GEOPACIFIC RESOURCES LTD - Annual Report 2017

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FOR THE YEAR ENDED 31 DECEMBER 2017

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CHAIRMAN’S LETTER	1	CONSOLIDATED STATEMENT OF PROFIT AND	24
		LOSS AND OTHER COMPREHENSIVE INCOME
REVIEW OF OPERATIONS	2
		CONSOLIDATED STATEMENT	26
MINERAL RESOURCES	4	OF FINANCIAL POSITION
DIRECTORS’ REPORT	5	CONSOLIDATED STATEMENT	27
REMUNERATION REPORT	10	OF CHANGES IN EQUITY
AUDITOR’S INDEPENDENCE DECLARATION	17	CONSOLIDATED STATEMENT OF CASH FLOWS	28
INDEPENDENT AUDITORS’ REPORT	18	NOTES TO THE FINANCIAL STATEMENTS	29
DIRECTORS’ DECLARATION	23	SHAREHOLDER INFORMATION	70

CORPORATE DIRECTORY

Geopacific Resources Limited

Public listed Company (ASX Code: GPR) incorporated in New South Wales in 1986

Auditor

Greenwich & Co Audit Pty Ltd Level 2, 35 Outram Street West Perth WA 6005

Australian Business Number (ABN)

57 003 208 393

Directors & Secretaries in Office

Milan Jerkovic - Non-Executive Chairman Ron Heeks - Managing Director Philippa Leggat - Executive Director – Corporate Mark Bojanjac - Non-Executive Director Ian Clyne - Non-Executive Director Matthew Smith - Company Secretary

Registered Office

Level 1 278 Stirling Highway Claremont WA 6010

Banker

ANZ Banking Group Ltd Corner of Hay Street & Outram Street West Perth WA 6005

Stock Exchange

ASX Limited Level 4, Central Park 152-158 St Georges Terrace Perth WA 6000 ASX Code: GPR

Share Registry

Postal Address

PO Box 439 Claremont WA 6910

Boardroom Pty Ltd Grosvenor Place Level 12, 225 George Street Sydney NSW 2000

Fiji Operations Office

1 Cawa Street Martintar Nadi Fiji Tel: 679 6 727150 Fax: 679 6 727152 PO Box 9975 Nadi Airport Fiji

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CHAIRMAN’S LETTER
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Dear Shareholder,

Geopacifi c has had a productive and successful 2017 year, primarily focused on developing the Woodlark gold project (Woodlark).

After the reporting period, Geopacifi c released the PreFeasibility Study (PFS) results, which demonstrate that Woodlark is a robust, low-cost, low-stripping ratio, open pit operation that can deliver an average of 100Koz Au per annum over 10 years. Defi nitive Feasibility Study (DFS) preparation has commenced with completion targeted in Q3 of 2018.

Exploration work also continued on the Kou Sa Copper Gold project in Cambodia with drilling and fi eldwork outlining new prospects and opportunities to improve the project. Limited work was undertaken in Fiji and the board has decided to investigate options to divest the Fiji assets to focus on Woodlark and Kou Sa.

During the year Geopacifi c made an off-market offer to acquire all of the ordinary shares in Kula Gold Ltd (Kula). Kula became an 85% controlled subsidiary of Geopacifi c and is now consolidated into Geopacifi c‘s accounts. A successful oversubscribed capital raise of $10.5 million also took place during the year with funds raised to advance Woodlark, exploration and working capital.

Looking forward to the New Year will see the company taking a step closer to a development decision with the completion of the DFS and investigation of fi nancing options. Work will continue to enhance Woodlark and unlock the sizable geological potential. Exploration and further studies will continue on the Kou Sa project in Cambodia.

We thank all shareholders for their ongoing support and we expect that the foundation created in 2017 has wellpositioned the Company to deliver signifi cant benefi ts and value in the coming year.

The Geopacifi c team has made signifi cant progress over the past year and we will continue to keep shareholders informed of developments.

We appreciate the ongoing effort from our management team led by Ron Heeks, service providers and stakeholders.

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Milan Jerkovic

Chairman

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2017 ANNUAL REPORT

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REVIEW OF OPERATIONS
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EXPLORATION & DEVELOPMENT ACTIVITIES

Woodlark Island, Papua New Guinea

The 2017 Financial Year was a period of significant development for Geopacific, with development activities on Woodlark Island taking centre stage as Geopacific moves towards producer status.

Geopacific has focused on delivering the Woodlark gold project (Woodlark) by delivering a Pre-Feasibility Study (PFS) on the Kulumadau, Busai and Woodlark King gold deposits. The PFS was released after the reporting period and supports the development of a profitable, long-life mining operation. The Project benefits from favourable logistics and topography, being located on the coast and well supported by regional shipping and airlines. Flat topography and supportive social environment present strong positives to operating on Woodlark.

Significant development activities undertaken at Woodlark over the reporting period include:

Over 30,000 meters of diamond and RC drilling;
Full geological review and interpretation;
Pre-Geopacific drillholes re-logged and integrated into geological model and database;
QA/QC updated to JORC 2012 standard;
Updated geotechnical drilling and review;
Independent metallurgical and process design review;
Independent processing and mining cost preparation on
a ‘first principles’ basis;
Independent engineering review;
Variability and optimisation metallurgical test work;
Review of environmental studies;
Review and optimisation of key site infrastructure;
Resource and reserve calculations utilising independent consultants;
Independent consultant engaged to conduct DFS;
Established working relationships with key project stakeholders.

Kou Sa project, Cambodia

Exploration at the Kou Sa Project, located in northern Cambodia’s Chepp district continued over the reporting period, focusing on delineating and testing additional resource targets. Geopacific’s activities resulted in a limited drilling program to test targets at the 181 and 118 Prospects.

Highlights of exploration activities this financial year include:

Completion of extensive soil geochemical sampling and geological mapping over the Kou Sa tenement;
Trenching of anomalous geochemical signatures;
Drill testing anomalous geochemistry in trenching at Prospects 181 and 118;
Assessment of Kampot and Kou Sa West extension areas.

Fijian gold and copper project, Fiji

Geopacific is the largest licence holder in Fiji, with five projects located on the two main islands of Viti Levu and Vanua Levu.

Exploration to date has provided evidence for porphyry and/or epithermal systems at all projects. There remains potential to expand the already identified gold mineralisation at Faddy’s prospect at the Nabila project, which is the most advanced of the Fijian projects.

Highlights for the year include:

Completion of deep IP survey lines across the Vuda and Sabeto licence areas;
Definition of strong IP conductors consistent with the presence of a buried porphyry intrusion;
Good correlation to strong gold and copper mineralisation identified in surface sampling and earlier shallow drilling;
Mineralisation and IP anomalies only 6km from Lion One Metals’ Tuvatu underground gold development;
Renewal of the Vuda, Sabeto, Nabila and Kavukavu licences.

CORPORATE

All resolutions voted on at the AGM passed

Geopacific held its annual general meeting on 24 May 2017. All resolutions passed. The ordinary resolutions included adoption of the remuneration report, re-election of NonExecutive Director Ian Clyne and re- election of Executive Director Philippa Leggat. Special resolutions included appointment of auditor to fill a vacancy and approval of a 10% placement facility.

Woodlark gold project joint venture transaction and Kula Gold Limited takeover

In January 2017, Geopacific and Kula Gold Limited (Kula) announced the completion of the earn-in agreements for Geopacific to acquire up to 80% of the Woodlark gold project (Woodlark).

2017 ANNUAL REPORT

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REVIEW OF OPERATIONS
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On 1 May 2017, Geopacific made an off-market takeover bid to acquire all of the ordinary shares of Kula and released the Replacement Bidder’s Statement detailing the Offer on 19 May 2017. The takeover offer for Kula closed on 13 October 2017, at which time Kula became an 85% controlled subsidiary of Geopacific and is now consolidated into Geopacific’s accounts. Three Geopacific representatives were appointed as Non- Executive directors to a five-member Kula board. Appointments included Geopacific Non-Executive Director, Mark Bojanjac as Chairman; executive director corporate, Philippa Leggat and Geopacific’s CFO and Company Secretary, Matthew Smith.

At the end of the period Geopacific’s effective entitlement to Woodlark was 86%, including a direct interest of 5% and 85% holding in Kula. This interest can increase up to 96% through the joint venture.

In December 2017, Geopacific provided a Loan Facility to Kula Gold Limited. The $500,000 facility will provide Kula with working capital via a monthly drawdown for the next 12 months and can be converted to equity at Geopacific’s election.

Oversubscribed capital raising – $10.5m

On 1 September 2017, Geopacific announced the successful completion of a placement to sophisticated shareholders to raise $10.5 million. The placement, made under the

Company’s 15% placement capacity, was well supported by existing and new specialist resource sector and generalist Australian institutional investors.

The placement was followed by a Share Placement Plan, offered to all eligible shareholders.

Pre-Feasibility Study, resource and reserve estimates

Geopacific inherited over $150 million in historic spend on Woodlark, which included a wealth of drilling data from over 275,000 meters of drilling. Geopacific’s team followed a rigorous process to undertake an extensive work program to advance the project. The program included reassessment of historical data, infill drilling, pit optimisation/scheduling, additional metallurgy, geotechnical & hydrology studies to review, validate, re-interpret and add to existing data. This work substantially increased the confidence surrounding in geological data and existing resources and included over 30,000 metres of new resource drilling at both the Busai and Kulumadau deposits.

The compilation of this body of work was targeted for completion in Q1 2018 with the delivery of a Pre- Feasibility Study (PFS), including resource and reserve estimates. The PFS was successfully released post- reporting-period in March 2018 and shows that Woodlark is a robust open-pit operation able to deliver an average of 100,000 ounces of gold per year for a 10-year mine life.

FINANCIAL REVIEW

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2013 2014 2015 2016 2017
$ $ $ $ $
Net Profit/(Loss) After Tax (1,364,336) (1,636,029) (2,000,637) (4,144,977) (3,211,185)
Earnings / (Loss) Per Share (Cents) (1.26) (0.67) (0.25) (0.45) (0.23)
Cash and Cash Equivalents 3,258,776 4,165,516 12,589,002 11,469,015 6,765,343
Exploration Expenditure 1,486,557 5,529,505 15,787,417 12,140,869 23,540,334
Total Assets 17,223,875 23,617,573 48,233,948 60,714,745 77,112,639
Net Assets 16,670,970 22,778,317 47,143,679 57,912,542 74,349,987
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The Group recorded a net loss after tax for the year ended 31 December 2017 of $3,211,185 (2016: $4,144,977). The decrease over the 2016 financial year mainly relates to a decrease in the tax expense on the recognition of deferred tax liabilities associated with exploration and evaluation expenditure.

At 31 December 2017, the Group’s total assets were $77,112,639 (2016: $60,714,745) and net assets were $74,349,987 (2016: $57,912,542). Continued investment in exploration across the Group’s tenement holdings and the acquisition of the Woodlark Gold Project were the primary drivers of the increase in Total Assets for the period, with additions of $23,540,334 (2016: $12,140,869 including prepayments) in exploration and evaluation activities.

At reporting date, the Group’s Total Liabilities were $2,762,652 (2016: $2,802,203) which represents a $39,551 decrease during the reporting period.

2017 ANNUAL REPORT

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REVIEW OF OPERATIONS
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MINERAL RESOURCES

Kou Sa Project Mineral Resource – Prospects 150 & 160

As at 31 December 2017 the total Mineral Resource for the Kou Sa Project was 3.84 million tonnes at 0.77% Cu, 0.66g/t Au and 5.27g/t Ag for 51.2k tonnes of Cu equivalent. The Mineral Resource for Prospects 150 and 160 at the Kou Sa Project estimated at 0.4% CuEq lower cut-off are detailed in the table below:

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Category Mt Cu Au Ag CuEq Cu Au Ag CuEq
% g/t g/t % kt koz koz kt
Indicated 3.49 0.78 0.71 5.37 1.38 27.1 79.2 602 48.1
Inferred 0.35 0.70 0.20 4.30 0.90 2.3 2.7 48 3.1
Total 3.84 0.77 0.66 5.27 1.33 29.5 81.8 651 51.2
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There was no change to the Mineral Resources reported at 31 December 2016 for comparison.

Competent Persons Statement

The information in this report that relates to the Mineral Resource estimates is based on information compiled by Jonathon Abbott, a Competent Person who is a Member of the Australian Institute of Geoscientists. Jonathon Abbott is a full-time employee of MPR Geological Consultants Pty Ltd and is an independent consultant to Geopacific Resources Limited. Mr Abbott has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Mineral Resources and Ore Reserves”. Mr Abbott consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to exploration results is based on information compiled by or under the supervision of Ron Heeks, a Competent Person who is a Member of The Australasian Institute of Mining and Metallurgy and Managing Director of Geopacific. Mr Heeks has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and the activity he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Heeks consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

Forward Looking Statements

All statements other than statements of historical fact included in this report including, without limitation, statements regarding future plans and objectives of Geopacific Resources Ltd are forward-looking statements. When used in this report, forward-looking statements can be identified by words such as ‘may’, ‘could’, ‘believes’, ‘estimates’, ‘targets’, ‘expects’ or ‘intends’ and other similar words that involve risks and uncertainties.

These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the date of this report, are expected to take place. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the company, its directors and management of Geopacific that could cause the Company’s actual results to differ materially from the results expressed or anticipated in these statements.

Geopacific cannot and does not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this report will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements. The Company does not undertake to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this report, except where required by applicable law and stock exchange listing requirements.

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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DIRECTORS REPORT

The Directors present their report together with the financial report of the Geopacific Group, being Geopacific Resources Limited (“Geopacific”) (“the Company”) and its controlled entities (“the Group”) for the financial year ended 31 December 2017, and the auditors’ report thereon.

1 DIRECTORS

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

Name, Position Held & Qualifcation	Experience, Special Responsibilities & Other Directorships
Milan Jerkovic Non-Executive Chairman Appointed: 23 April 2013 B. App. Sc (Geology) Fellow of AusIMM Member of AICD Post Graduate Diploma in Mineral Economics Post Graduate Diploma in Mining Ron Heeks Managing Director Appointed: 28 March 2013 B. App. Sc (Geology) Member of AusIMM Mark Bojanjac	Mr Milan Jerkovic is a qualifed geologist with postgraduate qualifcations in Mining & Mineral Economics with over 30 years of experience in the mining industry involving resource evaluation, operations, fnancing, acquisition, project development and general management. Mr Jerkovic was most recently the Chief Executive Offcer of Straits Resources Limited and has held positions with WMC, BHP, Nord Pacifc, Hargraves, Tritton and Straits Asia. Mr Jerkovic was the founding Chairman of Straits Asia Resources and is currently Executive Chairman of Blackham Resources Limited and a non-Executive Director of Metals X Limited. Mr Jerkovic was appointed Chairman of the Company on 1 August 2013 and is also a member of the Audit and Risk Committee. Mr Jerkovic has the following interest in Shares in the Company as at the date of this report – 10,418,899 ordinary shares. With 30 years’ mining industry experience, Mr Heeks was a founder of Exploration and Mining Consultants and has had previous experience with WMC, Newcrest, Newmont (US) and RSG Consulting. Mr Heeks has held senior roles in both mine management and exploration and is a Former General Manager – Technical for Straits Asia Indonesian Operations and Chief Technical Offcer for Adamus Resources Southern Ashanti Gold Operation. He has lived and worked in various countries around the world gaining extensive experience in South-East Asia and Indonesia in particular. Mr Heeks was appointed Managing Director of the Company on 28 March 2013 after the Takeover of Worldwide Mining Projects Ltd. Mr Heeks has the following interest in Shares in the Company as at the date of this report – 8,269,616 ordinary shares.
Non-Executive Director	Mr Bojanjac is a Chartered Accountant with over 20 years’ experience in
Appointed: 28 March 2013 B. Com	developing resource companies. Mr Bojanjac was a founding director of Gilt-Edged Mining Limited which discovered one of Australia’s highest
Member of ICAA	grade gold mines and was managing director of a public company which successfully developed and fnanced a 2.4m oz gold resource in Mongolia.
	He also co-founded a 3 million oz gold project in China.
	Mr Bojanjac was most recently Chief Executive Offcer of Adamus
	Resources Limited and oversaw its advancement from an early stage exploration project through its defnitive feasibility studies, and managed the debt and equity fnancing of its successful Ghanaian gold mine.
	Mr Bojanjac was appointed a Director of the Company on 28 March 2013
	after the Takeover of Worldwide Mining Projects Ltd.

He serves as Executive Chairman of Canadian explorer, PolarX Limited and is the Non-Executive Chairman of Kula Gold Limited.

Mr Bojanjac is also the Chairman of the Audit and Risk Committee.

Mr Bojanjac has the following interest in Shares in the Company as at the date of this report – 3,416,666 ordinary shares.

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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Name, Position Held & Qualifcation	Experience, Special Responsibilities & Other Directorships
Ian Clyne Non-Executive Director Appointed: 6 October 2016 Philippa Leggat Executive Director – Corporate Appointed: 13 January 2017 B. Com (Finance, Risk & Strategic Management) Member of AICD Matthew Smith	Mr Clyne has over 35 years’ experience in international banking having worked in senior executive positions in ten countries in Asia, Oceania, Australia and Europe. He has specialised in emerging markets and has held roles of President, Director, Managing Director and Chief Executive Offcer with universal banking operations that have extensive branch networks and large employee bases. Mr Clyne has successfully re- engineered banks in Indonesia, Italy, Poland and PNG. Mr Clyne held the role of Managing Director and Group CEO of Bank South Pacifc (BSP), based in Port Moresby (2008 – 2013). He undertook a major transformation program changing BSP from a typical emerging economy banking institution into an innovative, technology driven, modern bank. Under his leadership, the bank grew from having 400,000 accounts in PNG to over 1 million in PNG and 1.5 million across the Pacifc, including Fiji and the Solomon Islands, with a market capitalisation of $1.7 billion at the end of his term. Mr Clyne is also a member of the Audit and Risk Committee. Mr Clyne is currently a Non-Executive Director of Union Bank of Nigeria. Mr Clyne has the following interest in Shares in the Company as at the date of this report – 2,400,000 ordinary shares. Ms Leggat has extensive experience in corporate mining roles and also brings a new perspective to the Board having worked in several other industries where she has achieved successful corporate outcomes. Clients in the resource sector include MMG, Anglo-Gold Ashanti, Anglo Platinum and Xstrata. Ms Leggat is a corporate advisor and company director with over 15 years’ experience in assisting international organisations that operate in Africa, Asia, Australia and Europe. She has a strong background in corporate governance and fnance and a practical understanding of the issues faced by developed-world businesses operating in emerging economies. Ms Leggat’s experience covers; negotiations, mergers and acquisitions, fund raising, defning and executing business improvement strategies. Ms Leggat currently serves as a Non-Executive Director of Kula Gold Limited and was previously a Non-Executive Director of Parker Resources NL. Ms Leggat held no interest in Shares in the Company as at the date of this report.
Company Secretary	Mr Smith has over 15 years’ experience in the resource industry across
Appointed: 1 December 2016 B. Com (Accounting) Member of ICAA	a broad range of commodities including precious metals, industrials and bulk commodities. Mr Smith has worked for a range of companies operating in the Asia Pacifc region and most recently held the role of Chief Financial Offcer at ASX listed Kingsrose Mining Limited, with gold
	operations in Indonesia.
	Mr Smith is a Chartered Accountant with relevant industry experience on an array of fnancing transactions across debt and equity markets.
	Mr Smith also brings specialist knowledge in the areas of international
	taxation, corporate structuring, accounting and corporate governance.
	Mr Smith has previously held the role of Company Secretary at Straits
	Resources Limited and is currently a Non-Executive Director of Kula
	Gold Limited.
	Mr Smith held no interest in Shares in the Company as at the date of this
	report.

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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2 PRINCIPAL ACTIVITY

The principal activity of the Group is mineral development and exploration focussed on gold and copper deposits in Papua New Guinea and Cambodia.

During the year, the Group discontinued its operations in Fiji and classified its activity as held for sale. With the exception of this, there were no significant changes in the nature of this activity of the Group during the financial year.

3 OPERATING AND FINANCIAL REVIEW

A review of the operations and financial position of the Company during the year ended 31 December 2017, including details of the results of operations, changes to the state of affairs, and likely developments in the operation of the Company in subsequent financial years are set out in the Operations Review.

4 DIVIDENDS

No dividends were paid or declared during the financial year.

5 STATE OF AFFAIRS

There have not been any significant changes in the state of affairs of the Company during the financial year, other than those noted in the financial report.

6 EVENTS SUBSEQUENT TO REPORTING DATE

On 13 March 2018, the Company announced the results of the PFS for Woodlark. The results of the PFS demonstrate that Woodlark is a robust, low-cost, low stripping ratio operation that can deliver an average of 100koz Au per annum over 10 years.

The key highlights of the PFS were:

Annual production of 100Koz over 10-year mine life for 1.01Moz Au (incl. 51Koz Au Inferred);
Free milling ore, with recovery of 92% for first five years and 90% over mine life;
Up to 60% of gold recoverable by gravity;
Conventional 2.4Mt.pa CIL circuit optimised with upgraded ore from year three;
Head grade up to 1.63g/t Au in first years;
Low stripping ratio of 2.5:1 for first five years, 3.1:1 over mine life;
All in sustaining cost A$990/oz for first five years, A$1,110/oz over mine life;
Capital cost A$180m;
2.2-year, post-tax project payback;
Free cashflow over life of mine A$388m (pre-tax) and A$314m (post-tax) at A$1,650 gold price; and
Post-tax IRR 33%.

Along with the PFS, the Company also announced an Initial JORC 2012 Compliant Mineral Ore Reserve for Woodlark of 34.7 million tonnes at 0.99g/t Au for 1,101,600 ounces of gold; and a Mineral Resource Estimate for Woodlark of 47.04 million tonnes at 1.04g/t Au for 1,573,000 ounces of gold.

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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7 DIRECTORS’ INTERESTS AND BENEFITS

The relevant interest of each Director in the share capital as notified by the Directors to the Australian Stock Exchange in accordance with section 205G(1) of the Corporations Act 2001, at the date if this report is as follows:

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Direct Indirect
Name Shares Options Shares Options
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M Jerkovic	1,000,000	-	9,418,899	-
M Bojanjac	916,666	-	2,500,000	-
I Clyne	2,400,000	-	-	-
R Heeks	4,000,000	-	3,523,757	-
P Leggat	-	-	-	-

There were no unvested Performance Rights on issue to the Directors of the Company at the date of this report.

8 DIRECTORS’ MEETINGS

The number of Directors’ meetings (including meetings of committees) and the number of meetings attended by each of the Directors of the Company during the financial year are set out below:

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Directors Meetings Audit Committee Meetings
Name Attended Eligible to Attend Attended Eligible to Attend
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M Jerkovic	7	7	2	2
M Bojanjac	7	7	2	2
I Clyne	7	7	2	2
R Heeks	7	7	2	2
P Leggat	7	7	2	2

*Either in person, or by electronic means.

The Board of Directors takes ultimate responsibility for corporate governance. This includes the establishment of compensation arrangements for the Company’s Executive Directors and senior executives. It also includes the appointment and retirement of Non-Executive Directors, appointment of Auditors, monitoring key areas of business risk, maintenance of ethical standards and Audit Committees. The Board seeks independent professional advice as necessary in carrying out its duties and responsibilities.

9 LIKELY DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

The Group will continue to advance its development and exploration portfolio and seek to increase its tenement holdings by acquiring further projects.

10 ENVIRONMENT REGULATIONS

Entities in the Group are subject to normal environmental regulations in areas of operations in Papua New Guinea, Cambodia and in Fiji. There has been no breach of these regulations during the financial year, or in the period subsequent to the end of the financial year and up to the date of this report.

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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11 SHARE OPTIONS

There were 1,000,000 Options over unissued shares unexercised at 31 December 2017 (2016 – 2,688,768). During the financial year, the Company cancelled 1,688,768 unlisted Options over unissued shares and did not issue any shares on the exercise of unlisted Options. Since the end of the financial year, no unlisted Options have been cancelled or exercised.

Details of unlisted Options over unissued shares in the Company as at the date of this report are presented in the following table:

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Options on Issue Exercise Price Expiry Date
800,000 $2.50 Not later than 5-years after defining a JORC compliant ore reserve of over
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800,000	$2.50	Not later than 5-years after defning a JORC compliant ore reserve of over
		200,000oz Au on the Faddy’s Gold Deposit
200,000	$5.00	Not later than 10-years after defning a JORC compliant ore reserve of
		over 1,000,000oz Au on the Faddy’s Gold Deposit

Option holders do not have any rights to participate in any issues of shares or other interest in the Company or any other entity.

12 INSURANCE OF OFFICERS

The Company has paid a premium to insure the Directors and Company Secretary of the Group in respect of certain legal liabilities, including costs and expenses in successfully defending legal proceedings, whilst they remain as Directors and for seven years thereafter. The insurance contract prohibits the disclosure of the total amount of the premiums and a summary of the nature of the liabilities.

13 PROCEEDINGS ON BEHALF OF COMPANY

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

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

14 AUDITOR’S INDEPENDENCE DECLARATION

The auditor’s independence declaration for the year ended 31 December 2017 is set out on page 17.

15 AUDITOR

During the year, the following fees were paid or payable to the auditors of the Company for services provided by the auditor of the Company and its subsidiaries, its related practices and non-related audit firms:

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Audit Services Consolidated
2017 2016
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Audit Services	Consolidated 2017 2016
Greenwich & Co Audit and review of the fnancial report and other audit work under the Corporations Act 2001 Other non-audit services Ernst & Young Audit and review of the fnancial report for Kula Gold and other audit work under the Corporations Act 2001 Total	$ $ 30,000 37,131
	10,450 4,000
	26,500 -
	66,950 41,131

2017 ANNUAL REPORT

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DIRECTORS’ REPORT
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16 NON-AUDIT SERVICES

The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit service provided means that auditor independence was not compromised.

17 REMUNERATION REPORT - AUDITED

This report outlines the remuneration arrangements of the Group in accordance pursuant to the requirements of the Corporations Act 2001 and its regulations. This information has been audited as required under section 308(3) (c) of the Corporations Act 2001.

This report details the remuneration arrangements of the Group’s key management personnel (KMP), who are defined as those persons who have the authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any Director of Geopacific Resources Limited.

Details of the KMP of the Group during the reporting period are set out in the table below:

Name	Position
Non-Executive Directors Milan Jerkovic Mark Bojanjac Ian Clyne Executives	Non-Executive Chairman Non-Executive Director Non-Executive Director
Ron Heeks	Managing Director
Philippa Leggat	Executive Director - Corporate
Matthew Smith	Chief Financial Offcer & Company Secretary
Glenn Zamudio	General Manager - Projects
James Kerr	General Manager - Geology

There were no changes to KMP other than those noted above after the reporting date and before the date the financial report was authorised for issue.

Remuneration Governance

Due to the size and structure of the Board the Company does not have a separate Remuneration Committee. Remuneration matters are dealt with by the full Board, with Directors excluded from individual discussions as required. The Board will continue to assess the Company’s circumstances in determining whether the establishment of a separate Remuneration Committee is required.

The Board is responsible for reviewing and recommending the remuneration arrangements of the Group KMP each year and ensuring that the Group’s remuneration structures are aligned with the interests of the Company and its shareholders. This includes an annual remuneration review of base salary (including superannuation), short term incentives (STI) and long term incentives (LTI), including the appropriateness of performance hurdles.

Remuneration Consultants

During the reporting period, the Board engaged BDO Chartered Accountants to develop a comprehensive remuneration framework for the Company and to provide recommendations as defined in section 9B of the Corporations Act 2001.

Remuneration Overview and Strategy

The objective of the Group’s remuneration framework is to support the delivery of sustained shareholder value and to ensure rewards accurately reflect achievements in line with general market conditions. The strategy is designed to attract, motivate and retain high calibre individuals through the provision of remuneration packages that incorporate a balance of fixed and variable remuneration. In accordance with sound corporate governance practices, the structure of Non-Executive and Executive remuneration is separate and distinct.

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DIRECTORS’ REPORT
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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Executive Remuneration Framework

The Board’s objective is to reward Executives with a quantum and mix of remuneration commensurate with their position and responsibilities and that is competitive within the marketplace. With this in mind, the Company intends to remunerate Executives with a mix of both fixed and at risk, or variable, remuneration. Variable remuneration incorporates a balance of short, medium and long term incentives.

Fixed remuneration for Executives consists of base salary, superannuation and other non-cash benefits. It is designed to provide a base level of remuneration which is appropriate for the Executives position, reflecting the individuals’ skills, level of experience and responsibilities.

Variable remuneration, or performance linked remuneration, includes a combination of short, medium and long term incentives designed to provide an “at risk” reward in a manner which aligns with the creation of sustained shareholder value. All Executives are eligible to receive short, medium and long term incentives.

The following table provides a high level summary of the proposed remuneration framework:

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Fixed Remuneration linked to market Total fixed Remuneration for meeting role
remuneration rate of the role. remuneration requirements.
Variable Remuneration for delivering Short term Incentive for the achievement of
remuneration on key milestones which are incentive annual objectives.
Incentive designed to create value for Medium term Incentive for the achievement of
shareholders.
incentive sustained business value.
Variable Remuneration for the creation of Long term Reward for performance over
remuneration value for shareholders - directly incentive the long term.
Reward linked to shareholder returns.
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The proposed plan considers the use of a range of equity based instruments to deliver incentives to focus on the delivery of sustained shareholder value and to minimise the cash component of total remuneration. The framework will incorporate a 5% cap on total shares issued to Executives under plan.

Non-Executive Directors

Fees and payments to Non-Executive Directors reflect the demands, which are made on, and the responsibilities of the Directors. A review of Non-Executive Directors’ fees and payments is conducted annually. The Board may from time to time seek the advice of independent remuneration consultants to ensure Non-Executive Directors’ fees and payments are appropriate in the market setting.

The Chairman’s fees are determined independently to the fees of Non-Executive Directors based on comparative roles in market. The Chairman is not present at any discussions relating to determination of his own remuneration.

Directors’ fees

Non-Executive Directors’ fees are determined within an aggregate Directors’ fee pool limit, which is periodically recommended for approval by shareholders. The pool limit currently stands at $400,000 per year in aggregate as agreed at the 2012 Annual General Meeting.

A Director may also be paid fees or other amounts as the Directors determine, if a Director performs special duties or otherwise performs duties outside the scope of normal duties of a Director. A Director may also be reimbursed for out of pocket expenses incurred as a result of their directorship or any special duties.

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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Details of Remuneration

The tables below set of the details of the remuneration of the Groups’ KMP, pursuant to AASB 124 Related Party Disclosures.

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Share
Short Term Based
Benefits Post Employment Benefits Payments Share Based
31 December Payments as a
2017 Salaries Termination Percentage of
& Fees Bonus Superannuation Payments Rights Total Remuneration
$ $ $ $ $ $ %
Non-Executive Directors
M Jerkovic 95,000 - 9,025 - - 104,025 -
- - - -
M Bojanjac 60,000 5,700 65,700
- - - -
I Clyne 60,000 5,700 65,700
NED Sub-total 215,000 - 20,425 - - 235,425
Executive Directors
R Heeks 330,000 - - - - 330,000 -
- - -
P Leggat 190,346 50,000 18,083 258,429
Directors Sub-total 520,346 50,000 18,083 - - 588,429
Other KMP
M Smith 190,346 - 18,083 - - 208,429 -
G Zamudio 180,000 - 17,100 - - 197,100 -
J Kerr 180,000 - 17,100 - - 197,100 -
Other KMP Sub-total 550,346 - 52,283 - - 602,629
TOTAL 1,285,692 50,000 90,791 - - 1,426,483
Share
Short Term Based
Benefits Post Employment Benefits Payments Share Based
31 December Payments as a
2016 Salaries Termination Percentage of
& Fees Superannuation Payments Rights Total Remuneration
$ $ $ $ $ %
Non-Executive Directors
M Jerkovic 78,333 7,442 - 11,900 97,675 12
M Bojanjac 43,333 4,117 - 8,925 56,375 16
- - -
I Clyne [(i)] 12,769 1,213 13,982
NED Sub-total 134,435 12,772 - 20,825 168,032
Executive Directors
R Heeks 262,500 - - 47,600 310,100 15
Directors Sub-total 396,935 12,772 - 68,425 478,132
Other KMP
J Lewis [(ii)] 220,000 - 60,000 35,700 315,700 11
S Whitehead [(iii)] 125,382 10,517 - 8,925 144,824 6
M Smith [(iv)] 15,000 1,425 - - 16,425 -
- - -
P Leggat [(v)] 15,000 1,425 16,425
G Zamudio [(vi)] 15,000 1,425 - - 16,425 -
J Kerr [(vii)] 21,923 2,083 - - 24,006 -
Other KMP Sub-total 412,305 16,875 60,000 44,625 533,805
TOTAL 809,240 29,647 60,000 113,050 1,011,937
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(i) Mr I Clyne commenced 6 October 2016

(ii) Mr J Lewis resigned 30 November 2016

(iii) Mr S Whitehead resigned 30 November 2016

(v) Ms P Leggat commenced 1 December 2016 (vi) Mr G Zamudio commenced 1 December 2016

(vii) Mr J Kerr commenced 15 November 2016

(iv) Mr M Smith commenced 1 December 2016

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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Service Agreements

A summary of the key terms of the Director contracts with the Company are set out below:

Milan Jerkovic - Non-Executive Chairman

Directors Fees of $95,000 per annum, (increased from $75,000 per annum on 1 November 2016);
Statutory superannuation contributions;
Eligible to participate in the long-term incentive schemes offered by the Company; and
No Notice Period.

Mark Bojanjac - Non-Executive Director

Directors Fees of $60,000 per annum (increased from $40,000 per annum on 1 November 2016);
Statutory superannuation contributions;
Eligible to participate in the long-term incentive schemes offered by the Company; and
No Notice Period.

Ian Clyne - Non-Executive Director

Directors Fees of $60,000 per annum (increased from $40,000 per annum on 1 November 2016);
• Statutory superannuation contributions;
Eligible to participate in the long-term incentive schemes offered by the Company; and
• No Notice Period.

Ron Heeks – Managing Director

Consulting Fees of $330,000 per annum (increased from $240,000 per annum on 1 October 2016);
Eligible to participate in the long-term incentive schemes offered by the Company; and
Six months plus an additional one month for each year of service.

Philippa Leggat – Executive Director - Corporate

Salary of $180,000 per annum
Eligible to participate in the long-term incentive schemes offered by the Company; and
Four months plus an additional one month for each year of service.

Short-term Incentives

A completion bonus of $50,000 was paid to Ms Philippa Leggat during the period in relation to the completion of the Woodlark Joint Venture Agreement with Kula Gold.

No other bonus payments were made to Directors of the Company or other KMP of the Group during the period.

Long-term Incentives - Share-based Compensation

No long term incentives were granted to Directors of the Company or other KMP of the Group during the period.

Options

No Options over ordinary shares in the Company were provided as remuneration to Directors of the Company or KMP of the Group during the period.

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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Performance Rights

No Performance Rights over ordinary shares in the Company were granted as remuneration to Directors of the Company or KMP of the Group during the year. The following table outlines the Performance Rights granted or vested to the Directors of the Company and other KMP of the Group.

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Name Performance Rights Granted Performance Rights Vested
During the Year During the Year
2017 2016 2017 2016
Directors
M Jerkovic - - - 500,000
- - -
M Bojanjac 375,000
- - - -
I Clyne
R Heeks - - - 2,000,000
- - - -
P Leggat
Subtotal - - - 2,875,000
Other KMP
J Lewis - - - 1,500,000
S Whitehead - - - 375,000
M Smith - - - -
G Zamudio - - - -
J Kerr - - - -
Subtotal - - - 1,875,000
TOTAL - - - 5,125,000
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The fair value of the Performance Rights is measured at grant date and allocated equally over the period from grant date to vesting date. This allocation is reflected in the Share Based Payments column of the remuneration tables.

The fair value at grant date is independently determined using a Black-Scholes option pricing model that takes into account:

the exercise price of the Performance Right;
the term of the Performance Right;
the impact of dilution;
the share price at grant date;
the expected price volatility of the underlying share;
the expected dividend yield; and
the risk-free interest rate for the term of the Performance Right.

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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Equity Instrument Disclosures Relating to KMP

Options

There were no Options over Ordinary Shares in the Company held during the financial year by Directors of the Company or other KMP of the Group.

Performance Rights

There were no Performance Rights over Ordinary Shares in the Company held during the financial year by Directors of the Company or other KMP of the Group.

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31 December Opening Balance Granted During Vested During Closing Balance
2016 1 January 2016 the Year the Year 31 December 2016
Directors
M Jerkovic 500,000 - 500,000 -
- -
M Bojanjac 375,000 375,000
- - - -
I Clyne
R Heeks 2,000,000 - 2,000,000 -
Subtotal 2,875,000 - 2,875,000 -
Other KMP
J Lewis 1,500,000 - 1,500,000 -
S Whitehead 375,000 - 375,000 -
M Smith - - - -
- - - -
P Leggat
G Zamudio - - - -
J Kerr - - - -
Subtotal 1,875,000 - 1,875,000 -
TOTAL 4,750,000 - 4,750,000 -
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DIRECTORS’ REPORT
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17 REMUNERATION REPORT – AUDITED (CONTINUED)

Ordinary Shares

The number of Ordinary Shares in the Company held during the financial year by each Director of the Company and other KMP of the Group, including their personally related parties, are as follows:

31 December 2017	Opening Balance 1 January 2017	Issued on Vesting of Performance Rights	Shares Acquired on Market	Held at Resignation	Closing Balance 31 December 2017
Directors M Jerkovic M Bojanjac I Clyne R Heeks P Leggat Subtotal	10,418,899 3,416,666 - 7,523,757 - 21,359,322	- - - - - -	- - 2,400,000 - - 2,400,000	- - - - - -	10,418,899 3,416,666 2,400,000 7,523,757 - 23,759,322
Other KMP
M Smith	-	-	-	-	-
G Zamudio	1,000,000	-	-	-	1,000,000
J Kerr	-	-	-	-	-
Subtotal	1,000,000	-	-	-	1,000,000
TOTAL	22,359,322	-	2,400,000	-	24,759,322
31 December 2016	Opening Balance 1 January 2016	Issued on Vesting of Performance Rights	Shares Acquired on Market	Held at Resignation	Closing Balance 31 December 2016
Directors M Jerkovic M Bojanjac I Clyne R Heeks Subtotal	8,756,108 3,041,666 - 5,523,757 17,321,531	500,000 375,000 - 2,000,000 2,875,000	1,162,791 - - - 1,162,791	- - - - -	10,418,899 3,416,666 - 7,523,757 21,359,322
Other KMP
J Lewis	4,548,814	1,500,000	-	6,048,814	-
S Whitehead	375,000	375,000	-	750,000	-
M Smith	-	-	-	-	-
P Leggat	-	-	-	-	-
G Zamudio(i)	-	-	1,000,000	-	1,000,000
J Kerr	-	-	-	-	-
Subtotal	4,923,814	1,875,000	1,000,000	6,798,814	1,000,000
TOTAL	22,245,345	4,750,000	2,162,791	6,798,814	22,359,322

(i) G Zamudio – represents shares held at commencement of employment on 1 December 2016.

END OF REMUNERATION REPORT

The Directors Report, including the Remuneration Report, is signed in accordance with a resolution of the Directors:

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Ron Heeks Managing Director Perth, Australia 29 March 2018

2017 ANNUAL REPORT

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AUDITOR’S INDEPENDENCE DECLARATION
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INDEPENDENT AUDITORS’ REPORT
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INDEPENDENT AUDITORS’ REPORT
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INDEPENDENT AUDITORS’ REPORT
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DIRECTORS’ DECLARATION
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In the opinion of the Directors:
(a) Corporations Act 2001 , including:
- (i) and of its performance for the year ended on that date; and
- (ii) complying with the Australian Accoun�ng Standards (including the Australian Accoun�ng Interpreta�ons) and Corpora�ons Regula�ons 2001 .
(b) disclosed in Note 1.
(c) subject to the ma�ers set out in Note 1 to the Financial Statements, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declara�on has been made a�er receiving the declarations required to be made to the Directors in accordance with sec�on 295 of the Corporations Act 2001 for the financial year ended 31 December 2017.

On behalf of the Board

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Ron Heeks Managing Director

Perth, Australia 29 March 2018

2017 ANNUAL REPORT

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CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2017
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	Consolidated
	2017 2016
Note	$ $
Revenue from continuing operations 5 Administration expenses Consultancy expense Depreciation expense 14 Employee benefits expense Occupancy expenses Loss before income tax Income tax expense 8 Loss after tax from continuing operations Loss after tax from discontinued operation (attributable to equity holders of the company) 31 Loss for the period Loss for the year attributable to: Non-controlling interest Owners of the parent Other comprehensive income Exchange differences on translating foreign controlled entities Other comprehensive income for the year, net of tax Total comprehensive income for the year attributable to members of the parent entity Total comprehensive income attributable to: Non-controlling interest 21(b) Owners of the parent	104,313 50,648
	(394,158) (162,580) (1,133,527) (936,589) (26,952) (61,142) (1,234,397) (654,522) (152,448) (161,895)
	(2,941,482) (1,976,728)
	(2,837,169) (1,926,080) (28,395) (2,218,897)
	(2,865,564) (4,144,977)
	(345,621) -
	(3,211,185) (4,144,977) (32,399) - (3,178,786) (4,144,977)
	(3,211,185) (4,144,977) (1,821,975) 195,410
	(1,821,975) 195,410
	(5,033,160) (3,949,567)
	52,894 - (5,086,054) (3,949,567)
	(5,033,160) (3,949,567)

2017 ANNUAL REPORT

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CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2017
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	Consolidated
	2017 2016
Note	$ $
Total comprehensive income for the period a�ributable to owners of the parent arises from Con�nuing operations Discon�nued operations Earnings per share (cents) for proft from con�nuing operations a�ributable to the ordinary equity holders of the company: Basic earnings per share 25 Diluted earnings per share 25 Earnings per share (cents) for proft a�ributable to the ordinary equity holders of the company: Basic earnings per share 25 Diluted earnings per share 25	(4,740,433) (3,949,567) (345,621) -
	(5,086,054) (3,949,567) (0.21) (0.45) (0.21) (0.45) (0.23) (0.45) (0.23) (0.45)

should be read in conjunc�on with the accompanying notes.

2017 ANNUAL REPORT

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2017
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	Consolidated
	2017 2016
Note	$ $
Current Assets Cash and cash equivalents 9 Trade and other receivables 10 Assets classified as held for sale 11 Inventory Total Current Assets Non-Current Assets Trade and other receivables 10 Exploration and evaluation expenditure 12(a) Prepayment 12(b) Property, plant and equipment 14 Total Non-Current Assets TOTAL ASSETS Current Liabilities Trade and other payables 15 Provisions 16 Total Current Liabilities Non-Current Liabilities Deferred tax liabilities 8 Provisions 16 Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS Equity Issued capital 17 Reserves 18 Accumulated losses Total equity attributable to equity holders Non-controlling interest 21(b) Total Equity	6,765,343 11,469,015 155,540 2,265,486 4,831,070 - 280,802 -
	12,032,755 13,734,501
	602,503 - 63,781,365 33,200,336 - 13,679,845 696,016 100,063
	65,079,884 46,980,244
	77,112,639 60,714,745
	1,797,045 573,122 317,144 10,184
	2,114,189 583,306
	474,749 2,218,897 173,714 -
	648,463 2,218,897
	2,762,652 2,802,203

	74,349,987 57,912,542
	94,432,822 74,671,129 (394,903) 1,427,070 (21,364,443) (18,185,657)
	72,673,476 57,912,542 1,676,511 -
	74,349,987 57,912,542

The above statement of financial position should be read

in conjunction with the accompanying notes.

2017 ANNUAL REPORT

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2017
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Total Equity $	57,912,542	- 20,369,749 (608,056) 1,708,910 (5,033,158)	74,349,987	47,143,679	- 15,050,000 (477,943) 146,373 (3,949,567)	57,912,542
Non- Controlling Interest $	-	- - - 1,708,910 (32,399)	1,676,511	-	- - - - -	-
	57,912,542	- 20,369,749 (608,056) - (5,000,759)	72,673,476	47,143,679	- 15,050,000 (477,943) 146,373 (3,949,567)	57,912,542
Total Attributable to Owners of Parent $

Accumulated Losses $	(18,185,657)	- - - - (3,178,786)	(21,364,443)	(14,040,680)	- - - - (4,144,977)	(18,185,657)
Foreign Currency Translation Reserve $	637,232	- - - - (1,821,973)	(1,184,741)	441,822	- - - - 195,410	637,232
Share Based Payments Reserve $	789,838	- - - - -	789,838	643,465	- - - 146,373 -	789,838
Issued Capital $		- 20,369,749 (608,056) - -	94,432,822

2017 ANNUAL REPORT

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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2017
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	Consolidated
	2017 2016
Note	$ $
CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees Interest received Net Cash Used In Operating Activities 29(c) CASH FLOWS FROM INVESTING ACTIVITIES Payments for plant and equipment Exploration expenditure Loans to related parties Cash acquired on acquisition of a subsidiary Net Cash Used In Investing Activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from share issues (net of costs) Transactions with non-controlling interests Net Cash From Financing Activities NET DECREASE IN CASH AND CASH EQUIVALENTS Cash and cash equivalents at beginning of the financial year CASH AND CASH EQUIVALENTS AT END OF THE FINANCIAL YEAR	(3,955,909) (3,591,465) 104,313 50,651
	(3,851,596) (3,540,814)
	(30,029) (10,359) (3,915,971) (12,140,870) (7,146,466) - 254,605 -
	(10,837,861) (12,151,229)
	10,066,962 14,572,057 (81,178) -
	9,985,784 14,572,057
	(4,703,673) (1,119,986) 11,469,016 12,589,002
	6,765,343 11,469,016

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

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Geopacific Resources Limited (‘the Company’) is a listed public company domiciled in Australia. The consolidated financial report of the Company for the financial year ended 31 December 2017 comprises the Company and its controlled entities (together referred to as the ‘Group’).

The separate financial statements of the parent entity, Geopacific Resources Limited, have not been presented within this financial report as permitted by the Corporation Act 2001 .

The financial report was authorised for issue by the directors on 29 March 2018.

Basis of preparation

The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and the Corporations Act 2001 . The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards.

Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the financial statements and the notes thereto also comply with International Financial Reporting Standards.

Material accounting policies adopted in the preparation of these financial statements are presented below and have been consistently applied unless otherwise stated.

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

Going Concern

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

During the year ended 31 December 2017, the Group incurred a net loss after tax of $3,211,185. At 31 December 2017, the Group had net assets of $74,349,987 and a working capital surplus of $9,918,566.

Whilst the Group has cash on hand of $6,765,343 at 31 December 2017, the Group’s future cash flow forecast for the year ended 31 December 2018 reflects that the Group will require additional funding over that period in order to meet the Group’s stated strategic objectives.

These conditions indicate the existence of a material uncertainty that may cast a significant doubt about the Group’s ability 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.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Going Concern (continued)

The Directors have considered the funding and operational status of the business in arriving at their assessment of going concern and believe that the going concern basis of preparation is appropriate based on:

The Group’s ability to raise funds from external sources to meet ongoing development, exploration and working capital requirements, as demonstrated by the capital raising of $10.5 million during the 2017 financial year ended; and
The Group’s ability to manage the timing of cash flows to meet the obligations of the business as and when they fall due.

Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities at amounts that differ to those stated in the financial report.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, nor to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts nor to the amounts and classification of liabilities that might be necessary should the Company not continue as a going concern.

Standards and Interpretations affecting amounts reported in the current period (and/or prior periods)

The Group has adopted all applicable new and revised Standards and Interpretations in the current year and these standards have not significantly impacted the recognition, measurement and disclosure of the Group and its consolidated financial statements for the financial year ended 31 December 2017.

New Accounting Standards for application in future periods

The AASB has issued new and amended accounting standards and interpretations that have mandatory application dates for future reporting periods and which the Group has decided not to early adopt. These standards and interpretations will not materially impact on the Group’s financial statements.

Significant accounting policies

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) Cash and cash equivalents

Cash and short-term deposits in the consolidated statement of financial position comprise cash at bank and on 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.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(b) 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 from the proceeds.

(c) Employee benefits

Wages, salaries and annual leave

Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be wholly settled within 12-months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. The liabilities are measured at the amounts expected to be paid when they are settled. All other amounts are considered other long term benefits for measurement purposes and are measured at the present value of expected future payments to be made in respect to services provided by employees.

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

Share-based payments

The fair value of performance rights and options granted to Directors and employees is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options.

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

The fair value of the options granted is adjusted to reflect market vesting conditions, but excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. At each year end, the Company revises its estimate of the number of options that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate.

Upon the exercise of options, the balance of the share-based payments reserve relating to those options is transferred to share capital and the proceeds received, net of any directly attributable transaction costs, are credited to share capital.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(d) Financial Instruments

Initial recognition and measurement

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

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

Derecognition

Financial assets are derecognised when the right to receive cash flows from the financial assets have expired or been transferred. Financial liabilities are derecognised when the related obligations are either transferred, discharged or expired. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.

Classification and subsequent measurement

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

Financial assets are categorised as either financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments or available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Designation is re-evaluated at each financial year end, but there are restrictions on reclassifying to other categories.

(i) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are carried at amortised cost using the effective interest method. Gain or losses are recognized in profit or loss through the amortisation process and when the financial asset is derecognised.

(ii) Financial liabilities

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

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(d) Financial Instruments (continued)

The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognised in equity will be transferred to issued capital. Where the conversion option remains unexercised at the maturity date of the convertible note, the balance recognised in equity will be transferred to accumulated losses within equity.

No gain or loss is recognised in profit or loss upon conversion or expiration of the conversion option.

Transaction costs that relate to the issue of the convertible notes are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognised directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortised over the lives of the convertible notes using the effective interest method.

Impairment

At the end of each reporting period, the Group assesses whether there is objective evidence that a financial asset has been impaired. A financial asset (or a group of financial assets) is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events (a “loss event”) having occurred, which has an impact on the estimated future cash flows of the financial asset(s).

In the case of financial assets carried at amortised cost, loss events may include: indications that the debtors or a group of debtors are experiencing significant financial difficulty, default or delinquency in interest or principal payments; indications that they will enter bankruptcy or other financial reorganisation; and changes in arrears or economic conditions that correlate with defaults.

For financial assets carried at amortised cost (including loans and receivables), a separate allowance account is used to reduce the carrying amount of financial assets impaired by credit losses. After having taken all possible measures of recovery, if management establishes that the carrying amount cannot be recovered by any means, at that point the written-off amounts are charged to the allowance account or the carrying amount of impaired financial assets is reduced directly if no impairment amount was previously recognised in the allowance account.

When the terms of financial assets that would otherwise have been past due or impaired have been renegotiated, the Group recognises the impairment for such financial assets by taking into account the original terms as if the terms have not been renegotiated so that the loss events that have occurred are duly considered.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(e) Foreign currency transactions and balances

Functional and presentation currency

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

Transactions and balances

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

Group companies

The financial results and position of foreign operations, whose functional currency is different from the Group’s presentation currency, are translated as follows:

assets and liabilities are translated at year-end exchange rates prevailing at reporting date;
income and expenses are translated at average exchange rates for the period; and
retained earnings are translated at the exchange rates prevailing at the date of the transaction.

Exchange differences arising on translation of foreign operations are transferred directly to the Group’s foreign currency translation reserve in the statement of changes in equity. These differences are recognised in the statement of comprehensive income in the period in which the operation is disposed.

(f) Goods and Services Tax (GST) & Value Added Tax (VAT)

Revenues, expenses and assets are recognised net of the amount of associated GST or VAT, unless the GST or VAT incurred is not recoverable from the taxation authority. In this case, the GST or VAT is recognised as part of the cost of acquisition of the asset or as part of the expense.

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

Cash flows are presented on a gross basis. The GST or VAT components of cash flows arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flows.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(g) Impairment of assets

Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.

(h) Interests in Joint Arrangements

Joint arrangements represent the contractual sharing of control between parties in a business venture where unanimous decisions about relevant activities are required. Separate joint venture entities providing joint venturers with an interest to net assets are classified as a joint venture and accounted for using the equity method.

Joint venture operations represent arrangements whereby joint operators maintain direct interests in each asset and exposure to each liability of the arrangement. The consolidated group’s interests in the assets, liabilities, revenue and expenses of joint operations are included in the respective line items of the consolidated financial statements.

Gains and losses resulting from sales to a joint operation are recognised to the extent of the other parties’ interests. When the consolidated group makes purchases from a joint operation, it does not recognise its share of the gains and losses from the joint arrangement until it resells those goods/assets to a third party.

(i) Income tax

The income tax expense or revenue for the year is the tax payable on the current year’s taxable income based on the notional income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability.

No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(j) Loss per share

Basic loss per share

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

Diluted loss per share

Diluted loss per share adjusts the figures used in the determination of basic loss per share to take into account the after tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

(k) Mineral Tenements and Deferred Mineral Exploration Expenditure

Exploration and evaluation expenditure is carried forward as an asset when rights to tenure are current; and:

such costs are expected to be recouped through the successful development and exploitation of the area of interest, or by its sale; or
exploration activities in the area of interest have not reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active or significant operations in, or in relation to, the area of interest are continuing.

In the event that an area of interest is abandoned or if the Directors consider the expenditure to be of reduced value, accumulated costs carried forward are written off or impaired in the year in which that assessment is made. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Immediate restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are treated as exploration and evaluation expenditure. Exploration activities resulting in future obligations in respect of restoration costs result in a provision to be made by capitalising the estimated costs, on a discounted cash basis, of restoration and depreciating over the useful life of the asset. The unwinding of the effect of the discounting on the provision is recorded as a finance cost in the statement of comprehensive income.

(l) Plant and equipment

Plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

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

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(l) Plant and equipment (continued)

Depreciation on assets is calculated using the straight-line or diminishing value method to allocate their cost or revalued amounts, net of their residual values, over their estimated useful lives, as follows:

Plant and equipment 5% - 37.5%
� Computer software 25% � Motor vehicles 25%
Furniture and fittings 7% - 20%

The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, at each reporting date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected to arise from the continued use of the asset.

Any gains or loss on the derecognition of an asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) are included in the statement of comprehensive income in the period the item is derecognised. When revalued assets are derecognised, amounts recorded in other reserves in respect of those assets are transferred to retained earnings.

(m) Inventory

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out method as all inventory at year-end are parts and supplies, which are consumed in the normal course of operations. Net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion and selling expenses.

Company policy is to recognise major stock items consisting of diesel, cements, chemicals, piping, lubricants and other fuel-based products as assets at period-end based on inventory counts conducted. Minor stock items consisting of small equipment parts, minor lubricants and other related materials are immediately expensed out and capitalized as part of deferred exploration expenditures which is included under intangible assets.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(n) Principles of consolidation

The consolidated financial statements comprise the financial statements of Geopacific Resources Limited and its controlled entities, referred to collectively throughout these financial statements as the “Group”. Controlled entities are consolidated from the date on which control commences until the date that control ceases.

The financial statements of the controlled entities are prepared for the same reporting period as the parent company using consistent accounting policies. Adjustments are made to bring into line and dissimilar accounting policies that may exist.

The balances and effects of transactions between controlled entities included in the consolidated financial statements have been fully eliminated.

Non-controlling interest

Non-controlling interests are allocated their share of net profit or loss after tax in the income statement and are presented within equity in the consolidated statement of financial position, separately from the equity of the owners of the parent. Losses are attributed to the non-controlling interests even if that results in a deficit balance.

Discontinued operations

A discontinued operation is a component of an entity that either has been disposed of, or is classified as held for sale and:

represents a separate major line of business or geographical area of operations;
is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations.

Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the criteria to be classified as held for sale.

(o) Available for sale assets

Assets and disposal groups are classified as ‘held for sale’ if their carrying amount is to be recovered principally through a sales transaction rather than through continuing use. The reclassification takes place when the assets are available for immediate sale and the sale is highly probably. Non-current assets held for sale are measured at the lower of carrying amount and fair value less costs to sell. Assets held for sale are not depreciated or amortised.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(p) Revenue recognition

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

Sale of Goods and Disposal of Assets

Revenue from the sale of goods and disposal of other assets is recognised when the significant risks and rewards of ownership have passed to the buyer and can be reliably measured.

Interest Revenue

Revenue is recognised as the interest accrues using the effective interest method.

Rental Income

Rental Income is recognised on a straight-line basis over the lease term.

(q) Comparative figures

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

(r) Leases

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the statement of comprehensive income on a straight-line basis over the period of the lease.

(s) Provisions

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

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

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(t) Business combinations

The acquisition method of accounting is used to account for all business combinations regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values 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 asset or liability resulting from a contingent consideration arrangement and the fair value of any preexisting 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.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree over the fair value 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 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.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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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 have the 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 listed investments and the current nature of the business activity does not result in trading receivables. The receivables that the Group recognises through the normal course of business are short term in nature and the most significant (in quantity) is the receivable from security deposits for tenements. The risk of non-recovery of receivables from this source is considered to be negligible.

Cash deposits

The Group’s primary banker is the ANZ Banking Group. 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 has 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.

(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.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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2 FINANCIAL RISK MANAGEMENT (CONTINUED)

(c) Market risk (continued)

Foreign exchange risk

The Group operates in Australia, Papua New Guinea, Cambodia and Fiji and is exposed to foreign exchange risks arising from the fluctuation of the exchange rates of the Australian dollar, United States dollar, the Fijian dollar and the PNG Kina. The Group has no further material foreign currency dealings other than the above.

Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group does not have a formal foreign currency risk management policy however, it monitors its foreign currency expenditure in light of exchange rate movements.

Interest rate risk

The Group has significant interest bearing assets and 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. No financial instruments have been used to mitigate risk (Note 28 – Financial Instruments).

(d) Capital management

The Board’s policy is to maintain a sound 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).

The Group’s objectives when managing capital is to safeguard the Group’s ability to continue as a going concern, so as to maintain a strong capital base sufficient to maintain future exploration and development of its projects. In order to maintain or adjust the capital structure, the Group may return capital to shareholders, issue new shares or sell assets to reduce debt. The Group’s focus has been to raise sufficient funds through equity to fund exploration and evaluation activities.

There were no changes in the Group’s approach to capital management during the year. Risk management policies and procedures are established with regular monitoring and reporting. Neither the Company nor any of its controlled entities are subject to externally imposed capital requirements.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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3 CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

Estimates and judgments are continually evaluated and are based on historical experience and other factors including expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results.

Key judgments

Exploration and evaluation expenditure

The Company’s policy in relation to the accounting for exploration and evaluation expenditure is stated in Note 1(k). There is judgment involved in determining the treatment of exploration and evaluation expenditure, more specifically, in determining whether it should be carried forward as capitalised exploration, or written off to the income statement.

The Board and management give due consideration to the areas of interest relating to the exploration and evaluation expenditure on a regular basis and are confident that decisions to either write off or carry forward such expenditure reflect fairly the prevailing situation. In the year ended 31 December 2017, no exploration and evaluation expenditure was written off (2016: nil).

Assets held for sale

Assets Held for Sale are measured at fair value, factoring in any estimated costs of sale. If the fair value at reporting date is lower than the carrying value, an impairment for the difference is recognised in the Company’s accounts. The board and management consider the carrying amount to be less than the fair value of the asset held for sale less costs of disposal. At 31 December 2017 the net assets of the Companies being sold was $4.83M as stated in Note 11. No impairment was reported for the year ended 31 December 2017.

Acquisition of Kula

The directors of Geopacific consider the acquisition of Kula Gold Limited (“Kula”) a business combination as it involved the acquisition of 85% of the issued capital of Kula. The business combination has been disclosed in Note 30.

Key Estimates

Share based payments

The Group measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an internal valuation using a Black-Scholes option pricing model. Refer Note 24 for details of estimates and assumptions used.

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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4 PARENT COMPANY INFORMATION

The following information has been extracted from the books and records of the parent and has been prepared in accordance with Accounting Standards.

STATEMENT OF FINANCIAL POSITION Assets Current assets Non-current assets Total Assets Liabilities Current liabilities Non-current liabilities Total Liabilities Equity Issued capital Share based payments reserve Accumulated losses Total Equity STATEMENT OF COMPREHENSIVE INCOME Total profit/(loss) TOTAL COMPREHENSIVE LOSS	Parent
	2017 2016
	$ $
	6,438,480 11,307,015 72,814,479 52,066,718
	79,252,959 63,373,733
	906,388 472,751 789,122 446,353
	1,695,510 919,104
	94,432,821 74,671,128 789,838 789,838 (17,665,210) (13,006,337)
	77,557,449 62,454,629
	(4,658,873) 313,604
	(4,658,873) 313,604

Guarantees

Geopacific Resources Limited has not entered into any guarantees, in relation to the debts of its subsidiaries. The Company has a guarantee of $82,000 over the lease of its office premises. This has been classified as restricted cash.

Contingent liabilities

At 31 December 2017, Geopacific Resources Limited had no contingent liabilities (2016: nil).

Contractual commitments

At 31 December 2017, Geopacific Resources Limited had not entered into any contractual commitments for the acquisition of property, plant and equipment (2016: nil).

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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5 REVENUE

Interest income – financial institutions Total revenue

Consolidated	Consolidated
2017	2016
$	$
104,313	50,648
104,313	50,648

6 LOSS BEFORE INCOME TAX

Loss before income tax includes the following specific expenses: Contributions to defined superannuation funds

	Consolidated	Consolidated
	2017	2016
	$	$
	156,071	58,135

7 REMUNERATION OF AUDITORS

The Auditor of Geopacific Resources Limited is Greenwich and Co Audit Pty Ltd.

Amounts received or receivable - Greenwich & Co Audit Pty Ltd for: - An audit or review of the financial report - Tax Services Total	Consolidated
	2017 2016
	$ $
	30,000 37,131 10,450 4,000
	40,450 41,131

The Auditor of Kula Gold Limited, a controlled entity, is Ernst & Young.

Amounts received or receivable – Ernst & Young for: - An audit or review of the financial report Total	Consolidated
	2017 2016
	$ $
	26,500 -
	26,500 -

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
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8 INCOME TAX

(a) The components of the income tax expense/(benefit) comprise:

Current tax Deferred tax Total tax expense / (benefit) Total tax expense is attributable to: Profit from continuing operations Profit from discontinued operation Total tax expense ) Reconciliation of income tax to prima facie tax payable: Net loss before tax Loss from discontinued operation Prima facie tax at 30% Adjusted for the tax effect of: Non-deductible share based payments Exploration costs Other non-deductible expenses Effect of current year tax losses not recognised Deferred tax assets not brought to account Effect of prior period deferred tax recognised Foreign exchange on opening deferred tax balances Total tax expense	Consolidated
	2017 2016
	$ $
	- - 292,838 2,218,897
	292,838 2,218,897
	28,395 2,218,897 264,443 -
	292,838 2,218,897

	Consolidated
	2017 2016
	$ $
	(2,837,168) (1,926,080) (81,178) -
	(2,918,346) (1,926,080)
	(875,504) (577,824) - 43,911 - - 1,349 958 2,264,553 787,069 - - (1,109,861) 1,964,783 48,338 -
	328,875 2,218,897

(b) Reconciliation of income tax to prima facie tax payable:

2017 ANNUAL REPORT

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8 INCOME TAX (CONTINUED)

(c) Deferred tax:

Deferred tax:
Deferred tax assets: Business related costs Employee entitlements Tax losses Total before offset Offset by deferred tax liabilities Total deferred tax assets after offset Deferred tax liabilities: Exploration and evaluation expenditure Total before offset Offset by deferred tax assets Total deferred tax liabilities after offset	Consolidated
	2017 2016
	$ $
	227,266 339,714 139,223 3,055 7,020,993 -
	7,387,481 342,769 (7,387,481) (342,769)
	- -
	7,862,230 2,561,666
	7,862,230 2,561,666 (7,387,481) (342,769)
	474,749 2,218,897

(d) Deferred tax assets not recognised:

Deferred tax assets not recognised Tax losses - current year Tax losses - prior years Tax losses - on acquisition of Kula Total tax expense / (benefit)	Consolidated
	2017 2016
	$ $
	2,264,553 789,069 4,615,883 3,826,814 36,427,611 -
	43,308,047 4,615,883

Deferred tax assets relating to tax losses have only been recognised in Papua New Guinea to the extent of the deferred tax liability balance.

The deferred tax asset relating to the remainder of the Group have not been recognised in the current reporting period as the Director’s do not believe the realisation is probable at this point in time.

9 CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS
Current Restricted cash Cash at bank Total Cash and Cash Equivalents	Consolidated
	2017 2016
	$ $
	82,000 - 6,683,343 11,469,015
	6,765,343 11,469,015

2017 ANNUAL REPORT

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10 TRADE AND OTHER RECEIVABLES

Current Security deposits Sundry debtors Other receivables GST receivable Loan receivable Total Current Trade and Other Receivables Non-Current VAT receivable Total Non-Current Trade and Other Receivables 11 ASSETS CLASSIFIED AS HELD FOR SALE Current Assets held for sale Movement during the year Carrying value - beginning of the year Transfer from exploration expenditure Other net liabilities Carrying value - end of the year	Consolidated
	2017 2016
	$ $
	9,577 125,391 84,009 24,823 - 1,402,668 - 712,604 61,954 -
	155,540 2,265,486
	602,503 -
	602,503 -

	Consolidated
	2017 2016
	$ $
	4,831,070 - - - 6,639,151 - (1,808,081) -
	4,831,070 -

The board and management after due consideration have determined that the fair value of the asset held for sale is the value of the net assets of the Companies being sold, which at 31 December 2017 was $4.83M. The other net liabilities consists mainly of the deferred tax liability offset by some cash and other receivables.

Impairment

Any impairment loss on a disposal group is allocated to remaining assets and liabilities on a pro rata basis, except that no loss is allocated to financial assets, deferred tax assets and employee benefit assets which will be measured in accordance with Geopacific accounting policies.

Management has deemed that no impairment was necessary as at 31 December 2017 regarding the asset held for sale.

2017 ANNUAL REPORT

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12 EXPLORATION EXPENDITURE

(a) Capitalised explora�on expenditure carried forward Non-current Movement during the year Carrying value - beginning of the year Acquired on acquisi�on Addi�ons Transfer from prepayments Transfer to assets held for sale Carrying value - end of the year	Consolidated
	2017 2016
	$ $
	63,781,365 33,200,336 33,200,336 26,157,372 19,583,649 - 3,956,686 7,042,964 13,679,845 - (6,639,151) -
	63,781,365 33,200,336

During the year, the Company did not expense any previously capitalised explora�on expenditure (2016: nil).

As outlined in Note 19, the Company renego�ated the payment schedule with Vendors for the acquisi�on of Golden Resource Development Co.

Under the revised terms, one final payment of US$1.575 million is due at comple�on of a bankable feasibility study for the Kou Sa Project, along with a 2% royalty on produc�on capped at $8.425 million. Therefore no prepayment exists at 31 December 2017 and all expenses rela�ng to the Kou Sa Project are shown as capitalised exploration.

for these assets commenced. The associated assets and liabili�es were consequently transferred to assets held for sale as disclosed in Note 11.

(b) Prepayment Non-current Movement during the year Carrying value - beginning of the year Addi�ons Transfer to explora�on expenditure Carrying value - end of the year	Consolidated
	2017 2016
	$ $
	- 13,679,845 13,679,845 8,581,940 - 5,097,905 (13,679,845) -
	- 13,679,845

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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13 JOINT ARRANGEMENTS

Interest in Joint Operations: Raki Raki (Fiji) Joint Venture Geopacific Resources Limited has a 50% interest in Joint Venture with Peninsula Energy Limited. Current Assets Assets classified as held for sale Total	Consolidated
	2017 2016
	$ $
	962,004 985,661
	962,004 985,661

The Raki Raki Joint Venture is a Fijian based project that Geopacific holds that makes up part of the valuation of the assets held for sale as disclosed in Note 11.

14 PLANT AND EQUIPMENT

Non-Current Plant and equipment at cost Less: accumulated depreciation Total plant and equipment	Consolidated
	2017 2016
	$ $
	5,614,196 476,589 (4,918,180) (376,526)
	696,016 100,063

Plant & Equipment Movement 2017 Balance at 1 January 2017 Assets acquire on acquisition Additions Disposals Transfers to assets held for sale Transfers to exploration Depreciation Foreign exchange fluctuation Balance at 31 December 2017	Plant & Equipment Computer Software Furniture & Fittings Total
	$ $ $ $

	71,269 13,223 15,571 100,063
	187,782 - 494,665 682,447
	21,066 1,983 2,139 25,188
	(1,520) (112) - (1,632)
	(11,311) - (3,755) (15,066)
	(72,082) - (17,489) (89,571)
	(19,416) (5,537) (1,999) (26,952)
	5,561 - 15,978 21,539
	181,349 9,557 505,110 696,016

2017 ANNUAL REPORT

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14 PLANT AND EQUIPMENT (CONTINUED)

Plant & Equipment Movement 2016 Balance at 1 January 2016 Additions Disposals Transfers Depreciation Foreign exchange fluctuation Balance at 31 December 2016	Plant & Equipment Computer Software Motor Vehicle Furniture & Fittings Total
	$ $ $ $ $

	95,075 19,363 18,606 17,802 150,846
	18,186 1,769 - 1,369 21,324
	(7,366) - - - (7,366)
	- - (8,998) 8,998 -
	(37,042) (7,914) (3,519) (12,667) (61,142)
	2,416 5 (6,089) 69 (3,598)
	71,269 13,223 - 15,571 100,063

15 TRADE AND OTHER PAYABLES

TRADE AND OTHER PAYABLES
Current Trade creditors and accrued expenses Total	Consolidated
	2017 2016
	$ $
	1,797,045 573,122
	1,797,045 573,122

16 PROVISIONS

PROVISIONS
Current Provisions Total Non-current Provisions Total	Consolidated
	2017 2016
	$ $
	317,144 10,184
	317,144 10,184
	173,714 -
	173,714 -

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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17 ISSUED CAPITAL

ISSUED CAPITAL
Issued Capital	Consolidated
	2017 2016
	$ $
	94,432,822 74,671,129

Reconciliation of movements in Issued Capital during the period:

Date Balance at 1 January Shares issued pursuant to a Placement 23-Aug-16 Shares issued pursuant to a Placement 26-Aug-16 Shares issued on conversion of Performance Rights 14-Oct-16 Shares issued pursuant to a Placement 19-Oct-16 Shares issued per off-market takeover 9-Aug-17 Shares issued per off-market takeover 17-Aug-17 Shares issued pursuant to a Placement 7-Sept-17 Shares issued per off-market takeover 15-Sept-17 Shares issued pursuant Share Purchase Plan 6-Oct-17 Shares issued per off market takeover 18-Oct-17 Less: share issue costs Balance at 31 December	2017 2016
	Shares $ Shares $
	1,155,743,584 74,671,129 799,593,584 60,099,072 - - 189,211,091 8,136,077 - - 72,024,514 3,097,054 - - 6,150,000 - - - 88,764,395 3,816,869 236,782,061 8,050,590 13,685,836 479,004 - - 350,000,000 10,500,000 - - 15,366,076 430,250 - - 5,833,334 175,017 - - 24,496,239 734,887 - - - (608,056) - (477,943)
	1,801,907,130 94,432,822 1,155,743,584 74,671,129

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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18 RESERVES

(a) Reserves Share-based payments reserve Foreign currency translation reserve Total (b) Movements Share-based payments reserve Opening Balance 1 January Share based payment expense Closing Balance 31 December Foreign currency translation reserve Balance 1 January Exchange gains/(losses) during year Balance 31 December Total reserves	Consolidated
	2017 2016
	$ $
	789,838 789,838 (1,184,741) 637,232
	(394,903) 1,427,070
	789,838 643,465 - 146,373
	789,838 789,838
	637,232 441,822 (1,821,973) 195,410
	(1,184,741) 637,232

	(394,903) 1,427,070

(c) Nature and purpose of reserves

Share-based payments reserve

The share-based payments reserve records:

the value of unexercised options issued to employees and Directors which have been taken to expenses;
the value of options issued on acquisition of Millennium Mining (Fiji) Ltd;
the value of unexercised options granted pursuant to the Employee Share Option; and
the value of Performance Rights which have vested.

Foreign currency translation reserve

The foreign currency translation reserve records unrealised exchange gains and losses on translation of controlled entities accounts during the year.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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19 CONTINGENT LIABILITIES

Kou Sa – Revised Repayment Schedule

In January 2015, the Company’s subsidiary, Royal Australia Resources Ltd, entered into an agreement to acquire 100% of the Issued Capital of Golden Resource Development Co Ltd for $US14.0 million plus interest payments of US$1,275,750.

The Company renegotiated the payment schedule in relation to its agreement to acquire 100% of the Company with the Vendors in January 2016. Under the revised terms, one final payment of US$1.575 million is due at completion of a bankable feasibility study for the Kou Sa Project, along with a 2% royalty on production capped at $8.425 million.

The Group did not have any other contingent liabilities at the end of the reporting period (2016: nil).

20 COMMITMENTS

(a) Tenement Commitments

Entities in the Group are required to spend certain amounts to retain their interest in areas over which Special Prospecting Licenses are held. All requirements have been complied with and all reports and lodgements have been made. In the ordinary course of business, the Group is currently waiting on the reissue of certain licences by the Mineral and Resource Departments of Papua New Guinea.

The following table provides an outline of the annual expenditure required by tenement:

Tenement	Tenement	Annual	Comments
	Renewed	Commitment
	to	2018
SPL 1216	2-Aug-19	125,700	Renewed 3 August 2017. Annual expenditure as budgeted.
SPL 1231	29-Nov-18	62,850	50% JV partner Imperial Mining (Fiji) Ltd has notified intent
			to dilute. Expenditure as budgeted.
SPL 1373	29-Nov-18	62,850	50% JV partner Imperial Mining (Fiji) Ltd has notified intent
			to dilute. Expenditure as budgeted.
SPL 1436	29-Nov-18	47,138	50% JV partner Imperial Mining (Fiji) Ltd has notified intent
			to dilute. Expenditure as budgeted.
SPL 1361	14-Apr-19	125,700	Renewed 24 April 2017.
SPL 1368	14-Apr-19	125,700	Renewed 24 April 2017.
SPL 1415	12-Feb-19	47,138	Licence renewed for 3 years, final year expenditure of
			FJD$150,000.
SPL 1493	29-Nov-18	47,138	Annual expenditure as budgeted.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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20 COMMITMENTS (CONTINUED)

(a) Tenement Commitments (continued)

Tenement	Tenement	Annual	Comments
	Renewed	Commitment
	to	2018
SPL 1216	2-Aug-19	101,945	Licence renewal lodged with authorities. Annual expenditure
			as budgeted.
SPL 1231	29-Nov-18	122,334	Licence renewal lodged with authorities. Annual expenditure
			as budgeted.
SPL 1373	29-Nov-18	81,556	Licence renewal lodged with authorities. Annual expenditure
			as budgeted.

The Group is also committed to spend US$474,000 in aggregate in the 2017 and 2018 calendar years on the Kou Sa project in Cambodia subject to pending licence renewals. During the 2017 calendar year $1.98m was spent on exploration expenditure in Cambodia.

(b) Operating Lease Commitments

) Operating Lease Commitments
Payable – minimum lease payments: Payable not later than one year Payable later than one year, but not later than five years Total	Consolidated
	2017 2016
	$ $
	149,469 108,627 275,673 6,738
	425,142 115,365

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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21 PARTICULARS RELATING TO CONTROLLED ENTITIES

(a) Material Subsidiaries

	Class of Share	Direct Ownership Percentage	Direct Ownership Percentage
		2017	2016
		%	%
Worldwide Mining Projects Pty Ltd	Ordinary	100	100
Eastkal Pte Ltd	Ordinary	100	100
PT IAR Indonesia Ltd	Ordinary	100	100
Beta Limited	Ordinary	100	100
Royal Australia Resources Ltd	Ordinary	85	85
Golden Resource Development	Ordinary	85	-
Geopacific Limited	Ordinary	100	100
Millennium Mining (Fiji) Limited	Ordinary	100	100
Kula Gold Limited	Ordinary	85	-
Woodlark Mining Limited	Ordinary	5	-

Worldwide Mining Projects Limited is a company incorporated and carrying on business in Australia.

Eastkal Pte Ltd is a company incorporated and carrying on business in Singapore.

PT IAR Indonesia is a company incorporated and carrying on business in Indonesia.

Royal Australia Resources Ltd is a company incorporated and carrying on business in Cambodia. Petrochemicals (Cambodia) Refinery Ltd holds a 15% minority interest in Royal Australia Resources Ltd.

Golden Resource Development is a company incorporated and carrying on business in Cambodia.

Worldwide Mining Projects Pty Ltd and Petrochemicals (Cambodia) Refinery Ltd entered into a Shareholders Agreement in December 2012 to explore, develop and hold the Kou Sa project. Petrochemicals (Cambodia) Refinery Ltd will be a free carried joint venture partner until a decision to mine on the Kou Sa project area is made.

Following a decision to mine, Petrochemicals (Cambodia) Refinery Ltd will be granted an option to purchase further shares in Royal Australia Resources Ltd at fair market value to increase its percentage shareholding to 20%; and contribute to all costs, expenses and liabilities incurred or sustained in proportion to its shareholding interest in Royal Australia Resources Ltd.

Geopacific Limited, Beta Limited and Millennium Mining (Fiji) Limited are companies incorporated and carrying on business in Fiji.

Kula Gold Limited is a company incorporated and carrying on business in Australia.

Woodlark Mining Group is a company incorporated and carrying on business in Papua New Guinea.

At 31 December 2017 Kula Gold Limited held a 95% interest in Woodlark Mining Limited resulting in Geopacific Resources Limited holding an indirect interest of 81% in Woodlark Mining Limited as well as a 5% direct interest.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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21 PARTICULARS RELATING TO CONTROLLED ENTITIES (CONTINUED)

(b) Non-Controlling Interests

Set out below is summarised financial information for each subsidiary that has non-controlling interests that are material to the group. The amounts disclosed for each subsidiary are before inter-company eliminations.

Summarised balance sheet Current assets Non-current assets Total Assets Current liabilities Non-current liabilities Total Liabilities Net Assets Accumulated NCI Summarised statement of comprehensive income Revenue Loss for the period Other comprehensive income Total comprehensive income Profit allocated to NCI	Kula Group
	2017 2016
	$ $
	594,441 - 24,199,348 -
	24,793,789 - 1,056,168 - 12,199,115 -
	13,255,283 -
	11,538,506 -

	1,676,511 -

	Kula Group
	2017 2016
	$ $
	103 - (216,202) - 569,163 -
	352,961 -
	52,894 -

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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21 PARTICULARS RELATING TO CONTROLLED ENTITIES (CONTINUED)

(b) Non-Controlling Interests (continued)

) Non-Controlling Interests (continued)
	Kula Group
	2017	2016
Summarised cash flows	$	$
Cash flows from operating activities	(408,155)		-
Cash flows from investing activities	(3,324,704)		-
Cash flows from financing activities	3,707,698		-
Net increase/(decrease) in cash and cash equivalents	(25,161)		-

The above information represents the information of the Kula Group which consists of Kula Gold Limited and Woodlark Mining Limited from the date of acquisition on 9 August 2017 through to 31 December 2017.

22 KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Directors

All Directors of the Company are identified as Key Management Personnel under AASB 124 “ Related Party Disclosures ”. Details of each person holding the position of Director of the Company during the reporting period are outlined in the table below:

Name	Position
Non-Executive Directors
Milan Jerkovic	Non-Executive Chairman
Mark Bojanjac	Non-Executive Director
Ian Clyne	Non-Executive Director
Executive Directors
Ron Heeks	Managing Director
Philippa Leggat	General Manager - Corporate
	Executive Director - Corporate

(b) Other Key Management Personnel (KMP)

Details of the Other KMP of the Group during the reporting period are set out in the table below:

Name	Position
Executives
Matthew Smith	Chief Financial Officer & Company Secretary
Glenn Zamudio	General Manager - Projects
James Kerr	General Manager - Geology

2017 ANNUAL REPORT

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22 KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

(c) KMP Compensation

KMP Compensation
Key Management Personnel Compensation: Short term benefits Post-employment benefits Share based payments Termination payments Total	Consolidated
	2017 2016
	$ $
	1,335,692 809,240 90,791 29,647 - 113,050 - 60,000
	1,426,483 1,011,937

Please refer to the Remuneration Report in the Directors’ Report for further details on the remuneration paid or payable to each member of KMP for the reporting period.

23 RELATED PARTY TRANSACTIONS

Transactions with Key Management Personnel: Xavier Group Pty Ltd – Consulting Services Total	Consolidated
	2017 2016
	$ $
	98,673 28,218
	98,673 28,218

Xavier Group Pty Ltd is an entity in which the Company’s Non-Executive Chairman, Mr M Jerkovic, is a Director and shareholder.

Xavier Group Pty Ltd has been utilised to provide corporate consulting services to the Company. All transactions with related parties are on normal commercial terms.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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24 SHARE-BASED PAYMENTS

(a) Employee Option Plan

The Company’s Employee Option Plan was approved by shareholders at the annual general meeting held on 31 May 2012. All employees are eligible to participate in the plan.

Options granted under the plan are issued for no consideration, carry no dividend or voting rights and when exercised convert into ordinary shares. During the reporting period, no options were granted under the plan.

(b) Services

During the reporting period, the Company did not issue any shares as payment for services (2016: nil).

(c) Unlisted Options Issued

During the reporting period, no options over unissued shares were granted or exercised (2016: nil) and 1,688,768 options lapsed (2016: nil). There were 1,000,000 Options over unissued shares unexercised at reporting date (2016 – 2,688,768). Since the end of the financial year, no unlisted Options have been cancelled or exercised.

Details of unlisted Options over unissued shares in the Company as at the date of this report are outlined in the table below:

Issue Date Expiry Date Exercise Price	Number on Issue Movement During the Year Number on Issue
$	1-Jan-17 Granted Lapsed 31-Dec-17
6-Jun-09 Note (a) 2.50 6-Jun-09 Note (b) 5.00 5-Aug-14 5-Aug-17 0.07	800,000 - - 800,000 200,000 - - 200,000 1,688,768 - (1,688,768) -
	2,688,768 - - 1,000,000

(a) Not later than 5-years after defining a JORC compliant ore reserve of over 200,000oz Au on the Faddy’s Gold Deposit.

(b) Not later than 10-years after defining a JORC compliant ore reserve of over 1,000,000oz Au on the Faddy’s Gold Deposit.

(d) Performance Rights Issued

During the reporting period, no performance rights over ordinary shares in the Company were granted (2016: nil).

During the period, no performance rights vested and converted into ordinary shares (2016: 6,150,000).

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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25 LOSS PER SHARE

(a) Basic and Diluted Loss Per Share

Basic earnings per share: From continuing operations attributable to the ordinary equity holders of the company From discontinued operation Diluted earnings per share: From continuing operations attributable to the ordinary equity holders of the company From discontinued operation (b) Reconciliation of Loss Used in Calculating Loss Per Share Basic and Diluted Loss Per Share: Loss attributable to the ordinary equity holders of the Company used in calculating basic and diluted loss per share: From continuing operations From discontinued operation (c) Weighted Average Number of Shares Used as the Denominator Weighted average number of ordinary share used as the denominator in calculating basic and diluted loss per share	Consolidated
	2017 2016
	Cents Cents
	(0.21) (0.45) (0.02) -
	(0.23) (0.45) (0.21) (0.45) (0.02) -
	(0.23) (0.45)
	Consolidated
	2017 2016
	$ $
	(2,865,564) (4,144,977) (345,621) -
	(3,211,185) (4,144,977)

	Consolidated
	2017 2016
	No. of Shares No. of Shares
	1,375,377,691 911,111,545

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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26 EVENTS OCCURRING AFTER BALANCE DATE

On 13 March 2018, the Company announced the results of the Pre-Feasibility Study (PFS) for the Woodlark Gold Project (Woodlark). The results of the PFS demonstrate that Woodlark is a robust, low-cost, low stripping ratio operation that can deliver an average of 100koz Au per annum over 10 years.

The key highlights of the PFS were:

Annual production of 100Koz over 10-year mine life for 1.01Moz Au (incl. 51Koz Au Inferred);
Free milling ore, with recovery of 92% for first five years and 90% over mine life;
Up to 60% of gold recoverable by gravity;
Conventional 2.4Mt.pa CIL circuit optimised with upgraded ore from year three;
Head grade up to 1.63g/t Au in first years;
Low stripping ratio of 2.5:1 for first five years, 3.1:1 over mine life;
All in sustaining cost A$990/oz for first five years, A$1,110/oz over mine life;
Capital cost A$180m;
2.2-year, post-tax project payback;
Free cashflow over life of mine A$388m (pre-tax) and A$314m (post-tax) at A$1,650 gold price; and
Post-tax IRR 33%.

27 OPERATING SEGMENTS

The Group has identified its operating segments based on the internal reports that are reviewed by the Board in assessing performance and determining the appropriate allocation of the Group’s resources. The Group also has had regard to the qualitative thresholds for the determination of operating segments.

For management purposes the Group is organised into four operating segments based on geographical locations, which involves mineral exploration and development in Cambodia, Fiji and Papua New Guinea. All other corporate expenses are disclosed as “Others” within this segment report. The Group’s principal activities are interrelated and the Group has no revenue from operations. For the 31 December 2017 segment note, Fiji has been reclassified into “Others” with the change in accounting treatment to assets held for sale.

All significant operating decisions are based on analysis of the Group as four segments. The financial results of these segments are equivalent to the financial statements of the Company as a whole. The accounting policies applied for internal reporting purposes are consistent with those applied in preparation of the financial statements.

2017 ANNUAL REPORT

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FOR THE YEAR ENDED 31 DECEMBER 2017
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27 OPERATING SEGMENTS (CONTINUED)

Revenue by Geographical Location:

Cambodia Papua New Guinea Fiji Other Total

Net Loss Before Income Tax by Geographical Location:

Cambodia Papua New Guinea Fiji Other Total

Consolidated	Consolidated
2017	2016
$	$
-	59
-	-
-	-
104,313	50,592
104,313	50,651
Consolidated
2017	2016
$	$
(120,107)	(101,234)
(38,656)	-
-	(87,262)
(2,678,406)	(1,737,584)
(2,837,169)	(1,926,080)

Assets by Geographical Location:

Cambodia Papua New Guinea Fiji Other Total

Consolidated	Consolidated
2017	2016
$	$
38,311,958	31,471,352
24,719,079	-
-	6,098,360
14,081,602	23,145,033
77,112,639	60,714,745

Liabilities by Geographical Location:

Cambodia Papua New Guinea Fiji Other Total

Consolidated	Consolidated
2017	2016
$	$
327,660	103,400
995,974	-
-	453,509
1,439,018	2,245,294
2,762,652	2,802,203

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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28 FINANCIAL INSTRUMENTS DISCLOSURES

Credit Risk

The Directors do not consider that the Group’s financial assets are subject to a material level of credit risk. Therefore, 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 or impairment charge has been recorded during the reporting period in relation to the Group’s financial assets.

Liquidity Risk

Liquidity risk arises from the financial liabilities of the Group and the Group’s ability to meet their obligations to repay their financial liabilities as and when they fall due. The Group monitors rolling forecasts of liquidity on a regular basis.

The following table reflects the liquidity risk arising from the financial liabilities held by the Group at balance date. The contractual maturity reflects undiscounted gross amounts:

Consolidated	Carrying amount Contractual cash flows 6 months or less 6-12 months 1-2 years
2017	$ $ $ $ $
Financial Assets - Cash Flows Realisable Cash and cash equivalents Trade and other receivables Total anticipated inflows Financial Liabilities - Due for Payment Trade and other payables Other financial liabilities Total expected outflows Net inflow/(outflow) on financial instruments
	6,765,343 6,765,343 6,765,343 - -
	155,540 155,540 155,540 - -
	6,920,883 6,920,883 6,920,883 - -

	1,797,045 1,797,045 1,797,045 - -
	- - - - -
	1,797,045 1,797,045 1,797,045 - -

	5,123,838 5,123,838 5,123,838 - -

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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28 FINANCIAL INSTRUMENTS DISCLOSURES (CONTINUED)

Consolidated	Carrying amount Contractual cash flows 6 months or less 6-12 months 1-2 years
2016	$ $ $ $ $
Financial Assets - Cash Flows Realisable Cash and cash equivalents Trade and other receivables Total anticipated inflows Financial Liabilities - Due for Payment Trade and other payables Other financial liabilities Total expected outflows Net inflow/(outflow) on financial instruments
	11,469,015 11,469,015 11,469,015 - -
	2,265,486 2,265,486 2,265,486 - -
	13,734,501 13,734,501 13,734,501 - -

	573,122 573,122 573,122 - -
	- - - - -
	573,122 573,122 573,122 - -

	13,161,379 13,161,379 13,161,379 - -

At 31 December 2017, the Group had no interest-bearing liabilities (2016: nil).

Currency risk

The Group is exposed to foreign currency on expenditures that are denominated in a currency other than Australian Dollars. The United States Dollar, Papua New Guinea Kina and Fiji Dollars are the currencies that primarily give rise to the Group’s currency risk.

Interest rate risk

The interest profile of the Group’s interest-bearing financial instruments at the reporting date are outlined in the table below:

Fixed rate instruments: Financial liabilities Total Variable rate instruments: Financial assets Total	Consolidated
	2017 2016
	$ $
	- -
	- -
	6,765,343 11,469,015
	6,765,343 11,469,015

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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28 FINANCIAL INSTRUMENTS DISCLOSURES (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 comprehensive income by the amounts shown below. The analysis assumes that all other variables remain constant.

		Profit and Loss	Profit and Loss	Equity
		100bp	100bp	100bp	100bp
		increase	decrease	increase	decrease
		$	$	$	$
2017	- Variable rate instruments	67,653	(67,653)	67,653	(67,653)
2016	- Variable rate instruments	114,690	(114,690)	114,690	(114,690)

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.

29 NOTES TO THE STATEMENT OF CASH FLOWS

(a) Cash and Cash Equivalents

Cash and cash equivalents at the end of the financial year as shown in the Statement of Cash flows is reconciled to the related items in the Statement of Financial Position as follows:

Restricted cash Cash at bank Total	Consolidated
	2017 2016
	$ $
	82,000 - 6,683,343 11,469,015
	6,765,343 11,469,015

(b) Non-Cash Financing

Share Based Payments - Note 24(d)	Consolidated
	2017 2016
	$ $
	- 146,370

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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29 NOTES TO THE STATEMENT OF CASH FLOWS (CONTINUED)

(c) Reconciliation of Cash Flows from Operating Activities

Net loss after income tax Adjustments for Non-cash Items: Depreciation Share based payments Unrealised net foreign exchange (gain) / loss Acquisition of Kula Gold net assets Transactions with non-controlling interests Changes in Assets & Liabilities (Increase) / Decrease in trade and other receivables (Increase) / Decrease in inventory Increase / (Decrease) in trade and other payables Increase / (Decrease) in provisions Increase / (Decrease) in other liabilities Increase / (Decrease) in deferred tax liabilities Net Cash Used in Operating Activities	Consolidated
	2017 2016
	$ $
	(3,211,185) (4,144,977) 26,952 61,142 - 146,370 (1,821,974) 195,410 (203,229) - 81,178 - 1,597,015 (1,510,698) (280,802) - 1,223,923 (499,813) 480,674 (4,697) - (2,448) (1,744,148) 2,218,897
	(3,851,596) (3,540,814)

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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Note 30 – BUSINESS ACQUISITION

Between 9 August 2017 and 8 October 2017 Geopacific acquired 85% of the issued capital of Kula Gold Limited (Kula), in an off market takeover offer. The takeover offer involved the issue of Geopacific shares to Kula shareholders who accepted into the offer. Accepting Kula shareholders received 1 Geopacific share for every 1.1 Kula shares.

The takeover offer resulted in Geopacific gaining control of Kula on 9 August 2017 when the conditions of the takeover offer were removed and Geopacific issued the first tranche of shares gaining over 50% of the issued capital of Kula. Ultimately Geopacific acquired 85% of Kula by the time the takeover offer closed in October 2017.

At 31 December 2017 Kula owned a 95% interest in Woodlark Mining Limited (Woodlark), the 100% owner of the Woodlark Gold Project. Geopacific owns the remaining 5% of Woodlark. Geopacific therefore owns an 81% indirect interest in the Woodlark Gold Project along with a 5% direct interest. The acquisition was made as Geopacific believes that combining Woodlark Mining Limited under a single ownership structure is in the interest of the shareholders of both companies.

Fair value of consideration transferred Amount settled for the issue of shares in Geopacific Total Recognised amounts of identifiable net assets: Current assets Cash and cash equivalents Trade and other receivables Inventories Total current assets Non-current assets Exploration and evaluation expenditure Property, plant and equipment Total non-current assets Current liabilities Trade and other payables Provisions Total current liabilities Non-current liabilities Loan from GPR Total non-current liabilities Identifiable net assets Amount settled for the issue of shares in Geopacific Non-controlling interest	$
	9,694,732
	9,694,732



	254,605
	85,703
	272,666
	612,974


	18,974,706
	682,447
	19,657,153


	187,001
	188,068
	375,069


	8,491,416
	8,491,416

	11,403,642

	9,694,732
	1,708,910
	11,403,642

2017 ANNUAL REPORT

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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
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Note 31 – DISCONTINUED OPERATION

The group confirmed its intention to sell its Fiji controlled companies and an active program to locate a buyer for these companies commenced. The associated assets and liabilities were consequently presented as held for sale (Note 11).

The financial performance information presented below is for the full year to 31 December 2017.

Revenue Administration expenses Depreciation expense Employee benefits expense Occupancy Expenses Loss before income tax Income tax expense Loss from discontinued operation	$

	2,598

	(16,233)
	(3,135)
	(44,600)
	(19,808)
	(83,776)

	(81,178)
	(264,443)
	(345,621)

2017 ANNUAL REPORT

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SHAREHOLDER INFORMATION
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The shareholder information set out below was applicable as at 22 March 2018.

(a) Analysis of numbers of equity security holders by size of holding:

Analysis of numbers of equity security holders by size holding: 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over Total	Class of Equity Security
	Ordinary Shares
	Number Shares
	36 6,792 24 70,239 30 269,854 565 25,238,232 460 1,776,322,013
	1,115 1,801,907,130

(b) Equity security holders – ordinary shares

The names of the twenty largest holders of quoted equity securi�es, ordinary shares, are listed below:

NDOVU CAPITAL IV B V MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED PACIFIC ROAD CAPITAL MANAGEMENT G.P. LIMITED WASHINGTON H SOUL PATTINSON AND COMPANY PACIFIC ROAD HOLDINGS S.A.R.L. J P MORGAN NOMINEES AUSTRALIA LIMITED MR CRAIG GRAEME CHAPMAN HOME IDEAS SHOW PTY LTD ORION MINE FINANCE FUND II LP HOME IDEAS SHOW PTY LTD ZERO NOMINEES PTY LTD BNP PARIBAS NOMINEES PTY LTD MR DANIEL MCDONAGH PACIFIC ROAD CAPITAL A PTY LTD PACIFIC ROAD CAPITAL B PTY LTD GWYNVILL TRADING PTY LTD CITICORP NOMINEES PTY LIMITED MR ANTHONY WILLIAM OLDING & MRS CAROLINE ANNE OLDING BNP PARIBAS NOMINEES PTY LTD TOP 20 SHAREHOLDERS OTHER SHAREHOLDERS TOTAL ORDINARY SHAREHOLDERS	Ordinary Shares
	Number Held % of Issued Shares
	514,039,174 28.53 368,794,053 20.47 159,233,551 8.84 62,108,319 3.45 61,278,432 3.40 39,613,071 2.20 34,508,777 1.92 30,000,000 1.66 29,581,427 1.64 29,069,768 1.61 28,294,574 1.57 17,500,000 0.97 15,815,999 0.88 14,019,004 0.78 12,603,256 0.70 12,603,256 0.70 12,500,000 0.69 11,058,705 0.61 10,029,218 0.56 10,000,000 0.55
	1,472,650,584 81.73 329,256,546 18.27
	1,801,907,130 100.00

2017 ANNUAL REPORT

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SHAREHOLDER INFORMATION
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(c) Substantial holders

c) Substantial holders
Extracts from substantial shareholder register: NDOVU CAPITAL IV B V MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED	Shareholding
	Number Held % of Issued Shares
	514,039,174 28.53 368,794,053 20.47

(d) Voting rights

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

Fully paid Ordinary Shares

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

Options – listed and unlisted

There are no voting rights attached to options.

(e) Summary of unlisted options issued

e)
Summary of unlisted options issued

Options expiring not later than five years after
the defining on Faddy's Gold Deposit of a JORC
complaint Ore Reserve of over 200,000 oz of
contained Au with an exercise price of $2.50
Option holder with more than 20% of class
Exploration Drilling Services (Fiji) Ltd
L Andreson Investments Pty Ltd
Sheila Anderson Investments
Options expiring not later than ten years after
the defining on Faddy's Gold Deposit of a JORC
compliant Ore Reserve of over 1,000,000 oz of
contained Au with an exercise price of $5.00
Option holder with more than 20% of class
Exploration Drilling Services (Fiji) Ltd
L Andreson Investments Pty Ltd
Sheila Anderson Investments

Number of
Options
Number of
Holders
Options
Held
% of
Options
Issued

800,000
5
320,000
40.0
220,000
27.5
180,000
22.5
200,000
5
80,000
40.0
55,000
27.5
45,000
22.5

2017 ANNUAL REPORT

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SHAREHOLDER INFORMATION
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Current interest in tenements held by Geopacific Resources Limited and its subsidiaries, as at 31 March 2018 are listed below:

Country	Location	Tenement	Interest

Fiji	NE Viti Levu	SPL 1231	50%
Fiji	NE Viti Levu	SPL 1373	50%
Fiji	NE Viti Levu	SPL 1436	50%
Fiji	Nadi,Viti Levu	SPL 1368	100%
Fiji	Vanua Levu	SPL 1493	100%
Fiji	Nadi,Viti Levu	SPL 1361	100%
Fiji	Nadi,Viti Levu	SPL 1216	100%
Fiji	Nadi,Viti Levu	SPL 1415	100%
Cambodia	Preah Vihear Provence	Kou Sa Project	85%
Papua New Guinea	Woodlark Island	EL 1172	86%
Papua New Guinea	Woodlark Island	EL 1279	86%
Papua New Guinea	Woodlark Island	EL 1465	86%
Papua New Guinea	Woodlark Island	LMP 89	86%
Papua New Guinea	Woodlark Island	LMP 90	86%
Papua New Guinea	Woodlark Island	LMP 91	86%
Papua New Guinea	Woodlark Island	LMP 92	86%
Papua New Guinea	Woodlark Island	LMP 93	86%
Papua New Guinea	Woodlark Island	ME 85	86%
Papua New Guinea	Woodlark Island	ME 86	86%
Papua New Guinea	Woodlark Island	ML 508	86%

2017 ANNUAL REPORT

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AI assistant

GEOPACIFIC RESOURCES LTD — Annual Report 2017

65008_rns_2018-04-29_637f9652-881c-4f2a-b523-82b92db371fe.pdf

CONTENTS

CORPORATE DIRECTORY

Geopacific Resources Limited

Auditor

Australian Business Number (ABN)

Directors & Secretaries in Office

Registered Office

Banker

Stock Exchange

Share Registry

Postal Address

Fiji Operations Office

Dear Shareholder,

Milan Jerkovic

EXPLORATION & DEVELOPMENT ACTIVITIES

Woodlark Island, Papua New Guinea

Kou Sa project, Cambodia

Fijian gold and copper project, Fiji

CORPORATE

All resolutions voted on at the AGM passed

Woodlark gold project joint venture transaction and Kula Gold Limited takeover

Oversubscribed capital raising – $10.5m

Pre-Feasibility Study, resource and reserve estimates

FINANCIAL REVIEW

MINERAL RESOURCES

Kou Sa Project Mineral Resource – Prospects 150 & 160

Competent Persons Statement

Forward Looking Statements

DIRECTORS REPORT

1 DIRECTORS

2 PRINCIPAL ACTIVITY

3 OPERATING AND FINANCIAL REVIEW

4 DIVIDENDS

5 STATE OF AFFAIRS

6 EVENTS SUBSEQUENT TO REPORTING DATE

7 DIRECTORS’ INTERESTS AND BENEFITS

8 DIRECTORS’ MEETINGS

9 LIKELY DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

10 ENVIRONMENT REGULATIONS

11 SHARE OPTIONS

12 INSURANCE OF OFFICERS

13 PROCEEDINGS ON BEHALF OF COMPANY

14 AUDITOR’S INDEPENDENCE DECLARATION

15 AUDITOR

16 NON-AUDIT SERVICES

17 REMUNERATION REPORT - AUDITED

Remuneration Governance

Remuneration Consultants

Remuneration Overview and Strategy

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Executive Remuneration Framework

Non-Executive Directors

Directors’ fees

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Details of Remuneration

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Service Agreements

Milan Jerkovic - Non-Executive Chairman

Mark Bojanjac - Non-Executive Director

Ian Clyne - Non-Executive Director

Ron Heeks – Managing Director

Philippa Leggat – Executive Director - Corporate

Short-term Incentives

Long-term Incentives - Share-based Compensation

Options

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Performance Rights

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Equity Instrument Disclosures Relating to KMP

Options

Performance Rights

17 REMUNERATION REPORT – AUDITED (CONTINUED)

Ordinary Shares

END OF REMUNERATION REPORT

The above statement of financial position should be read

1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation

GEOPACIFIC RESOURCES LTD Annual Report 2017