AI assistant
INOVIQ LTD — Annual Report 2003
Oct 26, 2003
65112_rns_2003-10-26_0a225d69-d977-41d8-b934-81aef7a4f052.pdf
Annual Report
Open in viewerOpens in your device viewer


Annual Report 2003
Eurogold Limited - Annual Report 2003 CORPORATE DIRECTORY
Directors
Peter Gunzburg B.Comm (Chairman) Brett Montgomery Dennis W Franks F.C.P.A.
Joint Company Secretaries Les Kozel Pauline Collinson
Principal Registered Office in Australia
Level 4 172 St Georges Terrace PERTH Western Australia 6000 Telephone: 08 9481 0572 Facsimile: 08 9481 3586 Website: www.eurogold.com.au Email: [email protected]
Postal Address
PO Box 7493 Cloisters Square PERTH Western Australia 6850
Share Registry
Computershare Registry Services Pty Ltd Level 2, Reserve Bank Building 45 St George's Terrace PERTH Western Australia 6000 Telephone: 08 9323 2000 Facsimile: 08 9323 2033
Auditors
Ernst & Young Central Park 152 St George's Terrace PERTH Western Australia 6000
Solicitors Hardy Bowen Level 1, 28 Ord Street WEST PERTH Western Australia 6005 门.
Bankers
BankWest 853 Hay Street WEST PERTH Western Australia 6000
ASX Code
EUG - Fully Paid Ordinary Shares
Controlled Entities
Explorer S.A., Romania Esmeralda Mining Limited, Cyprus
| Eurogold Limited - Annual Report 2003 | |
|---|---|
| CHAIRMAN'S STATEMENT | . |
Over the last 12 months Eurogold's 50% subsidiary, Transgold S.A, has successfully positioned itself to take advantage of the resurgence in the gold price.
The Central Tailings Dam, which is scheduled to come onstream towards the end of 2004 and contains the equivalent of approximately 130,000 ounces of gold, will provide a profitable base which can be built on with Transgold's other activities, namely:
- $\mathbf{1}$ The development and processing of its hard rock deposits;
- $2)$ The successful application of biological leaching techniques which have initially been applied to the "Suior" concentrate of 525,000 tonnes @ 11g/t Au; and
- 3) Its ongoing toll treatment activities
These activities highlight the importance of owning the only modern CIL gold facility in the Carpathian Region.
Given that the plant, with a replacement cost of some US\$28m, is now debt free, and Transgold enjoys a tax free status until 2008, it is anticipated that Eurogold's 50% share of earnings will far exceed the current market capitalisaiton of only A\$9m.
At the same time, your Board continues to evaluate other opportunities which might compliment the solid base that is being developed in Romania.
PETER GUNZBURG Executive Chairman
27 October 2003
| Eurogold Limited - Annual Report 2003 | |
|---|---|
| DIRECTORS' REPORT | . ****** |
Your directors submit their report for the year ended 30 June 2003.
DIRECTORS
The names and details of the directors of the company in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated.
Names, qualifications, experience and special responsibilities
| Peter L Gunzburg | Chairman Appointed 24 September 2001 Mr Gunzburg has 20 years experience as a stockbroker. He has a Commerce Degree from the University of Western Australia and has previously been a director of Resolute Ltd, the Australian Stock Exchange Limited, Eyres Reed Ltd and CIBC World Markets Australia Limited. He is the Chairman of Fleetwood Corporation and PieNetworks. He is the largest shareholder of Eurogold (20%). |
|---|---|
| Brett Montgomery | Director Appointed 15 August 1989 Mr Montgomery has over 20 years experience in the gold mining industry and management of public companies. |
| Dennis W Franks | Director Appointed 24 September 2001 Mr Franks has in excess of 30 years experience in the finance-investment banking and mining and exploration industries. He has an Accounting Degree and has considerable experience in the management of listed companies both within Australia and overseas. |
Interests in the shares and options of the company and related bodies corporate
As at the date of this report, the interests of the directors in the shares and options of Eurogold Limited were:
| Ordinary Shares | Options over Ordinary shares |
|
|---|---|---|
| Peter Gunzburg | 23,196,085 | |
| Brett Montgomery | Nil | Nil |
| Dennis W Franks | Nil |
LOSS PER SHARE
| Cents. | |
|---|---|
| Basic Loss Per Share | -4) |
| Diluted Loss Per Share | 71 A V |
Eurogold Limited - Annual Report 2003. DIRECTORS' REPORT (cont'd)
CORPORATE INFORMATION
Corporate structure
Eurogold Limited is a company limited by shares that is incorporated and domiciled in Australia. Eurogold Limited is the ultimate parent entity and has prepared a consolidated financial report incorporating the entities that it controlled during the financial year (refer note 7 in the financial report).
The registered office and principal place of business of Eurogold Limited is located at:
Level 4, 172 St Georges Terrace Perth, Western Australia, 6000
Nature of operations and principal activities
During the year, the principal activities of Eurogold Limited and its controlled entities were the exploration and assessment of mineral tenements held, and the provision of exploration services in Romania.
There have been no significant changes in the nature of those activities during the year.
Employees
The consolidated entity employed a total of 26 employees as of 30 June 2003 (2002: 199).
REVIEW AND RESULTS OF OPERATIONS
Review of Operations
Corporate Highlights
May 2003 -20,000,000 Ordinary Shares issued after successful Placement Facility at \$0.06 each raising \$1.2 million.
Investments
Transgold SA - Baia Mare Tailings Retreatment Project – Romania (Eurogold 50%)
$1.0$ General
Transgold faced a year of transition with the completion of the "Meda" dam and the beginning of work to bring the "Central" Tailings Dam onstream. Reliance was placed on treating toll ores supplied by Remin, the State owned mining company, as well as a limited amount of concentrate material that was sourced within Romania. The major project activities of Transgold undertaken during the year included commissioning of a crusher facility of 120,000 tonnes per annum and undertaking the rehabilitation of the Meda dam site.
An active exploration programme was undertaken to further research and evaluate prospective tenement areas owned by Transgold. Some encouraging results were achieved and work is continuing in those areas.
$2.0$ Production
Gold Operations
Transgold's first tailings dam, 'Meda', was completed in May 2002 and a US\$1.4m site rehabilitation project then commenced. At year end rehabilitation was 50% complete. However, as a result of the closure of Meda, produced gold ounces from operations had declined to 31,457 ozs from 36,569 ozs the previous year.
With the removal of the dam an area of 21 hectares will become available for the towns expansion. Ownership of the land does not belong to Transgold and will revert to Remin, the State owned mining company, when rehabilitation is completed. The Meda dam produced a total of 63,545 ounces of gold and 469,408 ounces of silver at an average cash cost of US\$227/ounce gold equivalent and a resource reconciliation of 96% for recovered gold.
Transgold continues to regularly toll treat material from SC Remin SA, the Romanian government owned State mining entity and co-shareholder in Transgold. Despite minor supply interruptions, this toll treatment underpins the ongoing operations of Transgold. During the year Transgold treated 263,140 tonnes of material.
Transgold has also treated a steady supply of concentrate material, sourced from a variety of suppliers. Transgold will continue to keenly pursue the sourcing and treatment of alternative feedstock from suppliers both within and external to Romania. As concentrates contain a much higher grade of gold and silver, this material forms an important supplementary revenue stream. This material is transported to the Transgold plant and either stockpiled or immediately treated, depending on production requirements. A total of 35,191 tonnes of concentrates were treated during the year.
Development of the Hanau open pit continued during the year. The construction of access ramps to the upper levels of the pit and 10m vertically spaced berms were cut in preparation for overburden stripping that commenced in September 2003. The pit has a probable reserve of 148,000 tonnes $\hat{\omega}$ 2.9 g/t Au and is expected to be mined at a rate of up to 10,000 tonnes/month.
The proposed new 'Central' dam project consists of approximately 8 million tonnes of mineable material with a recoverable grade of 0.42 $g/t$ Au and 5.2 $g/t$ Ag, containing a total reserve of approximately 108,000 ounces Au and 1.34 million ounces Ag.
Final design for the project pipeline corridor has been completed and environmental approval is held. Design and permitting for the operations at Central dam are well underway and the construction permit is expected by mid 2004.
The economics of the Central dam are enhanced by the addition of Transgold's own hard rock resources, initially from its Hanau deposit (probable reserve 148,000 tonnes $\hat{a}$ ) 2.90 $g/t$ ), and by the fact that the 2.5 Mtpa Transgold plant is debt free and does not pay company income tax until vear 2008.
Transgold undertakes regular projects to help improve the environment surrounding its operations, which are above those imposed by legal requirements such as the tree planting and revegetation of some areas surrounding operational areas.
Eurogold Limited - Annual Report 2003 6 DIRECTORS' REPORT (cont'd)
$3.0$ Exploration
All exploration has been conducted by SC Explorer SA, a Romanian registered, 98% owned subsidiary of Eurogold. Explorer conducts exploration on three tenements totalling 75km2 that it holds in its own right and manages the exploration on three tenements $(78 \text{km}^2)$ held by SC Transgold SA. All tenements are located within the inner Carpathian volcanic belt of the Baia Mare region of Romania. Gold has been mined from this low-sulphidation epithermal belt for more than 1000 years.
Exploration during 2003 focused on the delineation of readily accessible mineralisation that could be rapidly upgraded to mineable reserves at minimum cost, as well as conducting broader reconnaissance exploration to identify mineralised structures that had not previously been recognized. Exploration work including regional geochemistry, trenching, diamond drilling, channel sampling and resource estimation continued on all tenements during the year.
4.0 Regulatory Issues
SC Aurul SA (now Transgold SA) was previously the subject of litigation from a number of small litigants and the Hungarian Government, following the incident at the Tailings Dam in January 2000. At the fifth court hearing on 26 May 2003, the Hungarian Court delayed proceedings pending the appointment of a new judge to the case and the reconsideration of evidence submitted to date. The next court hearing date is yet to be announced. Transgold continues to vigorously defend its position.
Explorer S.A. (Eurogold 98%)
5.0 General
A new law was promulgated by the Romanian government during the year that enables licence holders to retain exploration licences for 5 years without any relinguishment, subject to the holder satisfying expenditure commitments. This is very beneficial to Eurogold, providing the company more time to properly evaluate the complex geology of the Baia Mare tenure.
Sasar Licence (Eurogold 50%) - Exploration Licence No 22
Exploration activities during the year consisted of trenching, diamond drilling, geochemistry and resource estimation.
A twelve-hole diamond-drilling programme was completed over the Sophia and Popradel prospects to ascertain the potential for mineralisation between veins X and XXV of the historically mined Sophia deposit and the adjacent Popradel breccia. The drilling intersected strongly silica-adularia-pyrite altered brecciated andesite with quartz veining and iron oxides. Frequent narrow quartz veins were intersected, often containing high grades, up to 0.3m at 73.4g/t Au. Unfortunately the vein spacing was too wide and intervein material is insufficiently mineralised to sustain a bulk mining operation.
An inferred resource was estimated for the Aurum deposit at two cut-off grades.
| Variant 1: 1.0g/t Au Cut-off | 310,000t at 2.04g/t Au |
|---|---|
| Variant 2: 1.4g/t Au Cut-off | 126,000t at 3.35g/t Au |
| Eurogold Limited – Annual Report 2003 | |
|---|---|
| DIRECTORS' REPORT (cont'd) |
The Aurum resource is located 6km by road from the Transgold treatment plant and a scoping study has indicated that it may be economically viable to mine the high grade core of the resource from a small open pit. More drilling and trenching is required verify the resource.
A 1.8km2 soil geochemistry survey was completed over the Borzas prospect around the Borzas Au-Ag stockwork deposit that hosts a resource of approximately 5Mt at 1.8g/t Au and is currently being mined by Remin. The survey delineated three very strong, discrete Au-Ag-As Sb-Tl anomalies. Gold in soil grades reached a maximum of 2210ppb adiacent to the Borzas deposit but two separate anomalies located 600m east and 700m south, recorded peak Au values of 697 and 855ppb respectively. The anomalies have similar surface areas to the Borzas anomaly. A detailed investigation of the anomalous areas will be completed during late 2003.
A detailed geochemical survey is to be completed over the Fata Mare-Alunis prospects in an attempt to identify a possible mineralised breccia or stockwork systems.
Baița Licence (Eurogold 50%) - Exploration Licence No 23
Exploration activity on the Baita licence included geochemical sampling, trenching and drilling with the focus being on the III Lapusna and Piatra Handal prospects.
At the III Lapusna prospect, located 200m west of the Nistru deposit, trenching and channel sampling was undertaken to ascertain whether there was sufficient remnant mineralisation in the hanging and foot walls to sustain open pit mining operations. The main vein at III Lapusna was mined historically along a strike length of more than 1000m and the ensuing subsidence has resulted in a 10m deep trench along the vein. exposing the walls. A dense network of veining is apparent in the walls where channel sampling has returned intersections of 132m at 2.49g/t Au and 6.9g/t Ag, 34m at 4.71g/t Au and 19.9g/t Ag and 35m at 3.46g/t Au and 10.2g/t Ag. It must be noted that the channel sampling was conducted parallel with the vein but in the footwall. Several diamond holes were drilled across the structure but drilling was difficult due to significant subsidence and the presence of old mine workings. Significant intersections include:
- 11.2m @ 4.37g/t Au and 24.7g/t Ag from 52.5m TLDD-2 $\bullet$
- TLDD-3 4.9m @ 3.74g/t Au and 17.9g/t Ag from 34.7m
- 3.0m @ 8.38g/t Au and 25.2g/t Ag from 44.4m. TLDD-13
All data is to be reviewed to ascertain the potential to mine the remnant mineralisation. Numerous additional veins have been identified up to 500m into the hanging wall of the III Lapusna vein.
A soil geochemistry survey was completed over 1.65km2 of the Piatra Handal prospect to evaluate the Piatra Handal diatreme and adjacent Coroana de Aur vein. The principal objectives of the survey failed to generate significant anomalism however a 15 hectare anomaly with peak values of 1180ppb Au and 15.5ppm Ag was identified at Pintenul Handal. A field inspection has revealed 3-4 oblique quartz vein sets within strongly altered rhyo-dacite pyroclastics. Rock chip sampling has returned values up to 7.8 g/t Au. Trenching and drilling of the prospect is scheduled for late 2003.
Ilba Licence (Eurogold 50%) - Exploration Licence No. 24
Exploration activities for the year included trenching, diamond drilling, geochemical sampling and data interpretation.
| Eurogold Limited – Annual Report 2003 | |
|---|---|
| DIRECTORS' REPORT (cont'd) | www.communication.com/article/2012/07/industrial/article/2012/07/industrial/article/article/article/ |
Infill drilling was completed at the Hanau prospect and a probable reserve of 148,000t at 2,90 $g/t$ Au and $12.2\alpha$ /t Ag was estimated for a trial open pit mining operation. All required permits have been received for the operation and an access road and pre-production development works completed in readiness for stripping to commence during late 2003. It is anticipated that the deposit will be mined at a rate of approximately 10,000tpm.
Trenching and drilling continued on the contiguous Firzan NE and Firizan SW prospects, resulting in the estimation of an inferred resource of 243,000t at 2.8g/t Au and $12g/t$ Ag to a maximum depth of 60m from surface, on Vein 10 Firizan. The vein was historically mined at depth confirming the continuity of mineralisation. A scoping study will be completed to evaluate the viability of mining the resource from an open pit.
Trenching and drilling was conducted at the Mihai-Nepomuc prospect to test a major NW striking regional lineament for gold mineralisation. The structure has been historically mined underground in parts for both gold and base metals and reaches a true width of up to 38m. A 70m wide zone of deformation has been identified in which drilling intersected highly silicified, oxidised andesite breccia with varying intensity of argillic alteration. Drill hole F.3-MN intersected 16.8m at 2.67g/t Au and 5.7g/t Ag from 29.2m. Sporadic strong base metal mineralisation was recorded in drill hole F. 1-MN, with assays for Pb, Zn and Cu up to 4.26%, 3.75% and 0.69% respectively. The Mihai-Nepomuc structure remains untested for more than 700m to the SE.
Soil geochemistry in this area revealed two anomalies, one coincident with the location of drill hole F.3-MN, and a second 700m to the SE. The latter anomaly is coincident with an area of strong silicification and minor argillic alteration, adjacent to a dacitic intrusion. The anomaly has moderate Au-Ag values, 60ppb and 2.45ppm respectively, but there is strong coincident As (574ppm), Ba (341ppm), K (2980ppm) and Sb (14.1ppm) anomalism over a wide area indicating that the region has been the focus of significant hydrothermal fluid flow.
At the Purcaret North prospect, three trenches have confirmed extensive gold anomalism in argillic altered, silicified andesitic hydrothermal breccia, located in an area interpreted to be an extension of Vein 10 Firizan, on the south side of the Mihai-Nepomuc lineament. Trench results include, S-92, 39m at 1.0g/t Au. Drill testing of the prospect failed to intersect economic grades.
Drilling at the Plopat and Purcaret prospects failed to intersect significant precious metal mineralisation
Bixad Tenement (Eurogold 98%) - Exploration Licence No. 46
Trenching on the Corneasca veins was completed to 50m spacing and drilling to 100m from which an inferred resource of 317,000t at 4.5g/t was estimated. Additional exploration was conducted over an intervein breccia zone at the north end of the Corneasca veins but no significant mineralisation was encountered. No further work is proposed on the Corneasca veins at this stage.
A soil geochemical sampling programme was completed over 1.4km2 of the Valea Rosie prospect where mapping and rock chip sampling has identified an area containing brecciated andesite with quartz veining and strong argillic alteration. The survey failed to identify any indications of precious metal mineralisation.
| Eurogold Limited – Annual Report 2003 Contained a contained a set of the Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Second Secon | ||
|---|---|---|
| DIRECTORS' REPORT (cont'd) |
Racsa-Zugau Tenement (Eurogold 98%) - Exploration Licence No 85
Geochemical sampling conducted over the central part of the tenement identified a strong Au-Ag anomaly over the position of the alleged 600,000t Racsa-Zugau resource, delineated by drilling and underground exploration by the Romanian State during the 1960's and early 1970's. Explorer drilled eight diamond drill holes into this position, intersecting strongly altered andesite breccia with quartz veining, however there was negligible gold mineralisation. Explorer subsequently gained access to a previously unavailable report prepared during the mid 1970's, which revealed that there had been a major analytical problem during the early exploration, resulting in dramatic overstatement of gold and silver grades. No further work is proposed for the prospect.
Geochemical sampling is to be completed over the southeast corner of the tenement, along the trend of the Mihai-Nepomuc lineament where numerous structures have been identified, in an attempt to locate a possible mineralised breccia or stockwork body.
Racşa Sud-Est Tenement (Eurogold 98%) - Exploration Licence No 698
The Racsa Sud-Est tenement encompasses the Transgold tenements centered on the NW striking precious and base metal mineralised corridor of the western Baia Mare region. The tenement was acquired to ensure that Eurogold had exposure to tenure covering all potential gold mineralisation in the region. There has been little historical exploration conducted on the Racsa Sud-Est tenement so regional soil geochemistry has been required to identify anomalous areas.
A detailed geochemical sampling programme was completed over 2.5 $km2$ of the Tarnita prospect. The prospect contains frequent quartz veining within strong argillic-adularia alteration and silicification of pyroxene andesites and rhyo-dacite pyroclastics. The Salvador prospect, where explorer intersected 14m at $3.75g/t$ Au in trench No 56, is located within the Tarnita area. The soil geochemistry revealed a number of strong anomalies, the strongest situated over the Salvador prospect with peak values of 4880ppb Au, 15.8ppm Ag. Several other anomalies have yet to be evaluated in detail.
Seventeen trenches and five diamond drill holes were completed at the Salvador prospect and although extensive mineralisation was intersected the prospect does not appear to host an economically viable gold deposit. The best drill intersection recorded was 14.7m at $1.63g/t$ Au and 7.0g/t Ag in intensely silicified and pyrite altered andesites with abundant quartz veining, in drill hole SVDD-2.
A 1.25 $km^2$ soil geochemistry programme was also conducted over the Tigher prospect. Three anomalous areas were defined where follow up trenching encountered previously unrecognized quartz veining. brecciation and adularia alteration however gold values were sub-economic. An extensive Ag-As anomaly is located directly over the interpreted position of a possible maar volcano, where lacustrine sediments overlay a volcanic breccia. A hole is to be drilled to test for mineralisation located beneath the impermeable sediment cap.
Soil geochemistry was also conducted over the Valea Bradului $(1.4 \text{km}^2)$ and Mihai Nepomuc $(1.0 \text{km}^2)$ and Beneci $(0.8 \text{km}^2)$ prospects but there was little significant precious metal anomalism.
Trenching and reconnaissance sampling was also conducted at the Cetatii, Seini, Ungaresc Lapusna Mare and Muncei prospects where sporadic gold mineralisation up to 9.4g/t was recorded.
Eurogold Limited - Annual Report 2003 $\Omega$ . DIRECTORS' REPORT (cont'd)
Mr Doug Cook, Geologist for SC Explorer SA, has been responsible for the preparation of the geological sections of this report. Mr Cook has more than fifteen years' experience in the estimation and evaluation of mineral resources.
Operating results for the Year
Operating results for the year were:
| 2003 | 2002 S |
||
|---|---|---|---|
| Revenue from ordinary activities | 1,283,098 | 2,243,739 | |
| Operating loss after taxation | (1,352,716) | (177,316) |
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There have been no significant changes in the state of affairs of the chief entity or the consolidated entity during the financial year.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
There are no other matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Other than as referred to in this report, further information as to likely developments in the operations of the consolidated entity would, in the opinion of the directors, be likely to result in unreasonable prejudice to the consolidated entity.
ENVIRONMENTAL REGULATION AND PERFORMANCE
Eurogold has obligations under documentation entered into between, amongst others, it and the lending banks to an associated entity with respect to compliance with environmental law.
Eurogold is not in default in relation to any of those obligations.
DIVIDENDS
No dividend has been declared or paid during the financial year.
Eurogold Limited - Annual Report 2003 $\overline{11}$ DIRECTORS' REPORT (cont'd)
SHARE OPTIONS
Unissued shares
At the date of this financial report, there are no unissued ordinary shares under options.
Shares issued as a result of the exercise of options
During the financial year, 7,100,000 options to acquire ordinary shares in Eurogold Limited were exercised at an issue price of 5 cents. Since the end of the financial year no further options have been exercised and no new shares have been issued.
Shares forfeited as a result of the failure to exercise options
During the financial year, 7,325,000 options to acquire ordinary shares in Eurogold Limited at an issue price of 40 cents expired without exercise.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company does not currently have any indemnification or any insurance of directors and officers.
INTERESTS IN CONTRACTS OR PROPOSED CONTRACTS WITH THE COMPANY
During or since the financial year, no director has had any interest in a contract or proposed contract with the company being an interest the nature of which has been declared by the director in accordance with Section 300(11)(d) of the Corporations Act 2001.
DIRECTORS' MEETINGS
During the year 6 directors' meetings, were held. The number of meetings in which directors were in attendance was as follows:
| Directors' Meetings | |||
|---|---|---|---|
| No. of meetings held | |||
| while in office | Meetings attended | ||
| Peter L Gunzburg | Ð | ||
| Brett Montgomery | O | ||
| Dennis W Franks | O | ł, |
DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS
Remuneration policy
The Board of Directors is responsible for determining and reviewing compensation arrangements for the directors and the executive team. The Board assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team. Such officers are given the opportunity to receive their base emolument in the form of salary and fringe benefits such as motor vehicle allowances.
To assist in achieving these objectives, the Board links the nature and amount of executive directors' and officers' emoluments to the company's financial and operational performance.
Details of the nature and amount of each element of the emoluments of each director and the executive officers of the company and the consolidated entity are as follows:
Emoluments of directors of Eurogold Limited
| Annual Cash Emoluments | ||||||
|---|---|---|---|---|---|---|
| Office | Base Fee | Other | Super- annuation |
Total Cash Emoluments |
Options Granted |
|
| $\mathcal S$ | S | \$ | S | S | ||
| P L Gunzburg | Chairman | 88,000 | 12,000 | 63,500 | 163,500 | nil |
| B Montgomery | Non- Executive Director |
25,000 | nil | nil | 25,000 | nil |
| D W Franks | Non- Executive Director |
34,500 | nil | 3,105 | 37,605 | nil |
Emoluments of the executive officers of the company and the consolidated entity
| Annual Cash Emoluments | |||||||
|---|---|---|---|---|---|---|---|
| Office | Base Fee | Other | Super- annuation |
Total Cash Emoluments |
Options Granted |
||
| $\mathbb S$ | S | \$ | $\mathcal S$ | S | |||
| I Hudrea | Executive $Chairman -$ Explorer S.A. |
62,003 | nil | nil | 62,003 | nil | |
| $L$ Kozel* | Joint Company Secretary |
nil | nil | nil | nil | nil | |
| P Collinson | Joint Company Secretary |
35,000 | nil | 3,150 | 38,150 | nil |
*Paid by an associated company.
| Eurogold Limited - Annual Report 2003 | |
|---|---|
| . ******* DIRECTORS' REPORT (cont'd) |
DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS (cont'd)
The terms 'director' and 'officer' have been treated as mutually exclusive for the purposes of this disclosure.
The elements of emoluments have been determined on the basis of the cost to the company and the consolidated entity.
Executives are those directly accountable and responsible for the operational management and strategic direction of the company and the consolidated entity.
The category 'Other' includes the value of any non-cash benefits provided.
Options granted to directors and executive officers
The company does not presently have an Options Scheme. During the year no options were granted to either directors or executive officers of the Company.
INDEPENDENT ADVICE
Each Director is entitled to independent professional advice at the Company's expense provided that prior approval of the Managing Director is obtained.
COMPENSATION ARRANGEMENTS
All compensation arrangements for Directors and Senior Executives are determined by the full Board, after taking into account the current competitive rates prevailing in the market.
EXTERNAL AUDITORS
The auditors of the Company, Ernst & Young, have open access to the Board of Directors at all times. Ernst & Young have audited the Company and its subsidiaries for a number of years and have adopted a policy of rotating audit partners in accordance with any regulatory requirements.
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Eurogold Limited support and have adhered to the principles of corporate governance. The company's corporate governance statement is contained in the following section of this annual report.
| Eurogold Limited – Annual Report 2003 . T.T. Y.T. |
|
|---|---|
| DIRECTORS' REPORT (cont'd) |
AUDIT COMMITTEE
The Company presently does not have an audit committee as the directors believe that the Company is not of a size, nor are its financial affairs of such complexity to justify a separate Audit Committee, All matters which might be dealt with by such a committee are subject to full scrutiny of Board meetings. This decision will be reviewed as the Company develops in the future. Notwithstanding this it is the Board's responsibility to ensure that an effective internal control framework exists within the entity. This includes the safeguarding of assets, the maintenance of proper accounting records and the reliability of financial information as well as non-financial considerations.
MANAGING RISKS
The Board meets regularly to evaluate, control, review and implement the Company's operations and objectives.
Regular controls established by the Board include:
- detailed monthly financial reporting;
- delegation of authority to the Managing Director to ensure approval of expenditure obligations;
- implementation of operating plans, cash flows and budgets by management and Board $\blacktriangle$ monitoring of progress against projections; and
- procedures to allow directors, and management in the furtherance of their duties, to seek independent professional advice via the utilisation of various external technical consultants.
Signed in accordance with a resolution of the directors
P L Gunzburg Chairman
Date 30 September 2003
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Eurogold Limited support and have adhered to the principles of Corporate Governance.
The Board is comprised of three directors, of which the Chairman and the Managing Director is the only executive director. Details of the Directors are set out in the Directors' Report.
The Board (subject to members voting rights in general meeting) is responsible for selection of new members and has regard to a candidates experience and competence in areas such as mining, exploration. geology, finance and administration that can assist the Company in meeting its corporate objectives and plans. The Board delegates responsibility for the Company's administration to its Managing Director who is accountable to the Board.
Under the Company's Constitution:
- the maximum number of directors on the Board is ten;
- it is considered by the Board that the retirement and appointment of the directors (both executive and non-executive) be maintained in accordance with the Constitution of the Company and that the current directors of the company are suitably qualified and experienced to guide the company in its current activities:
- at the Annual General Meeting each year effectively one third of the directors in office retire by rotation and must seek re-election by shareholders.
Eurogold Limited – Annual Report 2003 $-16$ NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) sa BBC errette
See Serrettes YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | $\mathbb{S}$ | \$ | \$ | |
| REVENUES FROM ORDINARY | |||||
| ACTIVITIES | $\overline{2}$ | 1,283,098 | 2,243,739 | 659,917 | 975,964 |
| Borrowing costs | 3 | (92) | (1,909) | (92) | |
| Depreciation expense | 3 | (57,222) | (36,765) | (2, 437) | (3,873) |
| Consumables | (167, 779) | (337, 376) | |||
| Administration expenses | (456, 661) | (282, 408) | (442, 439) | (273,705) | |
| Salaries and employee benefits | (695, 341) | (425,708) | (214, 191) | (179, 408) | |
| Consultants fees | (482, 633) | (304, 301) | (51,200) | (56,092) | |
| Write off of capitalised expenditure | (210, 694) | ||||
| Foreign exchange gain/(loss) | 3 | 80,398 | 54,866 | (100, 133) | (9,292) |
| Cost of listed investments disposed of | 3 | (746, 800) | (885,068) | (746, 800) | (885,068) |
| PROFIT / (LOSS) FROM ORDINARY ACTIVITIES BEFORE INCOME TAX EXPENSE |
(1,453,726) | 25,070 | (897, 375) | (431, 474) | |
| INCOME TAX BENEFIT / (EXPENSE) RELATING TO ORDINARY ACTIVITIES |
$\overline{4}$ | 101,010 | (202, 386) | ||
| NET LOSS | (1,352,716) | (177, 316) | (897, 375) | (431, 474) | |
| NET LOSS/(PROFIT) ATTRIBUTABLE TO OUTSIDE EQUITY INTERESTS |
15 | 10,996 | (4,970) | ||
| NET LOSS ATTRIBUTABLE TO THE MEMBERS OF EUROGOLD LIMITED |
14 | (1,341,720) | (182, 286) | (897,375) | (431, 474) |
| Share issue costs TOTAL CHANGES IN EQUITY OTHER |
13(a) | (47, 273) | (47, 273) | ||
| THAN THOSE RESULTING FROM TRANSACTIONS WITH OWNERS AS OWNERS ATTRIBUTABLE TO MEMBERS OF EUROGOLD LIMITED |
(1,388,993) | (182, 286) | (944, 648) | (431, 474) | |
| Basic loss per share (cents per share) |
20 | $(1.4)$ cents | $(0.3)$ cents | ||
| Diluted loss per share (cents per share) |
20 | $(1.4)$ cents | $(0.3)$ cents |
The Statement of Financial Performance should be read in conjunction with the accompanying notes.
Eurogold Limited - Annual Report 2003 و به این استفاده استفاده باشد.
در دریافت و باشد که باشد باشد باشد باشد باشد باشد باشد باشد NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
$17.$
. . . . . . . .
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | \$ | S | $\mathbb{S}$ | |
| CURRENT ASSETS | |||||
| Cash assets | 16(b) | 1,040,022 | 668,559 | 891,685 | 551,703 |
| Receivables | 5 | 75,319 | 127,883 | 18,381 | 23,421 |
| Inventory | 6 | 1,770 | |||
| Other financial assets | 7 | 118,682 | 631,875 | 118,682 | 631,875 |
| Other | 8 | 1,498 | |||
| TOTAL CURRENT ASSETS | 1,235,521 | 1,430,087 | 1,028,748 | 1,206,999 | |
| NON-CURRENT ASSETS | |||||
| Receivables | 5 | 8,990 | 10,623 | 1,109,096 | 515,490 |
| Property, plant and equipment | 9 | 194,770 | 135,209 | 3,888 | 5,960 |
| Deferred exploration and evaluation expenditure |
10 | 1,223,932 | 1,296,448 | ||
| TOTAL NON-CURRENT | |||||
| ASSETS | 1,427,692 | 1,442,280 | 1,112,984 | 521,450 | |
| TOTAL ASSETS | 2,663,213 | 2,872,367 | 2,141,732 | 1,728,449 | |
| CURRENT LIABILITIES | |||||
| Payables | 11 | 90,877 | 343,059 | 50,422 | 252,762 |
| Provisions | 12 | 18,551 | 13,280 | 18,551 | 13,280 |
| TOTAL CURRENT LIABILITIES | 109,428 | 356,339 | 68,973 | 266,042 | |
| NON-CURRENT LIABILITIES | |||||
| Deferred tax liabilities | 4 | 70,423 | 187,677 | ||
| TOTAL NON-CURRENT LIABILITIES |
70,423 | 187,677 | |||
| TOTAL LIABILITIES | 179,851 | 544,016 | 68,973 | 266,042 | |
| NET ASSETS | 2,483,362 | 2,328,351 | 2,072,759 | 1,462,407 | |
| EQUITY | |||||
| Contributed equity | 13 | 17,561,794 | 16,054,067 | 17,561,794 | 16,054,067 |
| Accumulated losses | 14 | (15,084,642) | (13, 742, 922) | (15,489,035) | (14,591,660) |
| Total parent entity interest in equity | 2,477,152 | 2,311,145 | 2,072,759 | 1,462,407 | |
| Total outside equity interest | 15 | 6,210 | 17,206 | ||
| TOTAL EQUITY | 2,483,362 | 2,328,351 | 2,072,759 | 1,462,407 |
The Statement of Financial Position should be read in conjunction with the accompanying notes.
Eurogold Limited – Annual Report 2003
$\overline{\cdots}$ 18 :
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | \$ | \$ | $\mathbb{S}$ | |
| CASH FLOWS USED IN OPERATING ACTIVITIES |
|||||
| Receipts from customers | 664,173 | 929,829 | |||
| Payments to suppliers and employees | (1,946,677) | (1,207,911) | (899, 859) | (519,983) | |
| Interest received | 12,300 | 47,043 | 12,300 | 27,950 | |
| Dividends received | 1,500 | 1,500 | |||
| Borrowing costs paid | (92) | (92) | |||
| Expenditure on mining interests | (138, 178) | (715, 978) | |||
| NET CASH FLOWS USED IN OPERATING ACTIVITIES |
16(a) | (1,408,474) | (945, 517) | (887, 651) | (490, 533) |
| CASH FLOWS USED IN INVESTING ACTIVITIES |
|||||
| Payments for plant and equipment | (116, 783) | (64, 482) | (365) | (7,203) | |
| Proceeds from sale of plant and equipment |
43,452 | 700 | 43,452 | 700 | |
| Proceeds from sale of listed shares | 604,165 | 945,814 | 604,165 | 945,814 | |
| Purchase of listed shares | (233, 607) | (1, 392, 835) | (233, 607) | (1, 392, 835) | |
| Advances to related parties | (693, 739) | (515, 490) | |||
| NET CASH FLOWS USED IN INVESTING ACTIVITIES |
297,227 | (510, 803) | (280, 094) | (969, 014) | |
| CASH FLOWS FROM FINANCING ACTIVITIES |
|||||
| Proceeds from issue of ordinary shares |
1,555,000 | 2,011,250 | 1,555,000 | 2,011,250 | |
| Payment of share issue costs | (47, 273) | (47,273) | |||
| NET CASH FLOWS FROM FINANCING ACTIVITIES |
1,507,727 | 2,011,250 | 1,507,727 | 2,011,250 | |
| NET INCREASE IN CASH HELD | 396,480 | 554,930 | 339,982 | 551,703 | |
| Add opening cash brought forward | 668,559 | 145,708 | 551,703 | ||
| Effects of exchange rate changes on cash |
(25, 017) | (32,079) | |||
| CLOSING CASH CARRIED FORWARD |
16(b) | 1,040,022 | 668,559 | 891,685 | 551,703 |
The Statement of Cash Flows should be read in conjunction with the accompanying notes.
$(a)$ Basis of accounting
YEAR ENDED 30 JUNE 2003
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, applicable Accounting Standards and other mandatory professional reporting requirements (Urgent Issues Group Consensus Views).
The financial report has been prepared in accordance with the historical cost convention.
$(b)$ Change in accounting policy
The accounting policies adopted are consistent with those of the previous financial year except for the accounting policy with respect to employee entitlements.
(i) Employee entitlements
The consolidated entity has adopted the revised AASB 1028 "Employee Benefits", which has resulted in a change in accounting policy for the measurement of employee benefit liabilities. Previously, the consolidated entity measured the provision for employee benefits based on remuneration rates at the date of recognition of the liability. In accordance with the requirements of the revised Standard, the provision for employee benefits is now measured based on the remuneration rates expected to be paid when the liability is settled. The change in accounting policy has not had a material financial effect on the financial statements of the consolidated entity.
Principles of consolidation $\epsilon$
The consolidated financial statements are those of the consolidated entity, comprising Eurogold Limited (the parent company) and all entities that Eurogold Limited controlled from time to time during the year and at balance date.
Information from the financial statements of subsidiaries is included from the date the parent company obtained control until such time as control ceases. Where there is loss of control of a subsidiary, the consolidated financial statements include the results for the part of the reporting period during which the parent company has control.
Subsidiary acquisitions are accounted for using the purchase method of accounting.
The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that may exist.
All intercompany balances and transactions, including unrealised profits arising from intra-group transactions, have been eliminated in full. Unrealised losses are eliminated unless costs cannot be recovered.
$(d)$ Foreign currencies
Translation of foreign currency transactions
Transactions in foreign currencies of entities within the consolidated entity are converted to local currency at the rate of exchange ruling at the date of the transaction.
Amounts payable to and by the entities within the consolidated entity that are outstanding at the reporting date and are denominated in foreign currencies have been converted to local currency using rates of exchange ruling at the end of the financial year.
All resulting exchange differences arising on settlement or restatement are brought to account in determining the net profit or loss for the financial year.
Translation of financial reports of overseas operations
All overseas operations are deemed integrated foreign operations, as each is financially and operationally dependent on Eurogold Limited. The financial reports of overseas operations are translated using the temporal method and any exchange differences are recognised as revenue or expense in net profit or loss in the reporting period in which they arise.
$(e)$ Cash and cash equivalents
Cash on hand and in banks and short-term deposits are stated at nominal value.
For the purposes of the Statement of Cash Flows, cash includes cash on hand and in banks, and money market investments readily convertible to cash within 2 working days, net of outstanding bank overdrafts.
Bank overdrafts are carried at the principal amount. Interest is charged as an expense as it accrues.
$(f)$ Receivables
Trade receivables are recognised and carried at original invoice amount less a provision for any uncollectable debts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred.
Receivables from related parties are recognised and carried at the nominal amount due. Interest is taken up as income on an accrual basis.
$(2)$ Inventories
Inventories are valued at the lower of cost and net realisable value on a first in first out basis.
$($ $\bf{h}$ $)$ Investments
Listed shares held for trading are carried at cost.
Investments in associates are carried at the lower of the equity-accounted amount and recoverable amount in the consolidated financial report and the lower of cost and recoverable amount in Eurogold Limited's financial report.
All other non-current investments are carried at the lower of cost and recoverable amount.
$(i)$ Recoverable amount
Non-current assets are not revalued to an amount above their recoverable amount, and where carrying values exceed this recoverable amount assets are written down. In determining recoverable amount the expected net cash flows have not been discounted to their present value.
Property, plant and equipment $(i)$
Cost and valuation
All classes of plant and equipment are measured at cost.
Depreciation
Depreciation is provided on a straight-line basis on all plant and equipment, at rates calculated to allocate the cost less estimated residual value at the end of the useful lives of the assets against revenue over those estimated useful lives.
Major depreciation periods are:
Plant and equipment $3 - 5$ years
$\left( \mathbf{k}\right)$ Exploration, evaluation, development and restoration costs
Costs carried forward
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area, or where activities in the area have not at balance date, reached a stage to allow reasonable assessment of the existence of economically recoverable reserves.
Accumulated costs in relation to an area of interest abandoned are written off in full in the year in which the decision to abandon the area of interest is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to earry forward costs in relation to that area of interest.
Amortisation
When production commences the accumulated costs for the relevant area of interest are amortised over the life of the area on a production output basis.
Restoration costs
While an obligation exists for restoration activities to be undertaken for any exploration activities performed on the tenements, these are usually performed during the year and recognised in the statement of financial performance for the period.
$(1)$ Pavables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the consolidated entity.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an accruals basis.
$(m)$ Employee entitlements
Provision is made for employee entitlement benefits accumulated as a result of employees rendering services up to the reporting date. These benefits include wages and salaries, annual leave and long service leave.
Liabilities arising in respect of wages and salaries, annual leave and any other employee entitlements expected to be settled within twelve months of the reporting date are measured at their nominal amounts based on remuneration rates expected to be paid when the liability is settled. All other employee entitlement liabilities are measured at the present value of the estimated future cash outflow to be made in respect of services provided by employees up to the reporting date. In determining the present value of future cash outflows, the interest rates attaching to government guaranteed securities that have terms to maturity approximating the terms of the related liability are used.
Employee benefit expenses and revenues arising in respect of the following categories:
- wages and salaries, non-monetary benefits, annual leave, long service leave, sick leave and other leave benefits: and
- other types of employee benefits
are recognised against profit on a net basis in their respective categories.
Provisions $(n)$
Provisions are recognised when the consolidated entity has a legal, equitable or constructive obligation to make a future sacrifice of economic benefits to other entities as a result of past transactions or other past events, it is probable that a future sacrifice of economic benefits will be required and a reliable estimate can be made of the amount of the obligation.
$\omega$ Contributed equity
Issued and paid up capital is recognised at the fair value of the consideration received by the company.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
$(p)$ Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:
Rendering of Services
Revenue is recognised when the services have been rendered in accordance with the terms and conditions of the contract.
Interest
Control of a right to receive consideration for the provision of, or investment in, assets has been attained.
Dividends
Control of a right to receive consideration for the investment in assets is attained, usually evidenced by approval of the dividend at a meeting of shareholders.
$(q)$ Taxes
Income tax
Tax-effect accounting is applied using the liability method whereby income tax is regarded as an expense and is calculated on the accounting profit after allowing for permanent differences. To the extent timing differences occur between the time items are recognised in the financial statements and when items are taken into account in determining taxable income, the net related taxation benefit or liability, calculated at current rates, is disclosed as a future income tax benefit or a provision for deferred income tax. The net future income tax benefit relating to tax losses and timing differences is not carried forward as an asset unless the benefit is virtually certain of being realised.
The income tax expense for the year is calculated using the 30% tax rate.
Goods and services tax
Revenues, expenses and assets are recognised net of the amount of GST except:
- where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and
- receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the Statement of Financial Position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or pavable to, the taxation authority.
$(r)$ Earnings per share
Basic EPS is calculated as net profit attributable to members, adjusted to exclude costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted EPS is calculated as net profit attributable to members, adjusted for:
- costs of servicing equity (other than dividends) and preference share dividends;
- the after tax effect of dividends and interest associated with dilutive potential ordinary shares $\blacksquare$ that have been recognised as expenses; and
- other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
Operating Leases $(s)$
The minimum lease payments of operating leases, where the lessor effectively retains substantially all of the risks and benefits of ownership of the leased item, are recognised as an expense on a straight-line basis.
Comparatives $(t)$
Where necessary, comparatives have been reclassified and repositioned for consistency with current year disclosures.
(i) AASB 1044
As a result of the first time application of AASB 1044 "Provisions, Contingent Liabilities and Contingent Assets", comparatives for provisions, as set out in Note 11, are not required to be disclosed.
Eurogold Limited - Annual Report 2003 $251$ NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2. | REVENUES FROM ORDINARY | 2003 | 2002 | 2003 | 2002 |
| ACTIVITIES | \$ | \$ | \$ | S | |
| Revenues from operating activities | |||||
| Revenues from the provision of exploration | |||||
| services | 621,469 | 1,244,864 | |||
| Revenues from outside the operating activities |
|||||
| Interest received | |||||
| - Other persons/corporations | 14,012 | 48,952 | 12,300 | 27,950 | |
| Dividend received | |||||
| - Other persons/corporations | 1,500 | 1,500 | |||
| Proceeds from disposal of listed | |||||
| investments | 604,165 | 945,814 | 604,165 | 945,814 | |
| Proceeds from sale of property | 43,452 | 43,452 | |||
| Other income | 2,609 | 700 | |||
| Total revenues from outside the operating activities |
661,629 | 998,875 | 659,917 | 975,964 | |
| Total revenue from ordinary activities | 1,283,098 | 2,243,739 | 659,917 | 975,964 | |
| 3. | EXPENSES AND LOSSES/(GAINS) | ||||
| $\bf(a)$ | Expenses | ||||
| Depreciation of non current assets | |||||
| Plant and equipment | 57,222 | 36,765 | 2,437 | 3,873 | |
| Borrowing costs expensed | |||||
| Interest expense | |||||
| - Other persons/corporations | 92 | 1,909 | 92 | ||
| Operating lease rental | |||||
| Minimum lease payments | 20,414 | 12,020 | 20,414 | 12,020 | |
| Provision for employee entitlements | 9,578 | 6,024 | 9,578 | 6,024 | |
| Directors' fees | 59,500 | 45,100 | 59,500 | 45,100 | |
| Cost of listed investments disposed of | 746,800 | 885,068 | 746,800 | 885,068 | |
| (b) | Losses/(Gains) | ||||
| Net loss/(gain) on disposal of shares | 142,635 | (60, 746) | 142,635 | (60, 746) | |
| Net foreign currency losses/(gains) | (80, 398) | (54, 866) | 100,133 | 9,292 | |
| Gain on disposal of plant and equipment | (700) | (700) | |||
| Gain on disposal of property | (43, 452) | (43, 452) |
Eurogold Limited - Annual Report 2003 26 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd). YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | |||
|---|---|---|---|---|
| 2003 $\mathbb{S}$ |
2002 \$ |
2003 S |
2002 \$ |
|
| INCOME TAX 4. |
||||
| The prima facie tax on operating loss is different to the income tax provided in the financial statements as follows: |
||||
| Prima facie tax (benefit)/expense on (loss)/profit from ordinary activities at 30% |
(436,118) | 7,521 | (269,213) | (129, 442) |
| Add/(less) tax effect of permanent differences: |
||||
| Non-deductible expenditure Other items (net) |
(101, 010) | 65,423 | ||
| Tax losses not brought to account as future income tax benefits |
436,118 | 129,442 | 269,213 | 129,442 |
| Income tax (benefit)/expense attributable to ordinary activities |
(101, 010) | 202,386 | ||
| Deferred tax assets and liabilities Current tax payable |
||||
| Provision for deferred income $tax -non$ current Future income tax benefit $-$ non current |
70,423 | 187,677 |
(i) Unrecognised future income tax benefits:
The future income tax benefit in respect of tax losses of the parent entity and the consolidated entity has not been accounted for as an asset in the financial statements as the realisation of the benefit is not virtually certain. The future income tax benefit applicable to the tax losses are subject to confirmation from the Australian Taxation Office.
These benefits will only be obtained if:
- (a) The consolidated entity derives future assessable income of a nature and of an amount sufficient to enable the benefit from the losses and deductions to be realized;
- (b) The consolidated entity continues to comply with the conditions for deductibility imposed by the law; and
- (c) No changes in tax legislation adversely affect the consolidated entity in realising the benefit from the deduction for the losses.
Eurogold Limited - Annual Report 2003
$27.$ NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | \$ | S | \$ | |
| RECEIVABLES 5. |
|||||
| CURRENT | |||||
| Other debtors | 5(a) | 21,378 | 25,192 | 18,381 | 23,421 |
| Amounts other than trade debts receivable from related parties: Other related parties |
|||||
| - associated companies | 53,941 | 102,691 | |||
| 75,319 | 127,883 | 18,381 | 23,421 | ||
| NON-CURRENT | |||||
| Other receivables | 17(b) | 8,990 | 10,623 | ||
| Related party receivables | |||||
| Other related parties | $5(a)$ , 25 |
||||
| - controlled entities (partly owned) | 1,109,096 | 515,490 | |||
| 8,990 | 10,623 | 1,109,096 | 515,490 |
(a) Terms and conditions
Terms and conditions relating to the above financial instruments:
(i) Other debtors are non-interest bearing and have repayment terms between 30 days and 60 days.
(ii) Details of the terms and conditions of related party receivable are set out in note 25.
(b) Australian dollar equivalents
Australian dollar equivalents of amounts receivable in foreign currencies not effectively hedged: - United States dollars
INVENTORIES (CURRENT) 6.
| Raw materials and stores | ||||
|---|---|---|---|---|
| At cost | $\overline{\phantom{a}}$ | 10.623 | ||
| Provision for diminution in value | $\overline{\phantom{a}}$ | (8.853) | - | |
| Total inventories at lower of cost and net | ||||
| realisable value | $\blacksquare$ | - 770 | - |
65,927
115,085
422,869
76,410
Eurogold Limited - Annual Report 2003 28 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) -YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | S | S | S | \$ | |
| 7. OTHER FINANCIAL ASSETS |
|||||
| CURRENT | |||||
| Shares | |||||
| unlisted at cost | 50,000 | 50,000 | |||
| listed at cost | 7(a) | 68,682 | 631,875 | 68,682 | 631,875 |
| 118,682 | 631,875 | 118,682 | 631,875 | ||
| NON-CURRENT | |||||
| Shares in controlled entities at cost | 7(b) | 756,296 | 778,097 | ||
| Provision for diminution in value | 7(b) | (756, 296) | (778, 097) | ||
| Unlisted shares in associated entity | 7(c) | $\blacksquare$ | 7,605,188 | 7,605,188 | |
| Provision for diminution in value | 7(c) | $\blacksquare$ | (7,605,188) | (7,605,188) | |
| Quoted market value of shares listed on a (a) prescribed stock exchange at balance date |
|||||
| Listed shares | 56,000 | 622,653 | 56,000 | 622,653 | |
| (b) Particulars relating to controlled entities: | |||||
| Chief Entity | Country of Incorporation |
Percentage held by consolidated entity |
Chief Entity Investment |
||
| 2003 $\frac{6}{6}$ |
2002 $\%$ |
2003 T |
2002 \$ |
||
| Chief Entity: | |||||
| Eurogold Limited | |||||
| Controlled entities of Eurogold Limited: | |||||
| Australia Mining Investment S.A. (ii) | Romania | 100 | |||
| Explorer S.A. (iii) Esmeralda Mining Limited (i) |
Romania | 98 100 |
98 100 |
||
| Cyprus |
All interests in controlled entities are in the ordinary shares of these entities.
(i) These entities are not audited by Ernst & Young as there is no statutory requirement for these entities to be audited.
(ii) This entity was deregistered during the year. Prior to that time the entity was dormant, as such there was no financial impact on the accounts of the consolidated entity.
(iii) This entity is audited by a member firm of Ernst & Young International.
Eurogold Limited - Annual Report 2003 29 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd). YEAR ENDED 30 JUNE 2003
$7.$ OTHER FINANCIAL ASSETS (cont'd)
(c) Investments in associated entities comprise:
| Name | Country of Incorporation |
Percentage held by consolidated entity |
Chief Entity Investment |
||
|---|---|---|---|---|---|
| 2003 $\frac{0}{2}$ |
2002 $\%$ |
2003 | 2002 S |
||
| Transgold S.A. | Romania | 50 | 50. | $\blacksquare$ |
The principal activity of Transgold S.A. is the operation of a tailings retreatment facility in Romania and associated exploration.
The directors have assessed that at balance date the investment in Transgold S.A. has no recoverable amount due to the potential liability to Transgold S.A that may arise due to litigation resulting from the accidental overflow of treatment water from the tailings dam spillage in January 2000. The equity method of accounting has been suspended following the write down of the investment to nil.
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | \$ | $\mathbb{S}$ | \$ | |
| 8. OTHER CURRENT ASSETS |
|||||
| Prepayments | 1,498 | ||||
| PROPERTY, PLANT AND 9. EQUIPMENT |
|||||
| Plant and equipment | |||||
| $-$ At cost | 369,028 | 252,245 | 41,916 | 41,551 | |
| - Accumulated depreciation | (174, 258) | (117,036) | (38,028) | (35,591) | |
| Total plant and equipment | 9(a) | 194,770 | 135,209 | 3,888 | 5,960 |
| Reconciliations (a) Reconciliations of the carrying amounts of plant and equipment and at the beginning and end of the current and previous financial year. |
|||||
| Plant and equipment Carrying amount at beginning |
135,209 | 90,308 | 5,960 | 2,630 | |
| Additions | 116,783 | 81,666 | 365 | 7,203 | |
| Disposals | |||||
| Depreciation expense | (57, 222) | (36, 765) | (2, 437) | (3, 873) | |
| Carrying amount at end | 194,770 | 135,209 | 3,888 | 5,960 |
Eurogold Limited - Annual Report 2003
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) $\overline{30}$ YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | |||||
|---|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |||
| Notes | S | \$ | ${\mathbb S}$ | \$ | ||
| 10. | DEFERRED EXPLORATION, EVALUATION AND DEVELOPMENT COSTS |
|||||
| Exploration, evaluation and development costs carried forward in respect of mining areas of interest |
||||||
| Pre-production - exploration and evaluation phases |
1,223,932 | 1,296,448 | ||||
| The ultimate recoupment of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective mining areas. |
||||||
| 11. | PAYABLES (CURRENT) | |||||
| Trade creditors Sundry creditors and accruals |
11(a) 11(a) |
66,873 24,004 |
149,900 193,159 |
30,422 20,000 |
128,654 124,108 |
|
| 90,877 | 343,059 | 50,422 | 252,762 | |||
| parties: | Aggregate amounts payable to related Directors and director-related entities |
|||||
| - directors | 14,164 | |||||
| $\left( a\right)$ | Terms and conditions Terms and conditions relating to the above financial instruments |
|||||
| (i) | Trade liabilities are non-interest bearing and are normally settled on 30 day terms. |
|||||
| (ii) | Sundry creditors and accruals are non interest bearing and have an average term of 45 days. |
|||||
| (b) Australian dollar equivalents | ||||||
| Australian dollar equivalents of amounts | ||||||
| payable in foreign currencies not effectively hedged: |
||||||
| - United States dollars | 40,455 | 90,297 |
Eurogold Limited – Annual Report 2003
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) $31.$ YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | |||||
|---|---|---|---|---|---|---|
| Notes | 2003 \$ |
2002 \$ |
2003 $\mathbb S$ |
2002 $\mathbb{S}$ |
||
| 12. | PROVISIONS (CURRENT) | |||||
| Employee entitlements | 12(a) 21 |
18,551 | 13,280 | 18,551 | 13,280 | |
| provision | (a) Movements in employee entitlement | |||||
| year | Carrying amount at beginning of financial | 13,280 | 13,280 | |||
| Additional provision | 9,578 | 9,578 | ||||
| Amounts utilised during the year | Carrying amount at end of financial year | (4,307) 18,551 |
(4,307) 18,551 |
|||
| 13. | CONTRIBUTED EQUITY | |||||
| Issued and paid up capital | ||||||
| Ordinary shares fully paid | 13(a) | 17,561,794 | 16,054,067 | 17,561,794 | 16,054,067 | |
| (a) | Movements in shares on issue | |||||
| Number of | 2003 S |
Number | 2002 \$ |
|||
| shares | of shares | |||||
| Beginning of the financial year Issued during the year |
89,065,209 | 16,054,067 | 48,840,209 | 14,042,817 | ||
| - capital raising for working capital | 20,000,000 | 1,200,000 | 40,000,000 | 2,000,000 | ||
| - exercise of options | 7,100,000 | 355,000 | 225,000 | 11,250 | ||
| - share issue costs | (47, 273) | |||||
| End of the financial year | 116,165,209 | 17,561,794 | 89,065,209 | 16,054,067 |
Eurogold Limited - Annual Report 2003 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
$13.$ CONTRIBUTED EQUITY (cont'd)
| (b) | Movements in options on issue | 2003 Number of options |
2002 Number of options |
|---|---|---|---|
| at $$0.40$ : | (i) 22 December 2002 options exercisable | ||
| - lapsed | Beginning of the financial year | 7,325,000 (7,325,000) |
7,325,000 |
| End of the financial year | 7,325,000 | ||
| at 80.05: | $(i)$ 22 December 2005 options exercisable | ||
| - exercised | Beginning of the financial year | 7,100,000 (7,100,000) |
7,325,000 (225,000) |
| End of the financial year | 7,100,000 | ||
| Total options outstanding at 30 June 2003 | 14,425,000 |
Terms and conditions of contributed equity $(c)$
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of the winding up of the company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the company.
| Consolidated | Eurogold Limited | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| S | \$ | \$ | \$ | |
| ACCUMULATED LOSSES 14. |
||||
| Balance at the beginning of the year Net loss attributable to members of Eurogold |
(13,742,922) | $(13,560,636)$ $(14,591,660)$ $(14,160,186)$ | ||
| Limited | (1, 341, 720) | (182, 286) | (897,375) | (431, 474) |
| Balance at end of the year | (15,084,642) | (13,742,922) | $(15,489,035)$ $(14,591,660)$ | |
| OUTSIDE EQUITY INTEREST 15. |
||||
| Reconciliation of outside equity interest in controlled entities: |
||||
| Opening balance | 17,206 | 12,236 | ||
| Add share of operating (loss)/profit | (10,996) | 4,970 | ||
| Closing balance | 6,210 | 17,206 |
32
Eurogold Limited - Annual Report 2003 $\sim$ 33 $\cdot$ $\begin{minipage}{0.5\textwidth} \begin{tabular}{|c|c|} \hline & \multicolumn{1}{|c|}{0.5\textwidth} \put(0,0){\dashbox{0.5}\textwidth} \put(1,0){\dashbox{0.5}\textwidth} \put(2,0){\dashbox{0.5}\textwidth} \put(1,0){\dashbox{0.5}\textwidth} \put(2,0){\dashbox{0.5}\textwidth} \put(3,0){\dashbox{0.5}\textwidth} \put(4,0){\dashbox{0.5}\textwidth} \put(5,0){\dashbox{0.5}\textwidth} \put(5,0){\dashbox{0.5}\textwidth} \put(5,0){\dashbox$ NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| S | S | $\mathbf S$ | S | ||
| 16. | STATEMENT OF CASH FLOWS | ||||
| (a) | Reconciliation of the operating loss after tax to the net cash flows from operations |
||||
| Net loss | (1,352,716) | (177,316) | (897,375) | (431, 474) | |
| Non cash items | |||||
| Depreciation of non-current assets Profit on disposal of property, plant |
57,222 | 36,765 | 2,437 | 3,873 | |
| and equipment Loss/(profit) on disposal of listed |
(43, 452) | (700) | (43, 452) | (700) | |
| shares | 142,635 | (60, 746) | 142,635 | (60,746) | |
| Net foreign currency (gains)/losses | (80, 398) | (54, 866) | 100,133 | 9,292 | |
| Write off of capitalised expenditure | 210,694 | ||||
| Changes in assets and liabilities | |||||
| (Increase)/decrease in receivables | 54,197 | (121, 338) | 5,040 | (23, 421) | |
| (Increase)/decrease in prepayments | (1,498) | ||||
| (Increase)/decrease in inventory | 1,770 | ||||
| (Increase)/decrease in other assets - | |||||
| exploration | (32,763) | (869, 451) | |||
| (Decrease)/increase in payables | (252, 182) | 87,312 | (202, 340) | (637) | |
| (Decrease)/increase in provisions | 5,271 | 13,280 | 5,271 | 13,280 | |
| (Decrease)/increase in deferred tax | |||||
| liability | (117, 254) | 201,543 | |||
| Net cash flows used in operating | |||||
| activities | (1,408,474) | (945, 517) | (887, 651) | (490, 533) | |
| (b) | Reconciliation of cash | ||||
| Cash balances comprises | |||||
| - Cash at bank | 920,154 | 636,690 | 891,685 | 551,703 | |
| - Deposits at call | 119,868 | 31,869 | |||
| 1,040,022 | 668,559 | 891,685 | 551,703 |
Eurogold Limited - Annual Report 2003 34 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | |||||
|---|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |||
| Notes | \$ | \$ | \$ | \$ | ||
| 17. | EXPENDITURE COMMITMENTS |
|||||
| (a) | Exploration expenditure | |||||
| commitments | 17(b) | |||||
| - not later than one year | 299,670 | 3,282,507 | ||||
| - later than one year but not later | ||||||
| than five years | 614,324 | 9,118,075 | ||||
| - later than five years | ||||||
| - aggregate expenditure contracted for at balance date but not |
||||||
| provided for | 913,994 | 12,400,582 |
$(b)$ The amounts are part of the exploration activity permit obligations agreed with the National Agency for Minerals and Resources (Romania). One of the conditions for retention of the exploration licenses held is meeting the stipulated regulations, minimum exploration expenditure and activity as set by the National Agency for Minerals and Resources. Otherwise forfeiture of tenements may occur.
There are three bank deposit guarantees included in non-current assets totalling \$8,990 (2002: \$10,623) (note 5), that have been granted in favour of the National Agency for Minerals and Resources representing 0.5% of the annual required exploration expenditure program submitted by Explorer S.A. and approved by the National Agency for Minerals and Resources
| 14.148 | 12.096 | 14.148 | 12,096 |
|---|---|---|---|
| 6,120 | 28.166 | 6.120 | 28,166 |
| 20,268 | 40.262 | ||
| 17(d) 20,268 |
40,262 |
$(d)$ Operating leases have an average lease term of 5 years.
18. SEGMENT INFORMATION
Revenue is derived by the consolidated entity from the provision of exploration services.
The consolidated entity operates predominantly within the gold exploration and extraction business segment and in one geographical segment being Romania.
19. ECONOMIC DEPENDENCY
The consolidated entity does not have any economic dependency with any one client or group of clients.
| 2003 S |
2002 S |
|
|---|---|---|
| LOSS PER SHARE 20. |
||
| The following reflects the income and share data used in the calculation of basic and diluted earnings per share: |
||
| Net loss | (1,352,716) | (177,316) |
| Adjustments: Less net loss/(profit) attributable to outside equity interest |
10,996 | (4,970) |
| Earnings used in calculation of diluted earnings per share |
(1,341,720) | (182, 286) |
| No. | No. | |
| Weighted average number of ordinary shares on issue used in the calculation of basic EPS |
98,379,456 | 73,519,154 |
| Effect of dilutive securities Share options (i) |
||
| Adjusted weighted average number of ordinary shares used in calculating diluted earnings per share |
98, 379, 456 73, 519, 154 |
(i) Share options are not considered dilutive, as their impact would be to decrease the net loss per share.
There have been no conversions, calls, subscriptions or issues after 30 June 2003.
Eurogold Limited - Annual Report 2003 36 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | |||||
|---|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |||
| Notes | \$ | \$ | ${\mathbb S}$ | \$ | ||
| 21. | EMPLOYEE ENTITLEMENTS AND SUPERANNUATION COMMITMENTS |
|||||
| Employee Entitlements The aggregate employee entitlements liability is comprised of: |
||||||
| Accrued wages, salaries and on costs Provisions (current) |
12 | 18,551 | 11,140 13,280 |
18,551 | 11,140 13,280 |
|
| 18,551 | 24,420 | 18,551 | 24,420 | |||
| 22. | REMUNERATION OF DIRECTORS | |||||
| Income paid or payable, or otherwise made available, in respect of the financial year, to all directors of each entity in the consolidated entity, directly or indirectly, by the entities of which they are directors or any related party |
288,108 | 181,434 | ||||
| Income paid or payable, or otherwise made available, in respect of the financial year, to all directors of Eurogold Limited, directly or indirectly, from the entity or any related party |
226,105 | 160,400 | ||||
| The number of directors of Eurogold Limited whose remuneration (including superannuation contributions) falls within the following bands is: |
||||||
| No. | No. | |||||
| \$10,000 \$20,000 \$30,000 |
$- $19,999$ $-$ \$29,999 - \$39,999 \$110,000 $- $119,999$ $$160,000 - $169,999$ |
1 1 |
||||
In the opinion of the directors, remuneration paid to directors is considered reasonable.
Eurogold Limited - Annual Report 2003 $\frac{1}{2}$ 37. $\mathbb{R}$ . The set --------------------------------------NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd) YEAR ENDED 30 JUNE 2003
| Consolidated | Eurogold Limited | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| Notes | \$ | \$ | \$ | \$ | |
| REMUNERATION OF EXECUTIVES 23. |
|||||
| Remuneration received or due and receivable by executive officers of the consolidated entity whose remuneration is \$100,000 or more, from entities in the consolidated entity or a related party, in connection with the management of the affairs of the entities in the consolidated entity whether as an executive officer or otherwise: |
163,500 | 218,732 | |||
| Remaneration received or due and receivable by executive officers of the company whose remuneration is \$100,000 or more, from the company or any related party, in connection with the management of the affairs of the company or any of its subsidiaries, whether as an executive officer or otherwise: |
163,500 | 112,500 | |||
| The number of executives of the consolidated entity and the company whose remuneration (including superannuation contributions) falls within the following bands is: |
No. | No. | No. | No. | |
| $$100,000 - $109,999$ $$110,000 - $119,999$ |
- $\overline{\phantom{a}}$ |
1 1 |
1 | ||
| $$160,000 - $169,999$ | 1 | 1 | |||
| 24. AUDITORS' REMUNERATION |
|||||
| Amounts received or due and receivable by Ernst & Young Australia for: |
|||||
| an audit or review of the financial report of the entity and any other entity in the consolidated entity |
30,975 | 39,165 | 30,975 | 39,165 | |
| tax advice provided to the entity and any $\overline{\phantom{0}}$ |
|||||
| other entity in the consolidated entity | 19,650 | 20,583 | 19,650 | 20,583 | |
| Amounts received or due and receivable by a related practice of Ernst & Young Australia for: |
50,625 | 59,748 | 50,625 | 59,748 | |
| an audit or review of the financial report of subsidiaries |
13,183 | 8,853 | |||
| 63,808 | 68,601 | 50,625 | 59,748 |
Eurogold Limited - Annual Report 2003 38 NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS (cont'd). YEAR ENDED 30 JUNE 2003
25. RELATED PARTY DISCLOSURES
Directors
The directors of Eurogold Limited during the financial year were:
Peter L Gunzburg Brett Montgomery Dennis W Franks
Director transactions
Loans
During the year Mr P Gunzburg advanced \$75,000 interest free to Eurogold Limited to fund working capital requirements. This advance has been fully repaid by the company at 30 June 2003.
Director related entity transactions
Services
Consulting fees of \$25,000 (2002: \$18,750) were paid to Gerise Pty Ltd a company in which Mr B Montgomery is a director and has a financial interest and all transactions are on normal commercial terms and have been included in remuneration of directors (Note 22).
Other related party transactions
Loans
During the year, Eurogold Limited has provided interest free loans to partly owned subsidiaries totalling \$593,606 (2002: \$515,490). At balance date the total amount outstanding was \$1,109,096 (2002: \$515,490). There is no specified repayment date and no repayments were made during the year.
Equity instruments of directors
Interests at balance date
Interests in shares and options of entities within the consolidated entity held by directors of the reporting entity and their director related entities.
| Eurogold Limited Ordinary Shares |
Eurogold Limited Options Over Ordinary Shares |
|||||
|---|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |||
| Director | No. | No. | No. | Exercise Price/Expiry |
No. | Exercise Price - Expiry |
| P L Gunzburg | 23,196,085 | 15,907,751 | Nil | N/A | 2,500,000 | $40$ cents $-$ 22/12/2002 |
| Nil | N/A | 2,500,000 | $5$ cents $-$ 22/12/2005 |
|||
| B Montgomery | Nil | Nil | Nil | N/A | Nil | N/A |
| D W Franks | Nil | Nil | Nil | N/A | Nil | N/A |
25. RELATED PARTY DISCLOSURES (cont'd)
Movements in directors' equity holdings
During the year Mr P L Gunzburg acquired 2,500,000 ordinary shares through the exercise of options at an average exercise price of 5 cents, 3,963,334 ordinary shares under the terms of the capital raising in April 2003, and 825,000 ordinary shares through an on market purchase in January 2003.
There have been no other transactions concerning shares or share options between entities in the reporting entity and directors of the reporting entity or their director related entities.
All equity dealings with directors have been entered into with terms and conditions no more favourable than those that the entity would have adopted if dealing at arm's length.
Ultimate parent
Eurogold Limited is the ultimate Australian holding company.
26. SUBSEQUENT EVENTS
There has been no event or circumstance since balance date which may have an effect on this financial report.
$27.$ FINANCIAL INSTRUMENTS
$(a)$ Interest rate risk
The consolidated entity's exposure to interest rate risks and the effective interest rates of financial assets and financial liabilities, both recognised and unrecognised at balance date, are as follows:
| FINANCIAL INSTRUMENT | FLOATING INTEREST RATE |
NON-INTEREST BEARING |
TOTAL | WEIGHTED AVERAGE EFFECTIVE INTEREST RATE |
||||
|---|---|---|---|---|---|---|---|---|
| 2003 S |
2002 \$ |
2003 \$ |
2002 S |
2003 \$ |
2002 S |
2003 ₩ |
2002 % |
|
| FINANCIAL ASSETS (i) |
||||||||
| Cash assets | 1,040,022 | 668,559 | ÷ | 1.040.022 | 668,559 | 3.36 | 3.12 | |
| Trade and other receivables | $\scriptstyle\star$ | 21,378 | 25,192 | 21.378 | 25,192 | N/A | N/A. | |
| Receivables – other related parties |
$\overline{\phantom{a}}$ | 53,941 | 102,691 | 53,941 | 102,691 | N/A | N/A. | |
| Other financial assets | $\overline{r}$ | $\tilde{\phantom{a}}$ | 118,682 | 631,875 | 118.682 | 631,875 | N/A | N/A |
| Total financial assets | 1,040,022 | 668,559 | 194,001 | 759,758 | 1,234,023 | 1,428,317 | ||
| FINANCIAL (ii) LIABILITIES |
||||||||
| Trade and other payables | $\overline{\phantom{a}}$ | 90,877 | 328,895 | 90,877 | 328,895 | N/A | N/A | |
| Payables – other related parties | ۰ | $\,$ | $\cdot$ | 14,164 | ۰ | 14,164 | N/A. | N/A |
| Total financial liabilities | $\overline{\phantom{a}}$ | 90,877 | 343,059 | 90.877 | 343,059 |
27. FINANCIAL INSTRUMENTS (CONT'D)
(b) Net fair values of financial assets and liabilities
All financial assets and liabilities have been recognised at the balance date at their net fair values, except for listed shares which have a fair value of \$56,000 (2002: \$622,653). The directors have not reduced the carrying value to fair value as the impact on these financial statements is immaterial.
40
(i) The following methods and assumptions are used to determine the net fair values of financial assets and liabilities
Recognised Financial Instruments
Cash and cash equivalent: The carrying amount approximates fair value because of their short-term maturity.
Receivables and payables: The carrying amount approximates fair value.
Listed shares: Fair value is the current quoted market bid price, adjusted for transaction costs necessary to realise the asset or settle the liability.
(e) Credit Risk Exposures
The consolidated entity's maximum exposure to credit risk at balance date in relation to each class of recognised financial assets is the carrying amount, net of any provision for doubtful debts, of those assets as indicated in the balance sheet.
Concentration of Credit Risk
The consolidated entity minimises concentrations of credit risk in relation to accounts receivable by undertaking transactions with a large number of customers within the resources industry. The consolidated entity is not materially exposed to any individual overseas country or individual customer.
CONTINGENT LIABILITIES 28.
Eurogold Limited is a defendant in proceedings commenced by the Republic of Yugoslavia in Yugoslavia seeking damages for the accidental overflow of treatment water from the tailings dam spillage on January 30, 2000. Legal advice received by Eurogold Limited is that Eurogold Limited has no liability to the Republic of Yugoslavia with respect to those proceedings.
Eurogold Limited has a contingent liability under the terms of the release of its obligations to the bankers to the construction of the Baia Mare Project. Eurogold Limited was a security provider to the bankers. An associated company, Transgold S.A., must comply with its obligations to rehabilitate the Meda damsite, failing which the company's obligations (otherwise released by Deed of Release) will be reinstated. The directors believe that Transgold S.A. will be able to comply with its rehabilitation obligations.
| Eurogold Limited - Annual Report 2003 Container and Container and Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexander Alexa | |
|---|---|
| DIRECTORS' DECLARATION | $\sim$ . The state construction of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract |
In accordance with a resolution of the directors of Eurogold Limited, I state that:
- $\mathbf{1}$ In the opinion of the directors:
- the financial statements and notes of the company and of the consolidated entity are in $(a)$ accordance with the Corporations Act 2001, including:
- giving a true and fair view of the company's and consolidated entity's financial $(i)$ position as at 30 June 2003 and of their performance for the year ended on that date; and
- complying with Accounting Standards and Corporations Regulations 2001; and $(ii)$
- there are reasonable grounds to believe that the company will be able to pay its debts as and $(b)$ when they become due and payable.
On behalf of the Board
P L Gunzburg Chairman
Perth, 30 September 2003
INDEPENDENT AUDIT REPORT
To the members of Eurogold Limited
Scope
The financial report and directors' responsibility
The financial report comprises the statement of financial position, statement of financial performance. statement of cash flows, accompanying notes to the financial statements, and the directors' declaration for Eurogold Limited (the company) and the consolidated entity, for the year ended 30 June 2003. The consolidated entity comprises both the company and the entities it controlled during that year.
47
The directors of the company are responsible for preparing a financial report that gives a true and fair view of the financial position and performance of the company and the consolidated entity, and that complies with Accounting Standards in Australia, in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.
Audit approach
We conducted an independent audit of the financial report in order to express an opinion on it to the members of the company. Our audit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected.
We performed procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards in Australia, and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company's and the consolidated entity's financial position, and of their performance as represented by the results of their operations and cash flows.
We formed our audit opinion on the basis of these procedures, which included:
- examining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report, and
- assessing the appropriateness of the accounting policies and disclosures used and the reasonableness of significant accounting estimates made by the directors.
While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls
Eurogold Limited - Annual Report 2003 43 INDEPENDENT AUDIT REPORT (cont'd)
We performed procedures to assess whether the substance of business transactions was accurately reflected in the financial report. These and our other procedures did not include consideration or judgement of the appropriateness or reasonableness of the business plans or strategies adopted by the directors and management of the company.
Independence
We are independent of the company, and have met the independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001. In addition to our audit of the financial report, we were engaged to undertake the services disclosed in the notes to the financial statements. The provision of these services has not impaired our independence,
Audit opinion
In our opinion, the financial report of Eurogold Limited is in accordance with:
- the Corporations Act 2001, including: $(a)$
- $(i)$ giving a true and fair view of the financial position of Eurogold Limited and the consolidated entity at 30 June 2003 and of their performance for the year ended on that date: and
- complying with Accounting Standards in Australia and the Corporations Regulations $(ii)$ 2001; and
- other mandatory financial reporting requirements in Australia. $(b)$
Ernst & Young
G H Meyerowitz Partner Perth
27 October 2003
| Eurogold Limited - Annual Report 2003 Marshall 2003 Marshall 24. | |
|---|---|
| ASX INFORMATION | . ****** |
- As at 21 October 2003 Eurogold Limited had an issued capital of 116,165,208 ordinary shares $(a)$ held by 1144 shareholders.
- $(b)$ Distribution of Shareholders
| Size of Holding | Number of Shareholders |
|
|---|---|---|
| 1,000 | 701 | |
| 1,001 | 5,000 | 172 |
| 5,001 | 10,000 | 57 |
| 10,001 | 100,000 | 119 |
| 100,001 | and over | 95 |
| 1,144 |
| (d) | The Top 20 Shareholders held | 71.58% |
|---|---|---|
Substantial Shareholders $(e)$
$\left( c\right)$
| Name | Number of Shares Held | Percentage | |
|---|---|---|---|
| Peter Lynton Gunzburg | 23,196,085 | 19.97 | |
| Nefco Nominees Pty Ltd | 21,343,046 | 18.37 |
894
$(f)$ List of Top 20 Shareholders as at 21 October 2003
| Name | Number of Shares Held |
Percentage | ||
|---|---|---|---|---|
| Nefco Nominees Pty Ltd | 21,343,046 | 18.37 | ||
| Trovex Pty Ltd | 20,196,085 | 17.39 | ||
| Colbern Fiduciary Nominees Pty Ltd | 4,000,000 | 3.44 | ||
| ANZ Nominees Limited | 3,687,325 | 3.17 | ||
| Cogent Nominees Pty Ltd | 3,476,210 | 2.99 | ||
| Banyan Pty Ltd | 3,146,733 | 2.71 | ||
| Peter Lynton Gunzburg | 3,000,000 | 2.58 | ||
| Melling Investments Limited | 2,987,656 | 2.57 | ||
| BB Nominees Pty Ltd | 2,580,000 | 2.22 | ||
| Invia Custodian Pty Limited <wam a="" c)<="" capital="" limited="" td=""> | 2,502,000 | 2.15 | 2,502,000 | 2.15 |
| Ibella Company Limited | 2,259,000 | 1.94 | ||
| Rollason Pty Ltd | 2,000,000 | 1.72 | ||
| Topsfield Pty Ltd | 1,800,000 | 1.55 | ||
| Invia Custodian Pty Ltd (WAM Equity Fund A/C) | 1,668,000 | 1.44 | ||
| Transcontinental Asset Management Pty Ltd | 1,666,666 | 1.43 | ||
| Australian Resource Finance Ltd | 1,500,000 | 1.29 | ||
| Pillage Investments Pty Ltd | 1,500,000 | 1.29 | ||
| Peloton Pty Ltd | 1,442,700 | 1.24 | ||
| Rivista Pty Ltd | 1,387,344 | 1.19 | ||
| Bouchi Pty Ltd | 1,050,000 | 0.90 | ||
| 83,192,765 | 71.58 |
| Eurogold Limited - Annual Report 2003 Committee Contract Contract 24 |
|
|---|---|
| ASX INFORMATION |
Voting Rights $\left( \mathbf{g} \right)$ Each shareholder is entitled to one vote per ordinary share.
$(h)$ The consolidated entity does not have an audit committee as directors are involved in its day to day operation and therefore do not consider that an audit committee is necessary.
Composition of the Board
The board comprises directors with an appropriate range of qualifications and expertise to manage and oversee the current activities of the company. The directors in office as at the date of this statement are:
Peter Lynton Gunzburg - Executive Chairman Dennis Wayne Franks - Non Executive Director Brett Montgomery - Non Executive Director
The board shall meet at least quarterly and follow meeting guidelines to ensure that all directors are made aware of, and have available, all necessary information relevant to the activities of the company.
It is considered by the board that the retirement and appointment of the directors (both executive and non executive) be maintained in accordance with the Constitution of the Company and that the current directors of the company are suitably qualified and experienced to guide the company in its current activities.
Board Committees
Because of the current limited extent of the company's operations and the day to day involvement of the executive directors in the running of the company, it is felt that it is not appropriate to have audit, nomination and remuneration committees.
Board Responsibilities
The board acts on behalf of the shareholders and is responsible for ensuring the efficient operation and administration of the company and is responsible for identifying areas of business risk and ensuring that these risks are adequately managed.
The board has procedures to allow directors, in the furthermore of their duties, to seek independent professional advice at the company's expense.
| Eurogold Limited - Annual Report 2003 | |
|---|---|
| ---------------------------------------------- | -- |
This page has been left blank intentionally