialises in the provision of company secretarial services to ASX listed entities.

MEETINGS OF DIRECTORS

During the financial year, the following meetings of Directors (including committees) were held:

	DIRECTORS’ MEETINGS	DIRECTORS’ MEETINGS
	Number Eligible to Attend	Number Attended
P Thompson	3	3
C Switzer(resigned 5 August 2014)	1	1
N Norris	3	3
G Loh(resigned 5 August 2014)	1	1
C Lim	3	3
F Cannavo(appointed 5 August 2014)	2	2
H Tan(appointed 15 April 2015)	1	1

PRINCIPAL ACTIVITIES

The principal activity of the Group during the financial year was gold and copper exploration in Australia.

OPERATING AND FINANCIAL REVIEW

During the financial year the Group’s activities were focussed on exploration at its Queensland IOCG prospects under the farm-in agreement with Mitsui and Pan Pacific, and on the acquisition of the Mt Coolon Gold Project from Drummond Gold Limited.

Operating Results

The net loss after income tax attributable to members of the Group for the financial year to 30 June 2015 amounted to $4,545,251 (2014: $6,680,236). Including in the loss for the financial year is $2,996,328 in respect of exploration costs written off and expensed (2014: $3,510,5587), and the Company’s share of the net loss of its equity accounted associate amounting to $630,691 (2014: $2,208,466).

Financial Position

At the end of the financial year, the Group had $1,107,721 (2014: $527,372) in cash on hand and on deposit. Carried forward exploration and evaluation expenditure was $10,355,613 (2014: $10,569,552).

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

EQUITY SECURITIES ON ISSUE

EQUITY SECURITIES ON ISSUE
	30 June 2015	30 June 2014
Ordinaryfully paid shares	557,894,121	385,194,121
Options over unissued shares	177,746,562	134,746,562

Ordinary Fully Paid Shares

During the year ended 30 June 2015 the Company issued the following ordinary fully paid shares:

100,000,000 shares to professional and sophisticated investors pursuant to a share placement at 2.0 cents per share;
50,000,000 shares in part consideration for the acquisition of the issued capital of Mt Coolon Gold Mines Pty Ltd at a deemed price of 2.3 cents per share; and
22,700,000 shares to professional and sophisticated investors pursuant to a share placement at 2.5 cents per share.

No shares have been issued between the end of the financial year and the date of this report.

Options over Ordinary Shares

At 30 June 2015, there were 177,746,562 options to acquire ordinary shares on issue.

During the year ended 30 June 2015, no options were issued pursuant to the terms of the Company’s Option Plan.

During the year ended 30 June 2015, the following options were issued by the Company:

43,000,000 options issued, exercisable at 3.5 cents each on or before 30 June 2016, pursuant to a share placement as attaching securities.

During the year ended 30 June 2015 no ordinary shares were issued on exercise of options.

There were no options lapsed unexercised during the financial year.

No options have been issued, exercised or cancelled between the end of the financial year and the date of this report:

Performance Share Rights

The Company’s Performance Share Rights Plan was approved by Shareholders at the Company’s Annual General Meeting held on 30 November 2012.

At 30 June 2015, there were nil performance share rights to acquire ordinary shares on issue.

During the year ended 30 June 2015, there were no performance share rights issued, becoming vested, exercised or cancelled.

No performance share rights have been issued, becoming vested, exercised or cancelled between the end of the financial year and the date of this report.

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

Other than the following, there were no significant changes in the state of affairs of the Group during the financial year, not otherwise disclosed in this Directors’ Report or in the Review of Operations.

During the year the Company acquired a 100% interest in the share capital of Mount Coolon Gold Mines Pty Ltd from Drummond Gold Limited for consideration of 50,000,000 ordinary fully paid shares and $850,000 cash.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

EVENTS SUBSEQUENT TO BALANCE DATE

Other than the following, there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company to affect substantially the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years:

On 30 July 2015 the Company accepted the resignation of Mr Chiau Woei Lim as a director of the Company.

DIVIDENDS

No dividends were paid during the year and the Directors recommend that no dividends be paid or declared for the financial year ended 30 June 2015.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

Comments on expected results of the operations of the Company are included in this report under the Review of Operations.

Disclosure of other information regarding likely developments in the operations of the Company in future financial years and the expected results of those operations is likely to result in unreasonable prejudice to the Company. Accordingly, this information has not been disclosed in this report.

ENVIRONMENTAL ISSUES

The Group holds participating interests in a number of exploration tenements. The various authorities granting such tenements require the tenement holder to comply with the terms of the grant of the tenement and all directions given to it under those terms of the tenement. There have been no known breaches of the tenement conditions, and no such breaches have been notified by any government agencies during the year ended 30 June 2015.

REMUNERATION REPORT (AUDITED)

The remuneration report is set out in the following manner:

Policies used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share based compensation

Remuneration Policy

The Board of Directors is responsible for remuneration policies and the packages applicable to the Directors of the Company. Whilst the broad remuneration policy is to ensure that packages offered properly reflect a person’s duties and responsibilities and that remuneration is competitive and attracts, retains, and motivates people of the highest quality, the Board has consciously been focused on conserving the Company’s funds to ensure the maximum amount is spent on exploration, and this is reflected in the modest level of Director fees.

The policy of the Group is to offer competitive salary packages which provide incentive to Directors and executives and are designed to reward and motivate. Total remuneration for all Non-Executive Directors was voted on by shareholders, whereby it is not to exceed in aggregate $200,000 per annum. Non-Executive Directors receive fees agreed on an annual basis by the Board.

At the date of this report, the Company had not entered into any remuneration packages with Directors or senior executives which include performance-based components.

Details of Remuneration for Directors and Executive Officers

The remuneration of each Director of the Company and relevant executive officers (together known as Key Management Personnel or KMP) are set out in the attached Table.

Remuneration levels are competitively set to attract and retain appropriately qualified and experienced Directors and senior executives. The Board of Directors obtains independent advice when appropriate in reviewing remuneration packages.

During the year, there were no senior executives who were employed by the Company for whom disclosure is required.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

REMUNERATION REPORT (AUDITED) (CONTINUED)

Details of Remuneration for KMP (continued)

2015		term	Post Employment	Share Based Payments
Remuneration of KMP	Salary and fees	Other	Super - annuation	Options / shares	Total	Share Based Payments as % of remuneration
	$	$	$	$	$	%
Directors
P Thompson~~1~~	207,500	-	19,712	-	227,212	-
C Switzer	3,000	-	-	-	3,000	-
N Norris~~1~~	193,700	11,124	18,401	-	223,225	-
G Loh	3,000	-	-	-	3,000	-
C Lim	-	-	-	-	-	-
F Cannavo	119,917	-	10,252	-	130,169	-
H Tan	16,000	-	-	-	16,000	-
Total Directors	543,117	11,124	48,365	-	602,606

1During the 2015 financial year total remuneration payable to the Executive Directors Peter Thompson and Neil Norris continued to be paid on a temporary reduced basis. As a further cost reduction program for the 2016 financial year no further remuneration is being paid to executive or non-executive directors of the Company, until such time as the Board considers that the Company has sufficient cash resources. This is a temporary measure to ensure that the current strategies in place are achieved by the Company.

2014		term	Post Employment	Share Based Payments
Remuneration of KMP	Salary and fees	Other	Super - annuation	Options / shares	Total	Share Based Payments as % of remuneration
	$	$	$	$	$	%
Directors
P Thompson~~2~~	214,136~~3~~	-	19,808	-	233,944	-
C Switzer	36,000	-	-	-	36,000	-
N Norris~~2~~	198,296~~3~~	20,037	18,342	-	236,675	-
G Loh	36,000	-	-	-	36,000	-
C Lim	-	-	-	-	-	-
Total Directors	484,432	20,037	38,150	-	542,619

2From 1 July 2013 total remuneration payable to the Executive Directors Peter Thompson and Neil Norris was reduced on a temporary basis, by $90,000 per annum as part of the Company’s cash conservation measures implemented during the 2012/13 financial year. From 1 April 2014 to 31 July 2015 remuneration payable to the Executive Directors was further reduced, on a temporary basis, to $125,000 per annum, exclusive of superannuation.

3Includes payments for unused annual leave.

See disclosure relating to service agreements for further details of remuneration of executive directors.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

REMUNERATION REPORT (AUDITED) (CONTINUED)

Details of Remuneration for KMP (continued)

Options Provided as Remuneration

During the years ended 30 June 2014 and 30 June 2015 no options have been granted and issued to KMP of the Company.

No shares were issued to KMP of the Company in respect of the exercise of options previously granted as remuneration.

Service Agreements

Remuneration and other terms of employment for the Executive Directors are set out in Service Agreements:

Peter Thompson – Executive Chairman

The service agreement has a term of 12 months from 1 September 2015. Total remuneration under the contract of $300,000 per annum inclusive of superannuation has been temporarily reduced to $235,425 per annum as part of the Company’s cost reduction program. As a further cost reduction effort no remuneration will be paid from 1 October 2015, which was voluntarily adopted by the Chairman. This reduced remuneration level will remain in place until otherwise decided by the Board.

The Service agreement contains certain provisions typically found in contracts of this nature. The Company may terminate the Service Agreement without cause by providing nine months written notice to the individual or by making a payment in lieu of notice. The Service Agreement may be terminated immediately in the case of serious misconduct.

The Service Agreement is subject to annual review.

There is no specific cash bonus or other performance based compensation contemplated in the agreement. Long term and short term incentives, may be awarded subject to Board discretion.

Neil Norris - Exploration Director

The service agreement has a term of 12 months from 1 September 2015. Total remuneration under the contract of $300,000 per annum inclusive of superannuation has been temporarily reduced to $217,000 per annum as part of the Company’s cost reduction program. As a further cost reduction effort no remuneration will be paid from 1 October 2015, which was voluntarily adopted by the Exploration Director. This reduced remuneration level will remain in place until otherwise decided by the Board.

The Service Agreement is subject to annual review.

There is no specific cash bonus or other performance based compensation contemplated in the agreement. Long term and short term incentives, may be awarded subject to Board discretion.

Frank Cannavo - Executive Director

Mr Cannavo resigned from his executive role on 15 April 2015.

The executive services agreement was effective for a term of 7 months to 28 February 2015. Total remuneration paid under the contract was $118,161 inclusive of superannuation.

There were no termination benefits payable on termination of the executive service contract.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

REMUNERATION REPORT (AUDITED) (CONTINUED)

Share Based Compensation

At the date of this report the Company has not entered into any agreements with KMP which include performance based components. Options issued to Directors are approved by shareholders and were not the subject of an agreement or issued subject to the satisfaction of a performance condition. Options are issued to provide an appropriate level of incentive using a cost effective means given the Company’s size and stage of development.

DIRECTORS’ INTERESTS

The relevant interest of each Director in the ordinary shares and options issued by the Company as notified by the Directors to the Australian Securities Exchange at the date of this report, is set out in the table below.

Ordinary shares

						Ordinary shares
			Ordinary shares		Ordinary Shares	held at the date of
			held at 1 July	Movement during	held at 30 June	the Directors’
	Director		2014	the financialyear	2015	Report
P	Thompson		9,862,582	-	9,862,582	9,862,582
C	Switzer(resigned 5/8/14)		6,693,750	(6,693,750)2	-	-
N	Norris		9,550,000	-	9,550,000	9,550,000
G	Loh1(resigned 5/8/14)		13,856,708	(13,856,708)2	-	-
C	Lim (appointed 2/9/13)		24,077,285	-	24,077,285	24,077,285
F	Cannavo	(appointed
5/8/14)			-	-	-	-
H	Tan	(appointed
15/4/2015)			-	16,000,000	16,000,000	16,000,000

1 Shares acquired on market.

2 Shares held on ceasing to be a director of the Company on 5 August 2014.

Options

					Options held at the
		Options held at 1	Movement during	Options held at 30	date of the
	Director	July2014	the financialyear	June 2015	Directors’ Report
P	Thompson	2,468,763	-	2,468,763	2,468,763
C	Switzer(resigned 5/8/14)	1,878,126	(1,878,126)3	-	-
N	Norris	1,546,818	-	1,546,818	1,546,818
G	Loh(resigned 5/8/14)	8,900,000	(8,900,000)3	-	-
C	Lim(appointed 2/9/13)	-	-	-	-
F	Cannavo (appointed
5/8/14)		-	-	-	-
H	Tan(appointed 15/4/15)	-	-	-	-

3 Options held on ceasing to be a director of the Company on 5 August 2014.

LOANS TO DIRECTORS AND EXECUTIVES

There were no loans entered into with Directors or executives during the financial year under review.

OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

During the financial year the Company incurred costs on behalf of its associate Angka Alamjaya Sdn Bhd (AASB), a Company associated with Mr Chiau Woei Lim, in respect of AASB’s operations on a reimbursable basis.

During the 2015 financial year an amount of $296,963 (2014: $1,237,364) was incurred by the Company on behalf of AASB, and a total of $700,020 (2014: $732,491) has been reimbursed to the Company by AASB. At 30 June 2015 an amount of $101,856 is outstanding.

Other than the above, there are no transactions with Directors, or Director related entities or associates.

End of Remuneration Report

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS

During the year, the Company paid an insurance premium to insure certain officers of the Company. The officers of the Company covered by the insurance policy include the Directors named in this report.

The Directors and Officers Liability insurance provides cover against all costs and expenses that may be incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against the officers in their capacity as officers of the Company. The insurance policy does not contain details of the premium paid in respect of individual officers of the Company. Disclosure of the nature of the liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy.

Other than the above, the Group has not, during or since the end of the financial year, given an indemnity or entered an agreement to indemnify, or paid or agreed to pay insurance premiums for the Directors, officers or auditors of the Company or the controlled entity.

PROCEEDINGS ON BEHALF OF THE COMPANY

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

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

NON-AUDIT SERVICES

No non-audit services were provided by the external auditors in respect of the current or preceding financial year.

AUDITOR’S INDEPENDENCE DECLARATION

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

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

Dated this 29[th] day of September 2015

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PETER THOMPSON

Executive Chairman

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AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the consolidated financial report of GBM Resources Limited for the year ended 30 June 2015, I declare that to the best of my knowledge and belief, there have been no contraventions of:

a) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
b) any applicable code of professional conduct in relation to the audit.

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Perth, Western Australia 29 September 2015

L Di Giallonardo Partner

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: [email protected]. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

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HLB Mann Judd (WA Partnership) is a member of

International, a worldwide organisation of accounting firms and business advisers.

GBM Resources Limited

ABN 91 124 752 745

Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the Year Ended 30 June 2015

Note	Consolidated 2015 2014 $ $
Revenue 3 Consulting and professional services Corporate and project assessment costs 30 Share of net loss of associate 11 Depreciation 4 Employee benefits expense 4 Impairment expense 8 Exploration expenditure written off and expensed 4 Other share based payments 15 Travel expenses Administration and other expenses Loss before income tax Income tax benefit 5 Loss for the year Other comprehensive income Total comprehensive loss for the year Basic loss per share 6 Diluted loss per share 6	287,393 273,469 (254,656) (184,573) (84,963) (111,716) (630,691) (2,208,466) (38,192) (36,439) (410,865) (315,813) (58,499) - (2,996,328) (3,510,587) - (400,000) (156,020) (164,043) (202,430) (169,792)
	(4,545,251) (6,827,960) - 147,724
	(4,545,251) (6,680,236) - -
	(4,545,251) (6,680,236)
	Cents Cents (0.9) (1.8) (0.9) (1.8)

The accompanying notes form part of these financial statements

GBM Resources Limited

ABN 91 124 752 745

Consolidated Statement of Financial Position

As at 30 June 2015

Note	Consolidated 2015 2014 $ $
Current assets Cash and cash equivalents 21 Trade and other receivables 7 Assets held for sale 8 Total Current Assets Non-current assets Trade and other receivables 7 Exploration and evaluation expenditure 9 Property, plant and equipment 10 Investments accounted for using the equity method 11 Total Non-current Assets TOTAL ASSETS Current liabilities Trade and other payables 12 Total Current Liabilities Non-current liabilities Provision for rehabilitation 13 Total Non-current Liabilities TOTAL LIABILITIES NET ASSETS Equity Issued capital 14 Option reserve 16 Share based payments reserve 16 Accumulated losses 16 TOTAL EQUITY	1,107,721 527,372 123,655 570,943 - 308,499
	1,231,376 1,406,814
	411,857 30,936 10,355,613 10,569,552 205,171 100,033 - 630,691
	10,972,641 11,331,212
	12,204,017 12,738,026
	616,596 446,066
	616,596 446,066
	396,054 -
	396,054 -
	1,012,650 446,066
	11,191,367 12,291,960
	27,372,099 23,927,441 323,733 323,733 400,000 400,000 (16,904,465) (12,359,214)
	11,191,367 12,291,960

The accompanying notes form part of these financial statements

GBM Resources Limited

ABN 91 124 752 745

Consolidated Statement of Changes in Equity

For the Year Ended 30 June 2015

				Share based
			Option	payments	Accumulated
Consolidated	Note	Issued capital	reserve	reserve	losses	Total
		$	$	$	$	$
Balance at 1 July 2013		21,118,244	-	-	(5,678,978)	15,439,266
Share based payments	16	-	-	400,000	-	400,000
Shares issued (net of
costs)	14	2,809,197	-	-	-	2,809,197
Options issued pursuant
to priority entitlement
offer	16	-	323,733	-	-	323,733
Loss attributable to
members of the
Company	16	-	-	-	(6,680,236)	(6,680,236)
Balance at 30 June 2014		23,927,441	323,733	400,000	(12,359,214)	12,291,960
Balance at 1 July 2014		23,927,441	323,733	400,000	(12,359,214)	12,291,960
Shares issued (net of
costs)	14	3,444,658	-	-	-	3,444,658
Loss attributable to
members of the
Company	16	-	-	-	(4,545,251)	(4,545,251)
Balance at 30 June 2015		27,372,099	323,733	400,000	(16,904,465)	11,191,367

The accompanying notes form part of these financial statements

ABN 91 124 752 745

GBM Resources Limited

Consolidated Statement of Cash Flows

For the Year Ended 30 June 2015

Note	Consolidated 2015 2014 $ $
Cash flows from operating activities Interest received Research and development concession refund JV management fee income Payments to suppliers and employees Net cash flows (used in) operating activities 21(c) Cash flows from investing activities Payments for bonds and security deposits Proceeds on redemption of bonds and security deposits Payments on acquisition of equity investments 30 Funds provided by JV partner under Farm-in agreement Payments for exploration and evaluation, including JV Farm-in spend Proceeds on sale of property, plant and equipment Payments to acquire property, plant and equipment Payments made on behalf of associate Proceeds received on reimbursement by associate Net cash flows (used in) investing activities Cash flows from financing activities Proceeds from the issue of shares and options 14 Share issue costs Net cash flows from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year 21(a) Cash and cash equivalents at the end of the financial year 21(a)	20,502 21,416 - 147,724 250,375 250,447 (1,188,788) (942,688)
	(917,911) (523,101)
	(23,640) - 14,595 14,277 (800,000) (7,980) 2,086,461 2,087,059 (2,740,369) (2,261,651) 264,452 - (954) - (296,963) (1,237,364) 700,020 732,491
	(796,398) (673,168)
	2,567,500 323,733 (272,842) (121,980)
	2,294,658 201,753
	580,349 (994,516) 527,372 1,521,888
	1,107,721 527,372

The accompanying notes form part of these financial statements

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

GBM Resources Limited (‘the Company’) is a listed public company domiciled in Australia. The consolidated financial report of the Company for the financial year ended 30 June 2015 comprises the Company and its subsidiaries (together referred to as the ‘Group’).

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

a) Basis of Preparation

The financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, and Australian Accounting Standards and Interpretations. The financial report has also been prepared on an historical cost basis, unless otherwise stated. The financial report is presented in Australian dollars.

Adoption of New and Revised Standards - Changes in accounting policies on initial application of accounting standards

In the year ended 30 June 2015, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Group’s operations and effective for the current annual reporting period. It has been determined by the Directors that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Group’s business and, therefore, no change is necessary to Group accounting policies.

The Directors have also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year ended 30 June 2015. As a result of this review the Directors have determined that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Group’s business and, therefore, no change necessary to Group accounting policies.

Going Concern Basis for Preparation of Financial Statements

The financial statements have been prepared on the going concern basis which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. The ability of the Group to continue to adopt the going concern assumption will depend on future successful capital raisings, the successful exploration and subsequent exploitation of the Group’s tenements and/or sale of non-core assets.

As at 30 June 2015 the Group has cash assets of $1,107,721, and total current liabilities at that date amounting to $616,596. The loss for the 2015 financial year was $4,545,251 of which $2,996,328 related to the write off of previously capitalised exploration costs and $630,691 to the Group’s share of the net loss of its Associate. Operating cash outflows for the year were $917,911. During the year to 30 June 2015 the Company successfully raised $2,294,658 (net of costs) and will be required to raise additional funds in order to meet its budgeted expenditure.

The Group’s operations in Mt Isa North Queensland, pursuant to the farm-in arrangement with Pan Pacific and Mitsui are fully funded until 31 March 2016 at which point Pan Pacific and Mitsui will have earned a 51% joint venture interest in the farm-in assets.

The Group continues to engage with potential partners to fund the advance of the Mt Coolon gold project, Mt Morgans copper-gold project and the Milo IOCG project, and the Group retains a 26.7% interest in its Associate Angka Alamjaya Sdn Bhd that is currently in the process of listing on the Singapore Securities Exchange.

In addition the Group has implemented a number of cost reduction strategies which include, following a period of reduced director remuneration, the cessation of the payment of director remuneration from 1 October 2015 until such time as the Board considers that sufficient cash resources are available.

The Directors will continue to manage the Group’s activities with due regard to current and future funding requirements.The directors reasonably expect that the Company will be able to raise sufficient capital to fund the Group’s exploration and working capital requirements, and that the Group will be able to settle debts as and when they become due and payable. On this basis the Directors are therefore of the opinion that the use of the going concern basis is appropriate in the circumstances.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

a) Basis of Preparation (Continued)

Going Concern Basis for Preparation of Financial Statements (Continued)

Should the Company be unable to raise the required funding, there is a material uncertainty that may cast significant doubt on whether the company will be able to continue as a going concern and therefore, whether it will be able to realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.

b) Statement of Compliance

The financial report was authorised for issue on 29[th] September 2015.

The financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS).

c) Principles of Consolidation

The consolidated financial statements comprise the financial statements of GBM Resources Limited and its subsidiaries as at 30 June each year (the Group). The financial statements for the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group transactions have been eliminated in full. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which the control is transferred out of the Group.

The acquisition of subsidiaries has been accounted for using the purchase method of accounting. The purchase method of accounting involves allocating the cost of the business combination to the fair value of the assets acquired and the liabilities and contingent liabilities assumed at the date of acquisition. Accordingly, the consolidated financial statements include the results of subsidiaries for the period from their acquisition. Minority interests represent the portion of profit and loss and net assets in subsidiaries not held by the Group and are presented separately in the consolidated statement of comprehensive income and within equity in the consolidated statement of financial position.

d) Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

Interest Revenue

Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial asset.

Management Fees

Revenue from farm-in management fees is recognised at the time the fees are invoiced.

e) Income Tax

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from, or paid to, the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance date.

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

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

e) Income Tax (Continued)

Deferred income tax liabilities are recognised for all taxable temporary differences except:

when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:

when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

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

Unrecognised deferred income tax assets are re-assessed at each balance date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

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

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

f) Other Taxes

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

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

g) Financing Costs

Net financing costs comprise interest payable on borrowings calculated using the effective interest method. Borrowing costs are expensed as incurred and included in net financing costs.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

h) Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Assets held under finance leases are initially recognised at their fair value or, if lower, the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the consolidated statement of financial position as a finance lease obligation.

Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the general policy on borrowing costs – refer Note 1(g).

Finance leased assets are depreciated on a straight line basis over the estimated useful life of the asset.

Operating lease payments are recognised as an expense on a straight line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

i) Cash and Cash Equivalents

Cash and short-term deposits in the consolidated statement of financial position comprise cash at bank and in hand. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

For the purposes of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

j) Trade and Other Receivables

Trade receivables, which generally have 30–90 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts. An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off when identified.

k) Plant and Equipment

Plant and equipment is stated at cost, less accumulated depreciation and any accumulated impairment losses. Such cost includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the parts is incurred. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement only if it is eligible for capitalisation.

Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:

Property and improvements	10 – 40 years
Office furniture and equipment	2.5 - 20 years
Plant and equipment	0 - 40 years
Motor Vehicles	8 years

The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end.

(i) Impairment

The carrying values of plant and equipment are reviewed for impairment at each reporting date, with recoverable amount being estimated when events or changes in circumstances indicate that the carrying value may be impaired.

The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the cash-generating unit to which the asset belongs, unless the asset's value in use can be estimated to be close to its fair value.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

k) Plant and Equipment (Continued)

An impairment exists when the carrying value of an asset or cash-generating units exceeds its estimated recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount.

- (ii) De recognition and Disposal

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

Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.

l) Investments and Other Financial Assets

Financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as either financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, or available-for-sale investments, as appropriate. When financial assets are recognised initially, they are measured at fair value, plus, in the case of investments not at fair value through profit or loss, directly attributable transactions costs. The Group determines the classification of its financial assets after initial recognition and, when allowed and appropriate, re-evaluates this designation at each financial yearend.

All regular way purchases and sales of financial assets are recognised on the trade date i.e. the date that the Group commits to purchase the asset. Regular way purchases or sales are purchases or sales of financial assets under contracts that require delivery of the assets within the period established generally by regulation or convention in the marketplace.

(i) Financial Assets at Fair Value through Profit or Loss

Financial assets classified as held for trading are included in the category ‘financial assets at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. Derivatives are also classified as held for trading unless they are designated as effective hedging instruments. Gains or losses on investments held for trading are recognised in profit or loss.

(ii) Held-to-Maturity Investments

Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity when the Group has the positive intention and ability to hold to maturity.

Investments intended to be held for an undefined period are not included in this classification. Investments that are intended to be held-to-maturity, such as bonds, are subsequently measured at amortised cost. This cost is computed as the amount initially recognised minus principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between the initially recognised amount and the maturity amount. This calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums and discounts. For investments carried at amortised cost, gains and losses are recognised in profit or loss when the investments are de-recognised or impaired, as well as through the amortisation process.

(iii) Loans and Receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are carried at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired, as well as through the amortisation process.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

l) Investments and Other Financial Assets (Continued)

(iv) Available-for-Sale Investments

Available-for-sale investments are those non-derivative financial assets that are designated as available-forsale or are not classified as any of the three preceding categories. After initial recognition available-for sale investments are measured at fair value with gains or losses being recognised as a separate component of equity until the investment is derecognised or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is recognised in profit or loss.

The fair value of investments that are actively traded in organised financial markets is determined by reference to quoted market bid prices at the close of business on the balance date. For investments with no active market, fair value is determined using valuation techniques. Such techniques include using recent arm’s length market transactions; reference to the current market value of another instrument that is substantially the same; discounted cash flow analysis and option pricing models.

(v) Investment in Associated Entities

The Group’s investment in its associate is accounted for using the equity method of accounting in the consolidated financial statements, after initially being recognised at cost. The associate is an entity in which the Group has significant influence and which is neither a subsidiary nor a joint venture. Significant influence is the power to participate in the financial and operating decisions of the investee but is not control or joint control over those policies.

Under the equity method, the investment in the associate is carried in the consolidated statement of financial position at cost plus post-acquisition changes in the Group's share of net assets of the associate. Goodwill relating to an associate is included in the carrying amount of the investment and is not amortised. After application of the equity method, the Group determines whether it is necessary to recognise any additional impairment loss with respect to the Group’s net investment in the associate.

(v) Investment in Associated Entities (Continued)

Goodwill included in the carrying amount of the investment in an associate is not tested separately; rather the entire carrying amount of the investment is tested for impairment as a single asset. If an impairment is recognised, the amount is not allocated to the goodwill of the associate.

The consolidated statement of comprehensive income reflects the Group's share of the results of operations of the associate, and its share of post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment.

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

Upon disposal of an associate that results in the Group losing significant influence over that associate, any retained investment is measured at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset in accordance with AASB 139. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. In addition, the Group accounts for all amounts previously recognised in other comprehensive income in relation to that associate on the same basis as would be required if that associate had directly disposed of the related assets or liabilities. Therefore, if a gain or loss previously recognised in other comprehensive income by that associate would be reclassified to profit or loss on disposal of the related assets or liabilities, the Group reclassifies the gain or loss from equity to profit or loss (as a reclassification adjustment) when it loses significant influence over that associate.

When a Group entity transacts with its associate, profits and losses resulting from those transactions with the associate are recognised in the Group’s consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

m) Exploration and Evaluation Expenditure

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied: (i) the rights to tenure of the area of interest are current; and (ii) at least one of the following conditions is also met:

(a) the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or
(b) exploration and evaluation activities in the area of interest have not at the reporting date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

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

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

Where a decision has been made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to development.

n) Impairment of Assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets and the asset's value in use cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying amount of an asset or cashgenerating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent with the function of the impaired asset unless the asset is carried at re-valued amount (in which case the impairment loss is treated as a re-valuation decrease).

An assessment is also made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss unless the asset is carried at re-valued amount, in which case the reversal is treated as a re-valuation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

o) Trade and Other Payables

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

p) Interest Bearing Liabilities

All loans and borrowings are initially recognised at the fair value of the consideration received less directly attributable transaction costs.

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method.

Gains and losses are recognised in profit or loss when the liabilities are de-recognised.

q) Employee Benefits

(i) Wages, Salaries, Annual Leave and Sick Leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and non-accumulating sick leave expected to be settled within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.

(ii) Long Service Leave

The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and period of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

r) Share Based Payments

Equity Settled Transactions:

The Group provides benefits to employees (including senior executives) of the Group in the form of share based payments, whereby employees render services in exchange for shares or rights over shares (equitysettled transactions).

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value of options is determined by using a Black and Scholes model. Share rights are valued at the underlying market value of the ordinary shares over which they are granted.

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of GBM Resources Limited (market conditions) if applicable.

The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (the vesting period).

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

r) Share Based Payments (continued)

- Equity Settled Transactions (Continued):

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group’s best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The charge or credit to the consolidated statement of comprehensive income for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market condition.

If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any modification that increases the total fair value of the share based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.

If an equity-settled award is cancelled, the cumulative expense recognised in respect of that award is transferred from its respective reserve to accumulated losses. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph.

s) Share Capital

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

t) Earnings Per Share

Basic earnings per share ("EPS") is calculated by dividing the net profit or loss attributable to members of the Company for the reporting period, after excluding any costs of servicing equity (other than ordinary shares and converting preference shares classified as ordinary shares for EPS calculation purposes), by the weighted average number of ordinary shares of the Company, adjusted for any bonus element.

Diluted EPS is calculated by dividing the basic EPS earnings, adjusted by the after tax effect of financing costs associated with dilutive potential ordinary shares and the effect on revenues and expenses of conversion, by the weighted average number of ordinary shares and potential dilutive ordinary shares, adjusted for any bonus element.

u) Business combinations

The acquisition method of accounting is used to account for all business combinations, including business combinations involving entities or business under common control, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

u) Business combinations (continued)

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group’s share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase.

Where a business combination is achieved in stages, the Group’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date (i.e. the date when the Group attains control) and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. These provisional amounts are adjusted during the measurement period (see above), or additional assets or liabilities recognised, to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the amounts recognised as of that date.

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

Where the consideration transferred by the Group in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value. Changes in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date.

The subsequent accounting for changes in the fair value of contingent consideration that do not qualify as measurement period adjustments depends on how the contingent consideration is classified. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or liability is remeasured at subsequent reporting dates in accordance with AASB 139, or AASB 137 ‘Provisions, Contingent Liabilities and Contingent Assets’, as appropriate, with the corresponding gain or loss being recognised in profit or loss.

v) Non-current assets (or disposal groups) held for sale

Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the asset (or disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales for such asset (or disposal groups) and the sale is highly probable. Management must be committed to the sale, which should be expected to qualify for recognition as a complete sale within one year from the date of classification.

When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest om it former subsidiary, after the sale.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

v) Non-current assets (or disposal groups) held for sale (continued)

When the Group is committed to a sale plan involving disposal of an investment, or a portion of an investment, in an associate or joint venture, the investment or the portion of the investment that will be disposed of is classified as held for sale when the criteria described above are met, and the Group discontinues the use of the equity method in relation to the portion that is classified as held for sale. Any retained portion of an investment in an associate or joint venture that has not been classified as held for sale continues to be accounted for using the equity method. The Group discontinues the use of the equity method at the time of disposal when the disposal results in the Group losing significant influence over the associate or joint venture.

After the disposal takes place, the Group accounts for any retained interest in the associate or joint venture in accordance with AASB 139 unless the retained interest continues to be an associate or a joint venture, in which case the Group uses the equity method.

Non-current assets (and disposal groups) are classified as held for sale and measured at the lower of their carrying amount and fair value less costs to sell.

w) Provision for restoration and rehabilitation

A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of development activities undertaken, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the provision can be measured reliably. The estimated future obligations include the costs of abandoning sites, removing facilities and restoring the affected areas.

The provision for future restoration costs is the best estimate of the present value of the expenditure required to settle the restoration obligation at the balance date. Future restoration costs are reviewed annually and any changes in the estimate are reflected in the present value of the restoration provision at each balance date.

The initial estimate of the restoration and rehabilitation provision is capitalised into the cost of the related asset and amortised on the same basis as the related asset, unless the present obligation arises from the production of inventory in the period, in which case the amount is included in the cost of production for the period. Changes in the estimate of the provision for restoration and rehabilitation are treated in the same manner, except that the unwinding of the effect of discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of the related asset.

x) Parent entity financial information

The financial information for the parent entity, HLB Limited, disclosed in Note 31 has been prepared on the same basis as the consolidated financial statements, except as set out below.

Investments in subsidiaries, associates and joint venture entities

Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the parent entity’s financial statements. Dividends received from associates are recognised in the parent entity’s profit or loss, rather than being deducted from the carrying amount of these investments.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

y) Critical Accounting Estimates and Judgements

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

Accounting for capitalised mineral exploration and evaluation expenditure

The Group’s accounting policy is stated at 1(m). A regular review is undertaken of each area of interest to determine the reasonableness of continuing to carry forward costs in relation to that area of interest.

Share based payments

The Group uses independent advisors to assist in valuing share based payments.

Estimates and assumptions used in these valuations are disclosed in the notes in periods when these share based payments are made.

2. FINANCIAL RISK MANAGEMENT

The Group has exposure to a variety of risks arising from its use of financial instruments. This note presents information about the Group’s exposure to the specific risks, and the policies and processes for measuring and managing those risks. Further quantitative disclosures are included throughout this financial report. The Board of Directors has overall responsibility for the risk management framework.

(a) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from transactions with customers and investments.

Trade and other receivables

The Group has no investments and the current nature of the business activity does not result in trading receivables. The receivables that the Group recognises through its normal course of business are short term in nature and the most significant (in quantity) is the receivable from the Australian Taxation Office and interest receivable. The risk of non recovery of receivables from this source is considered to be negligible.

Cash deposits

The Group’s primary banker is Commonwealth Bank. At balance date all operating accounts and funds held on deposit are with this bank. The Directors believe any risk associated with the use of only one bank is mitigated by its size and reputation. Except for this matter the Group currently has no significant concentrations of credit risk.

(b) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

The Group manages its liquidity risk by monitoring its cash reserves and forecast spending. Management is cognisant of the future demands for liquid finance resources to finance the Group’s current and future operations, and consideration is given to the liquid assets available to the Group before commitment is made to future expenditure or investment.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

2. FINANCIAL RISK MANAGEMENT (CONTINUED)

(c) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising any return.

Currency risk

The Group is not exposed to any currency risk other than the respective functional currencies of each Company within the Group, the Australian dollar (AUD).

Interest rate risk

As the Group has significant interest bearing assets, the Group’s income and operating cash flows are materially exposed to changes in market interest rates. The assets are short term interest bearing deposits, and no financial instruments are employed to mitigate risk (Note 19 – Financial Instruments).

(d) Capital management

The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors monitors capital expenditure and cash flows as mentioned in (b).

Note	Consolidated 2015 2014 $ $
3. REVENUE Gain on disposal of assets Interest income Joint venture management fee Other income 4. EXPENSES Employee expenses Gross employee benefit expense: Wages and salaries Directors’ fees Superannuation expense Other employee costs Less amount allocated to exploration Net consolidated statement of comprehensive income employee benefit expense Depreciation expense: Property and improvements 10 Office equipment and software 10 Site equipment 10 Motor vehicles 10 Exploration costs: Unallocated exploration costs Exploration costs written off 9	14,452 - 21,194 23,022 250,375 250,447 1,372 -
	287,393 273,469
	1,267,405 1,264,570 4,000 102,000 120,515 116,359 70,530 17,543
	1,462,450 1,500,472 (1,051,585) (1,184,659)
	410,865 315,813
	3,667 - 11,834 18,027 5,239 2,083 17,452 16,329
	38,192 36,439
	120,977 121,118 2,875,351 3,389,469
	2,996,328 3,510,587

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

Consolidated
2015	2014
$	$

5. INCOME TAX

a) Income tax recognised in profit and loss

The prima facie tax benefit on the operating result is reconciled to the income tax provided in the financial statements as follows:

Accounting loss before income tax from continuing operations

continuing operations Income tax benefit calculated at 30% Share based payments Share of net loss of equity accounted associate Capital raising costs claimed Exploration costs written off Unused tax losses and temporary differences not recognised as deferred tax assets R&D tax concession Income tax (benefit) reported in the consolidated statement of comprehensive income	(4,545,251) (6,680,236)
	(1,363,575) (2,004,071) - 120,000 189,207 662,540 (63,578) (58,908) 862,605 1,016,841 375,341 263,598 - (147,724)
	- (147,724)

The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits under Australian tax law. There has been no change in the corporate tax rate when compared with the previous reporting period.

b) Unrecognised deferred tax assets and

liabilities

The following deferred tax assets and liabilities have not been brought to account: Unrecognised deferred tax assets relate to: Losses available for offset against future taxable income Capital raising costs Accrued expenses and liabilities Provisions Unrecognised deferred tax liabilities relate to: Exploration expenditure Net unrecognised deferred tax asset	6,348,935 5,718,137 96,473 78,199 23,054 35,960 118,816 -
	6,587,278 5,832,296
	(3,106,684) (3,170,866)
	3,480,594 2,661,430

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

5. INCOME TAX (CONTINUED)

The deductible temporary differences and tax losses do not expire under current tax legislation. Potential deferred tax assets attributable to tax losses carried forward have not been brought to account because the Directors do not believe it is appropriate to regard realisation of the future tax benefit as probable.

The potential future income tax benefit will only be obtained if:

(i) the Group derives future assessable income of a nature and an amount sufficient to enable the benefit to be realised in accordance with Division 170 of the Income Tax Assessment Act 1997;

(ii) the Group companies continue to comply with the conditions for deductibility imposed by the law; and (iii) no changes in tax legislation adversely affect the Group in realising the benefits.

	Consolidated 2015 2014 $ $
6. LOSS PER SHARE Loss used in calculation of loss per share Basic loss per share Weighted average number of shares used in the calculation of earnings per share	(4,545,251) (6,680,236)
	Cents Cents (0.9) (1.8)
	# # 487,748,368 375,696,184

Options and performance share rights

Options and share rights to acquire ordinary shares granted by the Company and not exercised at the reporting date have been included in the determination of diluted earnings per share to the extent to which they are dilutive.

7. TRADE AND OTHER RECEIVABLES Current Amounts due from farm-in partner Amounts due from Associate (Note 25) GST recoverable Other debtors Non-current Security and environmental bonds1	- 29,932 101,816 504,873 20,882 36,138 957 -
	123,655 570,943
	411,857 30,936
	411,857 30,936

1 Included in non-current assets at 30 June 2015 is an amount of $371,183 in respect of security deposits paid to the Queensland State Government in respect of the exploration licences and mining leases recognised on acquisition of Mt Coolon Gold Mines Pty Ltd (refer note 30).

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

	Consolidated 2015 2014 $ $
8. ASSETS HELD FOR SALE Land reclassified as held for sale Reconciliation: Balance at the start of the financial year Reclassified from non-current assets Impairment charge Sale of asset Balance at the end of the financial year	- 308,499
	308,499 - - 308,499 (58,499) - (250,000) -
	- 308,499

During the 2014 financial year the Board made the decision to dispose of the freehold land held at its Malmsbury Gold Project in Victoria. The carrying value of $308,499 was reclassified from non-current assets (property, plant and equipment) to current assets, (assets held for sale).

During the 2015 financial year the Company recognised an impairment charge of $58,499 in respect of the reclassified asset to its estimated recoverable value of $250,000 at the time of this assessment. The sale of the property was completed prior to 30 June 2015. The total proceeds received upon settlement were $264,452, the profit on sale is therefore $14,452, after taking into account the previous impairment charge of $58,499.

9. EXPLORATION AND EVALUATION EXPENDITURE

Exploration and evaluation phase: Capitalised costs at the start of the financial year Fair value of exploration costs recognised on acquisition of Mt Coolon Gold Mines Pty Ltd (Note 30) Costs capitalised during the financial year Capitalised costs written off during the financial year (Note 4) Capitalised costs at the end of the financial year	10,569,552 13,740,089 1,880,984 - 780,428 218,932 (2,875,351) (3,389,469)
	10,355,613 10,569,552

Ultimate recoupment of exploration and evaluation expenditure carried forward is dependent on successful development and commercial exploitation or alternatively, sale of the respective areas.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

Note	Consolidated 2015 2014 $ $
10. PROPERTY, PLANT AND EQUIPMENT Carrying values at 30 June: Property and improvements: Cost Depreciation Office equipment and software: Cost Depreciation Site equipment and plant: Cost Depreciation Motor vehicles: Cost Depreciation Total Reconciliation of movements: Land: Opening net book value Transferred to assets held for sale 8 Closing net book value Property and improvements: Opening net book value Net book value of assets recognised on acquisition of Mt Coolon Gold Mines Pty Ltd 30 Depreciation 4 Closing net book value Office equipment and software: Opening net book value Net book value of assets recognised on acquisition of Mt Coolon Gold Mines Pty Ltd 30 Cost of additions Depreciation 4 Closing net book value	193,117 - (104,989) -
	88,128 - 172,211 153,402 (164,031) (141,114)
	8,180 12,288 221,124 22,545 (170,015) (8,883)
	51,109 13,662 161,638 130,633 (103,884) (56,550)
	57,754 74,083
	205,171 100,033
	- 308,499 - (308,499)
	- - - - 91,795 - (3,667) -
	88,128 - 12,288 30,315 6,772 - 954 - (11,834) (18,027)
	8,180 12,288

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

Note	Consolidated 2015 2014 $ $
10. PROPERTY, PLANT AND EQUIPMENT (CONTINUED) Reconciliation of movements (Continued): Site equipment and plant: Opening net book value Net book value of assets recognised on acquisition of Mt Coolon Gold Mines Pty Ltd 30 Depreciation 4 Closing net book value Motor vehicles: Opening net book value Net book value of assets recognised on acquisition of Mt Coolon Gold Mines Pty Ltd 30 Depreciation 4 Closing net book value Total	13,662 15,745 42,686 - (5,239) (2,083)
	51,109 13,662 74,083 90,412 1,123 - (17,452) (16,329)
	57,754 74,083
	205,171 100,033

11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

a) Carrying value of investments

- 630,691

Associated companies

b) Details of associated companies

					Carrying amount of investment	Carrying amount of investment
			Ownership interest
			30 Jun 2015 %	30 Jun 2014 %	30 Jun 2015 $	30 Jun 2014 $
	Country of Incorporation
Name		Shares
Angka Alamjaya Sdn Bhd (AASB)	Malaysia	Ord	26.7%	40%	-	630,691

During the comparative period the Company acquired a 40% interest in the ordinary share capital of Angka Alamjaya Sdn Bhd (AASB), a Malaysian company that holds the mining concession for the Lubuk Mandi Gold Project in Malaysia. Consideration for the acquisition was 57,779,118 fully paid GBM Resources Ltd shares at a fair value of 4.9 cents per share (Note 24).

During the current period, AASB issued further shares (to shareholders other than GBM) which has resulted in GBM’s interest in AASB reducing to 26.7%. GBM has no contracted or other obligation to fund the operations of AASB, and therefore recognises its share of the losses of AASB to the extent of its initial investment in AASB only.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

c) Movements during the period in equity accounted investments in associated companies

Note	Consolidated 2015 2014 $ $
Balance at the beginning of the financial period Initial investment in AASB during the period – issue of 57,779,118 ordinary fully paid shares @ 4.9 cents per share 14 Share of AASB loss after tax for the financial period Other movements for the financial period1 Balance at the end of the financial period	630,691 - - 2,831,177 (630,691) (2,208,466) - 7,980
	- 630,691

1 Other costs for the financial period relate to costs associated with the acquisition of the initial 40% interest in the share capital of Angka Alamjaya Sdn Bhd (AASB).

d) Associate’s summarised statement of comprehensive income

Revenue Loss from continuing operations Other comprehensive income for the period Total comprehensive loss for the period Associate’s summarised assets and liabilities Current assets Non-current assets Current liabilities Non-current liabilities1 Net assets	- - (1,966,749) (1,001,584) - -
	(1,966,749) (1,001,584)
	2,213,589 2,267,480 13,305,168 5,956,287 (2,495,874) (1,661,466) (8,595,572) (4,985,573)
	4,427,311 1,576,728

e) Associate’s summarised assets and liabilities

1 Note, non-current liabilities include convertible debt funding of $8,595,572 (2014: $4,985,573).

f) Reconciliation of the above summarised financial information to the carrying amount of the investment in Associate recognised in the consolidated financial statements

Net assets of Associate Other changes in net assets of Associate1 Proportion of Group’s ownership interest in Associate Carrying amount of the Group’s ownership interest in Associate	4,427,311 1,576,728 (4,427,311) - 26.7% 40%
	- 630,691

1 Note, the Company’s Associate issued shares during the financial year for project acquisition and fund raising purposes, resulting in an increase in its net assets. The Company has not recognised an increase in the carrying value of its investment in its Associate in respect of these changes.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

Note	Consolidated 2015 2014 $ $ 50,000 - 216,129 - 232,093 290,049 41,527 101,149 76,847 54,868
12. TRADE AND OTHER PAYABLES Current Acquisition costs payable1 30 Unspent farm-in contribution liability2 Trade creditors Sundry creditors and accruals Employee leave liabilities
	616,596 446,066

1 Acquisition costs payable to Drummond Gold Limited pursuant to the acquisition of Mt Coolon Gold Mines Pty Ltd (Note 30).

2 Liability recognised for farm-in contributions received by the Company prior to the end of the financial year for which corresponding project costs had not yet been incurred at that date.

13. PROVISIONS Non-current

Rehabilitation provision[1] 30 396,054 -

1 A provision for rehabilitation was recognised during the 2015 financial year on acquisition of Mt Coolon Gold Mines Pty Ltd (Note 30).

Issue price	2015 No. 2014 No. 2015 $ 2014 $
14. ISSUED CAPITAL Issued capital at the balance date Movements in issued capital: On issue at the start of the year Shares issued to acquire interest in AASB (Note 11) $0.049 Share placement $0.02 Share placement $0.025 Shares issued to acquire interest in Mt Coolon Gold Mines Pty Ltd (Note 30) $0.023 Share issue costs On issue at the end of the reporting year	557,894,121 385,194,121 27,372,099 23,927,441
	385,194,121 327,415,003 23,927,441 21,118,244 - 57,779,118 - 2,831,177 100,000,000 - 2,000,000 - 22,700,000 - 567,500 - 50,000,000 - 1,150,000 - - - (272,842) (21,980)
	557,894,121 385,194,121 27,372,099 23,927,441

Shares Subject to Restriction Agreement

At balance date there were no ordinary shares subject to any restrictions.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

		2015	2014
		No.	No.
15.	OPTIONS AND PERFORMANCE RIGHTS
	Details of the Company’s Incentive Option Scheme are provided at Note 17.
*(a)*	*Options over unissued shares*
	Options on issue at the balance date	177,746,562	134,746,562
	Movements in options:
	Options on issue at the start of the year	134,746,562	-
	Options issued for corporate services (Note 16)	-	20,000,000
	Options issued pursuant to priority entitlement offer	-	64,746,562
	Options issued attaching to share placement1	43,000,000	50,000,000
	Options on issue at the end of the reporting year	177,746,562	134,746,562

1 Options exercisable at 3.5 cents each and expiring 30 June 2016 issued as attaching securities to share placements.

a) Options Issued, Exercised and Expired During the Year

During the financial year the Company issued and granted 43,000,000 options over unissued shares (2014: 134,746,562), which attached to the placement shares.

During the year, no options over unissued shares were exercised (2014: Nil).

During the year, no options were cancelled on expiry of their exercise term (2014: Nil).

b) Options on Issue at the Balance Date

The number of options outstanding over unissued ordinary shares at 30 June 2015 is 177,746,562 (2014: 134,746,562).

c) Subsequent to the Balance Date

No options have been issued, exercised or cancelled between the end of the financial year and the date of this report.

d) Basis and assumptions used in the valuation of options granted in the period

Options issued during the financial year were issued as free attaching securities to a share placement and no fair value attributed to them in this financial report.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

15. OPTIONS AND PERFORMANCE RIGHTS (CONTINUED)

(b) Performance Share Rights

Details of the Company’s Performance Rights Plan are provided at Note 17.

a) Performance share rights Issued, Exercised and Expired during the Year

During the financial year the Company granted nil performance share rights (2014: nil)

During the year, no vested share rights were exercised into ordinary fully paid shares (2014: nil).

No unvested performance share rights were cancelled on cessation of employment (2014: nil).

b) Performance share rights on Issue at the Balance Date

The number of share rights, vested unexercised and un-vested at 30 June 2015 is nil (2014: nil).

c) Subsequent to the Balance Date

No share rights have been granted, exercised or cancelled subsequent to the reporting date.

d) Basis and assumptions used in the valuation of share rights granted in the period

Share rights are valued at the underlying market value of the ordinary shares over which they are granted.

	Consolidated 2015 2014 $ $
16. RESERVES AND ACCUMULATED LOSSES Share based payments reserve (i) Opening balance Share based payments – options issued for corporate services (Note 15) Closing balance Option reserve (ii) Opening balance Options issued pursuant to priority entitlement offer (Note 15) Closing balance Accumulated losses Opening balance Net loss attributable to the members of the Company Closing balance	400,000 - - 400,000
	400,000 400,000
	323,733 - - 323,733
	323,733 323,733
	(12,359,214) (5,678,978) (4,545,251) (6,680,236)
	(16,904,465) (12,359,214)

(i) Share based payments reserve

The share based payments reserve represents the fair value of performance share rights and options, issued as consideration for services to employees or consultants as remuneration, or to third parties for the acquisition of assets, goods or services.

(ii) Option reserve

The option reserve represents the proceeds received on the issue of options.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

17. EMPLOYEE BENEFITS

Details of the Company’s performance right and share option plans, under which performance rights and options are issuable to employees, directors and consultants are summarised below. Details of share rights and options issued to Directors and executives are set out in the Remuneration Report that forms part of the Directors’ Report.

Incentive Option Plan

The Company has a formal option plan for the issue of options to employees, directors and consultants, which was last approved by shareholders at the Company’s Annual General Meeting on 30 November 2010. Options are granted free of charge and are exercisable at a fixed price in accordance with the terms of the grant. Options over unissued shares are issued under the terms of the Plan at the discretion of the Board.

There are no options on issue under the Incentive Option Plan at 30 June 2015 (2014: nil). Refer to Note 15(a).

Performance Rights Plan

The Company has a formal plan for the issue of performance share rights to employees, which was approved by shareholders at the Company’s Annual General Meeting on 30 November 2010. Share rights are granted free of charge and are exercisable into ordinary fully paid shares in accordance with the terms of the grant. Share rights are issued to employees under the terms of the Plan at the discretion of the Board.

There are no share rights on issue under the Performance Rights Plan at 30 June 2015 (2014: nil). Refer to Note 15(b).

18. SEGMENT REPORTING

Operating segments are identified and segment information disclosed, where appropriate, on the basis of internal reports reviewed by the Company’s Board of Directors, being the Group’s Chief Operating Decision Maker, as defined by AASB 8.

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors in assessing performance and determining the allocation of resources. Reportable segments disclosed are based on aggregating operating segments, where the segments have similar characteristics. The Group’s activity is mineral exploration and resource development within Australia, and mineral exploration and resource development in Malaysia (via the investment in an associate).

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

18. SEGMENT REPORTING (CONTINUED)

The reportable segments are represented as follows:

30 June 2015 Revenue Joint venture management fee Total segment revenue Segment net operating loss after tax Other revenue - unallocated Share of loss of associates and joint ventures Depreciation Exploration expenditure written off and expensed Segment assets Capital expenditure during period Investment in acquisition of subsidiary Segment liabilities Segment non-current assets 30 June 2014 Revenue Joint venture management fee Total segment revenue Segment net operating loss after tax Other revenue - unallocated Share of loss of associates and joint ventures Depreciation Exploration expenditure written off and expensed Income tax benefit Segment assets Capital expenditure during period Segment liabilities Segment non-current assets	Australia Malaysia Consolidated $ $ $
	250,375 - 250,375
	250,375 - 250,375
	(3,914,560) (630,691) (4,545,251)
	- - 37,018 - (630,691) (630,691) (38,192) - (38,192) (2,996,328) - (2,996,328) 12,204,017 - 12,204,017
	954 - 954 2,000,000 - 2,000,000 (1,012,650) - (1,012,650)
	10,972,641 - 10,972,641
	Australia Malaysia Consolidated $ $ $
	250,447 - 250,447
	250,447 - 250,447
	(4,471,770) (2,208,466) (6,680,236)
	- - 23,022 - (2,208,466) (2,208,466) (36,439) - (36,439) (3,510,587) - (3,510,587) 147,724 - 147,724 12,107,335 630,691 12,738,026
	218,932 - 218,932 446,066 - 446,066
	10,700,521 630,691 11,331,212

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

19. FINANCIAL INSTRUMENTS

Credit risk

The Directors do not consider that the Group’s financial assets are subject to anything more than a negligible level of credit risk, and as such no disclosures are made. Refer to Note 2(a).

Impairment losses

The Directors do not consider that any of the Group’s financial assets are subject to impairment at the reporting date. No impairment expense or reversal of impairment charge has occurred during the reporting period, other than the recording of an impairment charge of $58,499 in relation to the asset held for sale (Note 8).

Currency risk

The Group does not have any direct exposure to foreign currency risk, other than in respect of its impact on the economy and commodity prices generally. Refer to Note 2 (c).

Liquidity risk

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements. Refer to Note 2(b):

Consolidated	Carrying amount Contractual cash flows 6 months or less 6-12 months 1-2 years 2-5years More than 5 years $ $ $ $ $ $ $
30 June 2015 Trade and other payables 30 June 2014 Trade and other payables	616,596 616,596 616,596 - - - -
	616,596 616,596 616,596 - - - -
	290,049 290,049 290,049 - - - -
	290,049 290,049 290,049 - - - -

The Group does not have any interest bearing liabilities to report a weighted average interest rate.

Interest rate risk

At the reporting date the interest profile of the Group’s interest-bearing financial instruments were:

	Consolidated 2015 2014 $ $
Fixed rate instruments: Financial liabilities Variable rate instruments: Financial assets	- -
	- -
	1,107,721 527,372
	1,107,721 527,372

Fair value sensitivity analysis for fixed rate investments

The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss, and the Group does not designate derivatives as hedging instruments under a fair value hedge accounting model. Therefore a change in interest rates at the reporting date would not affect profit or loss.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

19. FINANCIAL INSTRUMENTS (CONTINUED)

Interest rate risk (Continued)

Cash flow sensitivity analysis for variable rate instruments

A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

	Profit and Loss Equity 100bp 100bp 100bp 100bp increase decrease increase decrease $ $ $ $
30 June 2015 Variable rate instruments 30 June 2014 Variable rate instruments	11,077 (11,077) 11,077 (11,077)
	5,274 (5,274) 5,274 (5,274)

Fair values

Fair values versus carrying amounts

The carrying amounts of financial assets and liabilities as described in the consolidated statement of financial position represent their estimated net fair value.

20. COMMITMENTS

(a) Exploration

The Group has certain obligations to perform minimum exploration work on mineral leases held. These obligations may vary over time, depending on the Group’s exploration programmes and priorities. As at balance date, total exploration expenditure commitments on tenements held by the Group have not been provided for in the financial statements. These obligations are also subject to variations by farm-out arrangements or sale of the relevant tenements.

Minimum expenditure requirements for the following 12 months on the Group’s exploration licences as at 30 June 2015, including licences subject to farm-in arrangements are approximately $2,886,800 (2014:$1,756,500).

(b) Operating Lease Commitments

The Group has no operating lease commitments.

(c) Contractual Commitment

The Group has no contractual commitments.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

	Consolidated 2015 2014 $ $
21. NOTES TO THE STATEMENT OF CASH FLOWS a) Cash and cash equivalents Cash at bank and on hand Bank at call cash account Total cash and cash equivalents	1,007,721 438,765 100,000 88,607
	1,107,721 527,372

The Bank at call account holds funds at call subject to certain trading restrictions and pays interest at an average of 3.30% (2014:3.30%), and matures on 24 September 2015.

b) Cash balances not available for use

Included in cash and cash equivalents are amounts pledged as guarantees for the following:

Corporate credit card facility 100,000 88,607

Also included in cash and cash equivalents as at 30 June 2015 are amounts of $216,129 (2014: nil) in respect of funds received from the Company’s farm-in partner and for which costs had not been incurred at that date. This amounts has been recognised as a liability as at 30 June 2015 (Note 12).

c) Reconciliation of Loss from Ordinary

Reconciliation of Loss from Ordinary
Activities after Income Tax to Net Cash Used In Operating Activities Profit/(Loss) after income tax Add (less) non-cash items: Gain on sale of assets Impairment charge Depreciation Share based payments Exploration expenditure written off and expensed Share of net loss of equity accounted associate Changes in assets and liabilities: Increase/(decrease) in trade creditors and accruals (Increase)/decrease in sundry receivables Net cash flow from operations	(4,545,251) (6,680,236) (14,452) - 58,499 - 38,192 36,439 - 400,000 2,996,328 3,510,587 630,691 2,208,466 (84,338) (295) 2,420 1,938
	(917,911) (523,101)

Reconciliation of Loss from Ordinary

Activities after Income Tax to Net Cash
Used In Operating Activities
Profit/(Loss) after income tax
Add (less) non-cash items:
Gain on sale of assets
Impairment charge
Depreciation
Share based payments
Exploration expenditure written off and
expensed
Share of net loss of equity accounted
associate
Changes in assets and liabilities:
Increase/(decrease) in trade creditors
and accruals
(Increase)/decrease in sundry receivables
Net cash flow from operations

(4,545,251)
(6,680,236)
(14,452)
-
58,499
-
38,192
36,439
-
400,000
2,996,328
3,510,587
630,691
2,208,466
(84,338)
(295)
2,420
1,938

(917,911)
(523,101)

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

21. NOTES TO THE STATEMENT OF CASH FLOWS (CONTINUED)

Material non-cash transactions

2015

During the 2015 financial year the Company issued 50,000,000 ordinary fully paid shares at a fair value of 2.3 cents per share to Drummond Gold Limited as part consideration for the acquisition of a 100% interest in the issued capital of Mt Coolon Gold Mines Pty Ltd.

2014

During the 2014 financial year the Company completed the following material non-cash settled transactions:

Issued 20,000,000 listed GBZO options, exercisable at 3.5 cents each and expiring 30 June 2016, in consideration for corporate advisory and public relations services. The fair value of the options issued amounted to $400,000.
Issued 57,779,118 ordinary fully paid shares to nominees of Angka Alamjaya Sdn Bhd (AASB) for a 40% interest in the issued capital of AASB, a Company which holds the mining concession for the Lubuk Mandi Gold Project in Malaysia. The fair value of the shares issued amounted to $2,831,177 (Note 11).

	Consolidated 2015 2014 $ $
22. AUDITOR’S REMUNERATION Amounts received or receivable by HLB Mann Judd for: - Audit and review of financial reports	29,000 30,100

	2015	2014
	%	%
23. CONTROLLED ENTITIES
a) Particulars in Relation to Ownership of Controlled Entities
Belltopper Hill Pty Ltd	100	100
Syndicated Resources Pty Ltd	100	100
Willaura Minerals Pty Ltd	100	100
Isa Brightlands Pty Ltd	100	100
Isa Tenements Pty Ltd	100	100
Bungalien Phosphate Pty Ltd	100	100
Mt Coolon Gold Mines Pty Ltd	100	-

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

23. CONTROLLED ENTITIES (CONTINUED)

23. CONTROLLED ENTITIES (CONTINUED)
	2015 $ 2014 $
b) GBM Resources Limited - Investments in Controlled Entities Belltopper Hill Pty Ltd Syndicated Resources Pty Ltd Willaura Minerals Pty Ltd Isa Brightlands Pty Ltd Isa Tenements Pty Ltd Mt Coolon Gold Mines Pty Ltd Bungalien Phosphate Pty Ltd	596,850 596,850 100 100 - - 1 1 1 1 2,000,000 10 10
	2,596,962 596,962

During the 2015 financial year, the Company acquired a 100% interest in the issued capital of Mt Coolon Gold Mines Pty Ltd for consideration of $850,000 cash plus 50,000,000 ordinary fully paid shares.

c) Loans to/(from) Controlled Entities Belltopper Hill Pty Ltd Syndicated Resources Pty Ltd Willaura Minerals Pty Ltd Isa Brightlands Pty Ltd Isa Tenements Pty Ltd Mt Coolon Gold Mines Pty Ltd Bungalien Phosphate Pty Ltd d) Contribution to Consolidated Result GBM Resources Limited Belltopper Hill Pty Ltd1 Syndicated Resources Pty Ltd Willaura Minerals Pty Ltd Isa Brightlands Pty Ltd1 Isa Tenements Pty Ltd1 Mt Coolon Gold Mines Pty Ltd Bungalien Phosphate Pty Ltd Total	2,241,115 2,288,211 - - - - 7,741,121 7,672,176 1,577,361 1,368,324 164,606 - - -
	(1,676,101) (3,968,535) - (1,254,868) - - - - (2,650,531) (88,514) (209,036) (1,368,319) (9,583) - - -
	(4,545,251) (6,680,236)

c) Loans to/(from) Controlled Entities
Belltopper Hill Pty Ltd
Syndicated Resources Pty Ltd
Willaura Minerals Pty Ltd
Isa Brightlands Pty Ltd
Isa Tenements Pty Ltd
Mt Coolon Gold Mines Pty Ltd
Bungalien Phosphate Pty Ltd
d) Contribution to Consolidated Result
GBM Resources Limited
Belltopper Hill Pty Ltd1
Syndicated Resources Pty Ltd
Willaura Minerals Pty Ltd
Isa Brightlands Pty Ltd1
Isa Tenements Pty Ltd1
Mt Coolon Gold Mines Pty Ltd
Bungalien Phosphate Pty Ltd
Total

2,241,115
2,288,211
-
-
-
-
7,741,121
7,672,176
1,577,361
1,368,324
164,606
-
-
-

(1,676,101)
(3,968,535)
-
(1,254,868)
-
-
-
-
(2,650,531)
(88,514)
(209,036)
(1,368,319)
(9,583)
-
-
-

(4,545,251)
(6,680,236)

1Contribution to net result by subsidiary companies relates to previously capitalised exploration costs written off during the financial year.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

24. KEY MANAGEMENT PERSONNEL DISCLOSURES

a) Details of Key Management Personnel

The following were key management personnel of the Group at any time during the year and unless otherwise stated were key management personnel for the entire year.

Non-Executive Directors

Cameron Switzer – Non-Executive Director (resigned 5 August 2014) Guan Huat Loh – Non-Executive Director (resigned 5 August 2014) Chiau Woei Lim – Non-Executive Director

Hun Seng Tan – Non-Executive Director (appointed 15 April 2015) Frank Cannavo – Non-Executive Director (15 April 2015 to current)

Executive Directors

Peter Thompson – Managing Director/Executive Chairman Neil Norris – Exploration Director

Frank Cannavo – Executive Director (appointed 5 August 2014 to 15 April 2015)

Total remuneration paid to key management personnel during the year:

	Consolidated 2015 2014 $ $
Short-term benefits Post-employment benefits	554,241 504,469 48,365 38,150
	602,606 542,619

b) Other Transactions and Balances with Key Management Personnel

During the 2014 financial year the Company issued 57,779,118 ordinary fully paid shares to nominees of Angka Alamjaya Sdn Bhd (AASB) to acquire a 40% interest in the issued capital of AASB, a Company associated with Mr Chiau Woei Lim. As a nominee of AASB, Mr Lim received 24,077,285 shares in GBM Resources. Mr Lim is a shareholder and director of AASB. The fair value of shares issued to nominees of AASB to acquire the 40% interest was $2,831,177 (Note 11).

Other than the above, there are no transactions with Directors, or Director related entities or associates, other than those reported in Note 25.

GBM Resources Limited

ABN 91 124 752 745

Notes to the Financial Statements

For the Year Ended 30 June 2015

Consolidated 2015 2014 $ $

25. RELATED PARTY TRANSACTIONS

Total amounts receivable and payable from entities

in the wholly-owned group (see Note 23 for details of controlled entities) at balance date:

Non-Current Receivables

Loans to controlled entities

Loans to controlled entities 11,724,203 11,268,711 Non-Current Payables Loans from controlled entities - -

Transactions with Associate – Angka Alamjaya Sdn Bhd (AASB)

During the financial year the Company incurred costs of $296,963 (2014: $1,237,364) in respect of AASB’s operations on a reimbursable basis. As at 30 June 2015 an amount of $700,020 (2014: $732,491) has been reimbursed to the Company, and an amount of $101,816 (2014: $504,873) is outstanding as at 30 June 2015 (Note 7).

26. EVENTS SUBSEQUENT TO BALANCE DATE

On 30 July 2015 the Company accepted the resignation of Mr Chiau Woei Lim as a director of the Company.

27. DIVIDENDS

There are no dividends paid or payable during the year ended 30 June 2015 or the 30 June 2014 comparative year.

28. CONTINGENCIES

(i) Contingent liabilities

There were no material contingent liabilities not provided for in the financial statements of the Group as at 30 June 2015 or 30 June 2014.

(i) Native Title and Aboriginal Heritage

Native title claims have been made with respect to areas which include tenements in which the Group has an interest. The Group is unable to determine the prospects for success or otherwise of the claims and, in any event, whether or not and to what extent the claims may significantly affect the Group or its projects. Agreement is being or has been reached with various native title claimants in relation to Aboriginal Heritage issues regarding certain areas in which the Group has an interest.

(iii) Contingent assets

There were no material contingent assets as at 30 June 2015 or 30 June 2014.

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

29. PRIOR PERIOD ADJUSTMENT – INVESTMENT IN ASSOCIATE

The share of the net loss of, and carrying value of the investment in, the Company’s associate, which is accounted for using the equity method (refer Note 7) has been re-stated in these financial statements for the comparative period ended 30 June 2014.

The amounts re-stated are as follows:

	Original Comparative Amount	Re-stated Comparative Amounts
Share of net associate loss for the year ended 30 June 2014	$(400,634)	$(2,208,466)
Carrying value of investment in associate as at 30 June 2014	$2,438,523	$630,691
Accumulated losses at 30 June 2014	$(10,551,382)	$(12,359,214)

The amounts stated in the interim financial statements for the 12 months ended 30 June 2014 were prepared on the basis of financial information provided by the Company’s associate, Angka Alamjaya Sdn Bhd (AASB).

Audited financial statements for AASB for the period ended 31 December 2013 were signed on 21 January 2015. The Company noted a material difference between the original financial information provided by AASB and that presented in the audited financial statements, and has accordingly reflected a correction to the comparative amounts in the current financial statements. The difference in the share of loss to be recognised is as a result of a change in accounting treatment of a number of significant items plus the identification of additional expenses incurred prior to the 30 June 2014.

30. ACQUISITION OF SUBSIDIARY - MT COOLON GOLD MINES PTY LTD

During the 2015 financial year the Company completed the acquisition of the issued capital of Mt Coolon Gold Mines Pty Ltd from Drummond Gold for the total consideration of $850,000 plus 50,000,000 ordinary fully paid shares. The acquisition has been accounted for as an asset acquisition rather than a business combination.

Consideration

The fair value of consideration provided for the acquisition was:

Details	Details	Fair Value ($)
Cash payable	$850,000	$850,000
Shares transferred	50 million shares at fair value of 2.3 cents per share1	$1,150,000
Total Consideration Payable		$2,000,000

1 The fair value of the shares was determined as the listed share price of the Company’s shares as at 10 April 2015, being the trading day prior to completion of the transaction.

At the date of this report an amount of $50,000 was payable to Drummond Gold Limited pursuant to the transactions pending completion of administrative matters (Note 12).

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

30. ACQUISITION OF SUBSIDIARY - MT COOLON GOLD MINES PTY LTD (CONTINUED)

Acquisition related costs

Costs incurred by the Company in relation to the acquisition of Mt Coolong Gold Mines Pty Ltd amounting to $84,963 have been included as an expense in the Statement of Profit or Loss and Other Comprehensive Income. As the acquisition is being reinstated for as an asset acquisition, the Company was entitled to capitalise these costs, however has resolved to expense them.

Identifiable assets acquired and liabilities assumed

The following table sets out the recognised amounts of assets acquired and liabilities assumed at the acquisition date:

date:	date:

	$
SecurityDeposits(Note 7)	371,183
Other receivables	1,511
Property, plant and equipment(i)	142,376
Capitalised exploration costs(Note 9)	1,880,984
Rehabilitationprovision(Note 13)	(396,054)
Total net assets acquired	2,000,000

(i) Included in the identifiable property, plant and equipment assets are the following specific net book values (Note 10):

(Note 10):	(Note 10):

	$
Property and improvements	91,795
Office equipment and software	6,772
Site equipment andplant	42,686
Motor vehicles	1,123
Totalproperty, plant and equipment	142,376

Statement of Cash Flows

Statement of Cash Flows
Total cash consideration	850,000
Less: amountpayable(note 12)	(50,000)
Total cashpaid	800,000

GBM Resources Limited

ABN 91 124 752 745 Notes to the Financial Statements

For the Year Ended 30 June 2015

2015 2014 $ $

31. PARENT ENTITY INFORMATION

Financial position

Assets

Current assets Non-current assets Total Assets Liabilities Current liabilities Non-current liabilities Total Liabilities NET ASSETS Equity Issued capital Option reserve Share based payments reserve Accumulated losses TOTAL EQUITY Financial performance Loss for the year Other comprehensive income Total comprehensive loss	1,230,271 1,406,756 10,577,944 11,331,270
	11,808,215 12,738,026
	(616,848) (446,066) - -
	(616,848) (446,066)
	11,191,367 12.291.960
	27,372,099 23,927,441 323,733 323,733 400,000 400,000 (16,904,465) (12,359,214)
	11,191,367 12,291,960
	(4,545,251) (6,680,236) - -
	(4,545,251) (6,680,236)

Contingent liabilities

For full details of contingent liabilities see Note 28.

Commitments

For full details of commitments see Note 20.

GBM Resources Limited

ABN 91 124 752 745

Directors’ Declaration

For the Year Ended 30 June 2015

In the opinion of the Directors:
a) the accompanying financial statements and notes are in accordance with the Corporations Act 2001 including:
- i. giving a true and fair view of the Group’s financial position as at 30 June 2015 and of its performance for the year then ended; and
- ii. complying with Accounting Standards and Corporations Regulations 2001.
b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
c) the financial statements and notes are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board.
This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2015.

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

==> picture [115 x 58] intentionally omitted <==

PETER THOMPSON

Executive Chairman

Dated this 29[th] day of September 2015

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INDEPENDENT AUDITOR’S REPORT

To the members of GBM Resources Limited

Report on the Financial Report

We have audited the accompanying financial report of GBM Resources Limited (“the company”), which comprises the consolidated statement of financial position as at 30 June 2015, the consolidated statement of profit or loss and other 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 for the Group. The Group comprises 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 is free from material misstatement, whether due to fraud or error.

In Note 1(b), the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements , that the financial report complies with International Financial Reporting Standards.

Auditor’s responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Group’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of 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.

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

management.

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

Independence

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

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HLB Mann Judd (WA Partnership) is a member of

International, a worldwide organisation of accounting firms and business advisers.

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Auditor’s opinion

In our opinion:

(a) the financial report of GBM Resources Limited is in accordance with the Corporations Act 2001 , including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2015 and of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(b).

Emphasis of matter

Without qualifying our opinion, we draw attention to Note 1(a) to the financial report which indicates that the ability of the Group to continue as a going concern is dependent on the ability to raise sufficient capital to meet its exploration and working capital requirements. Should the Company not be able to raise sufficient capital, there is a material uncertainty that may cast significant doubt on the ability of the Company to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Report on the Remuneration Report

We have audited the remuneration report included in the directors’ report for the year ended 30 June 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.

Auditor’s opinion

In our opinion the remuneration report of GBM Resources Limited for the year ended 30 June 2015 complies with section 300A of the Corporations Act 2001 .

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HLB Mann Judd Chartered Accountants

==> picture [170 x 50] intentionally omitted <==

L Di Giallonardo Partner

Perth, Western Australia 29 September 2015

AI assistant

GBM RESOURCES LIMITED. — Annual Report 2015

64966_rns_2015-09-28_954fd2ed-dba0-4ca2-8e1d-ed51087ff50e.pdf

ACN 124 752 745

ANNUAL FINANCIAL STATEMENTS

Contents

GBM Resources Limited

ABN 91 124 752 745

Corporate Directory

Directors

Auditors

Share Registry

Securities Exchange Listing

Registered Office

Principal Place of Business

Solicitors

Website and e-mail address

Exploration Office

GBM Resources Limited

ABN 91 124 752 745

Directors’ Report

DIRECTORS

Peter Thompson – B.Bus, CPA, FCIS

Executive Chairman

Experience

Neil Norris – BSc(Hons), MAIMM, MAIG

Experience

Frank Cannavo

Experience

ABN 91 124 752 745

Directors’ Report

DIRECTORS (CONTINUED)

Hun Seng Tan

Former Directors

Chiau Woei Lim - MBA

Experience

Cameron Switzer – BSc(Hons), MAusMM, MAIG

Experience

Guan Huat (Sunny) Loh BBA, MBA, ACIS

Experience

ABN 91 124 752 745

COMPANY SECRETARY

Mr Kevin Hart – B.Comm FCA

MEETINGS OF DIRECTORS

PRINCIPAL ACTIVITIES

OPERATING AND FINANCIAL REVIEW

Operating Results

Financial Position

EQUITY SECURITIES ON ISSUE

Ordinary Fully Paid Shares

Options over Ordinary Shares

Performance Share Rights

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

ABN 91 124 752 745

Directors’ Report

EVENTS SUBSEQUENT TO BALANCE DATE

DIVIDENDS

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

ENVIRONMENTAL ISSUES

REMUNERATION REPORT (AUDITED)

Remuneration Policy

Details of Remuneration for Directors and Executive Officers

REMUNERATION REPORT (AUDITED) (CONTINUED)

Details of Remuneration for KMP (continued)

REMUNERATION REPORT (AUDITED) (CONTINUED)

Details of Remuneration for KMP (continued)

Options Provided as Remuneration

Service Agreements

Peter Thompson – Executive Chairman

Neil Norris - Exploration Director

Frank Cannavo - Executive Director

ABN 91 124 752 745

Directors’ Report

REMUNERATION REPORT (AUDITED) (CONTINUED)

Share Based Compensation

DIRECTORS’ INTERESTS

Ordinary shares

Options

LOANS TO DIRECTORS AND EXECUTIVES

OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

GBM RESOURCES LIMITED. Annual Report 2015