JAMESON RESOURCES LIMITED — Annual Report 2017

Sep 14, 2017

Jameson Resources Limited (ACN 126 398 294 )

Annual Report

For the Year Ended 30 June 2017

Annual Report 2017

Jameson Resources Limited

CONTENTS

Corporate Directory	2
Chairman’s Letter	3
Directors’ Report	4
Auditor’s Independence Declaration	33
Consolidated Statement of Profit or Loss and Other Comprehensive Income	34
Consolidated Statement of Financial Position	35
Consolidated Statement of Cash Flows	36
Consolidated Statement of Changes in Equity	37
Notes to the Financial Statements	38
Directors’ Declaration	62
Independent Auditor’s Report	63
Corporate Governance Statement	67
Additional Shareholder Information	75
Schedule of Mineral Tenements	77

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Annual Report 2017

Jameson Resources Limited

CORPORATE DIRECTORY

Jameson Resources Limited is an Australian listed exploration company focused on the development of its Canadian based coal projects. Its holdings are located in British Columbia, being the Crown Mountain and Dunlevy projects. For more details visit www.jamesonresources.com.au.

The Company was established in 2007, and its headquarters are in West Perth, Western Australia. Current relevant information is as follows:

DIRECTORS

Mr T. Arthur Palm (Acting Chairman and Chief Executive Officer)

Mr Steve van Barneveld (Non-Executive Director)

Mr Joel Nicholls (Non-Executive Director)

COMPANY SECRETARY

Ms Suzie Foreman

REGISTERED OFFICE

Jameson Resources Limited Suite 5

62 Ord Street

WEST PERTH WA 6008 Telephone: + 61(8) 9200 4473 Facsimile: + 61(8) 9200 4463

NWP Coal Canada Ltd Suite 800, 1199 West Hastings St Vancouver, BC V6E 3TS Telephone: +1(604) 629 8605

AUDITORS

HLB Mann Judd (WA Partnership) Level 4 130 Stirling Street PERTH WA 6000

SHARE REGISTRAR

Security Transfer Registrars 770 Canning Highway APPLECROSS WA 6153 Telephone: + 61(8) 9315 2333

SECURITIES EXCHANGE LISTING

Australian Securities Exchange (Home Exchange: Perth, Western Australia) Code: JAL

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CHAIRMAN’S LETTER

Dear Shareholder,

In celebration of the 10-year anniversary of our founding, it is my pleasure to present the Jameson Resources Limited Annual Report for the year ended 30 June 2017.

The Company made major strides this year in advancing the Crown Mountain Coking Coal project.

In April, an updated PFS was released showing attractive economics for Crown Mountain, including a cash FOB cost of US$75/tonne, and an after-tax payback period of just 2.3 years.

With the PFS update released and a dramatic improvement in coking coal prices, Jameson has seen increased interest from third parties in Crown Mountain, including strategic investors, steel makers and coal trading companies.

Jameson raised $2.6 million via share placement in June, and finished the year with a cash (and equivalents) balance of $4.2 million and no debt.

The placement funds have been earmarked to advance Crown Mountain on three fronts: completing outstanding baseline environmental field work, commencing the Application for an EA Certificate, and beginning limited design engineering.

Concurrent with the actions being executed at Crown Mountain, the Company is in discussions with several entities regarding off-take of the project’s hard coking coal, with an eye on arranging funding for the balance of work required to reach a decision to mine. These conversations are also exploring the potential for a JV type arrangement that may lead to funding part of mine construction.

Although Crown Mountain is Jameson’s main focus, we continue to evaluate other opportunities when they become available.

Your management team looks forward to serving your interests in fiscal 2018 as Crown Mountain continues to progress toward development.

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Art Palm Chairman and CEO 15 September 2017

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DIRECTORS' REPORT

The directors of Jameson Resources Limited (“Jameson” or “the Company”) submit herewith the financial report of the Company and its subsidiaries for the financial year ended 30 June 2017. In order to comply with the provisions of the Corporations Act 2001, the directors’ report is as follows:

1. DIRECTORS

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

Mr T. Arthur Palm (Chief Executive Officer and Chairman) Mr Steve van Barneveld

Mr Joel Nicholls (appointed 15 September 2016)

Mr Jeff Bennett (resigned 10 November 2016)

INFORMATION ON DIRECTORS

T. Arthur Palm Chief Executive Officer and Chairman Qualifications B.S. Mining Engineering, MBA Length of Service 8 years: Director appointment - 12 August 2009 Experience Mr Palm is a professional mining engineer with 40 years of mining related operational experience, including responsibilities in open-pit and underground coal mining in North America. Mr Palm held management positions at several major coal companies during his career and founded and operated consulting company Mencon LLC prior to joining Jameson in 2009. He has extensive experience in exploration, property evaluation, mine and plant design, mine and plant operations, and corporate governance.

Steve van Barneveld Non-Executive Director Qualifications B Min-Tech (Hons 1) Length of Service 3 years: Director appointment 21 February 2014 Experience Mr van Barneveld is a process engineer with over 29 years of experience in the mining services sector, a significant portion of which was spent with Sedgman Limited, a leading international designer and builder of coal handling and processing plants, where he served as COO and oversaw a period of significant growth and international expansion. Steve has extensive experience in asset development, design, construction, and operations management. Mr. van Barneveld is based in Brisbane.

Special Responsibilities Remuneration and Nomination Committee member

Joel Nicholls Non-Executive Director Qualifications Chartered Accountant, Graduate Diploma Mineral Exploration Geoscience Length of Service Director appointment – 15 September 2016 Experience Mr Nicholls has over 10 years financial and technical experience in the resources industry. He formerly worked for PricewaterhouseCoopers and has excellent financial skills specific to the resources industry in the areas of mergers, acquisitions, joint ventures, and corporate governance. Based in Melbourne, Joel manages a private resources fund.

Special Responsibilities Remuneration and Nomination Committee member

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DIRECTORS' REPORT (Continued)

INFORMATION ON DIRECTORS (Continued)

Jeff Bennett Non-Executive Director (resigned 10 November 2016) Qualifications BComm CPA Length of Service 10 years: Director resignation – 10 November 2016 Experience Mr Bennett has over 20 years’ experience in the resource, transport, IT and service industries. Mr Bennett has held senior financial positions at CSC, UXC Ltd., Intermoco Ltd, Simoco Pacific, BHP, and Shell. His experience extends to corporate finance, capital markets, acquisitions and divestments and risk management.

Special Responsibilities Remuneration and Nomination Committee member

Directorships of other listed companies

Directorships of other listed companies held by directors currently and in the 3 years immediately before the end of the financial year are as follows:

Name	Company	Period of directorship
T. Arthur Palm	-	-
Steve van Barneveld	-	-
Joel Nicholls	-	-
Jeff Bennett	KneoMedia Limited	20 May 2008 – resignation from
		Jameson

COMPANY SECRETARY

The following person held the position of company secretary during and at the end of the financial year:

Ms Suzie Foreman

Ms Foreman is a Chartered Accountant with over 20 years of experience within the UK and Australia. Ms Foreman has 11 years combined experience with a Big 4 and a boutique accounting firm specialising in the areas of audit, advisory and corporate services. Ms Foreman has extensive skills in the areas of financial and management reporting, due diligence and ASX corporate compliance. Ms Foreman has been involved in the listing of numerous exploration companies on the ASX, AIM and OTC markets and assisted in corporate matters including capital raising, acquisitions, divestments, finance, joint ventures and corporate governance. Ms Foreman is also the Company Secretary of Spectur Limited.

2. CORPORATE STRUCTURE

Jameson Resources Limited is a public company listed on the ASX (Code: JAL) and is incorporated and domiciled in Western Australia. Jameson Resources Limited and its wholly owned subsidiaries NWP Coal Canada Ltd and Dunlevy Energy Inc. are collectively referred to as Jameson, or the Group, as the context requires.

3. PRINCIPAL ACTIVITIES

The principal activity of the Group during the financial year was advancing the Company’s Crown Mountain Coking Coal project. Management has also been evaluating other opportunities that have presented themselves from time-to-time, both in coal and other commodities.

There were no significant changes in the nature of the Group’s principal activities during the financial year.

4. OPERATING RESULTS

The loss, after tax, attributable to the Group for the financial year ended 30 June 2017, amounted to $895,778 (2016: $2,289,315).

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DIRECTORS' REPORT (Continued)

5. DIVIDENDS PAID OR RECOMMENDED

The directors do not recommend the payment of a dividend in respect of the financial year and no amount has been paid or declared by way of a dividend since the start of the financial year to the date of this report.

6. SIGNIFICANT CHANGES IN STATE OF AFFAIRS

There were no significant changes in the state of affairs of the Company during the financial year.

7. REVIEW OF OPERATIONS

Jameson Resources Ltd (“Jameson” or “the Company”) is focused on the exploration of strategic coal projects in western Canada. The Province of British Columbia (location of the Company’s two projects – see Figure 1) benefits from world-class railways, deep water ports, and skilled labour and services.

During the financial year ended 30 June 2017, the Company made progress on several fronts with respect to advancing the flagship Crown Mountain project.

In April, an update to the positive 2014 Pre-feasibility Study (“PFS”, the “Update”) was completed by a team led by Norwest Corporation. The results, being dramatic improvements versus the 2014 PFS, are discussed in detail later in this Annual Report.

Crown Mountain continued to advance in the pre-application stage of the Environmental Assessment (“EA”) process. Initial work commenced on drafting the EA Application, and design engineering.

No work was performed on the Dunlevy project in northeast British Columbia, which remains in good standing with the province.

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Figure 1: Project Locations

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DIRECTORS' REPORT (Continued)

British Columbia

Elk Valley Coal Field - Crown Mountain Coking Coal Project

Location and Tenure

The Crown Mountain project (“Crown Mountain” or “the Project”) is located within the Elk Valley coal field in south eastern British Columbia. Along with the Crowsnest coal field, this region is home to five of Canada’s active coal mines. These five coal mines produce over 20 million tonnes per annum of quality coking and thermal coal, representing a significant majority of Canada’s total coal exports. It is important to note that all five of these mines continued to operate during the 2016 depressed market for coking coal, a tribute to both coal quality and cost structure. This is contrary to the status of most other export coal mines in Canada.

Crown Mountain sits in the heart of this region in close proximity to two significant coking coal mines, Line Creek which is 12km to the north, and Elkview which is 8km to the southwest. The Project includes six granted coal licenses (418150, 418151, 418152, 418153, 418154, and 418966) covering an area of 3,562 hectares (Table 1), All licenses are in good standing and held in the name of NWP Coal Canada Ltd, a wholly owned subsidiary of Jameson.

After the reporting period (in July) the Company submitted applications for four (4) additional coal licenses for Crown Mountain. The province accepted these applications and will now begin the referral process with First Nations and other parties as part of their evaluation. That procedure is expected to last several months, at a minimum.

The additional license applications are in areas adjacent to the existing Crown Mountain tenure. Jameson is not in possession of any previous exploration work on the subject tracts, and there are no known historical coal resources. As such, the Company considers the area to be speculative in nature. Geologic site reconnaissance activities are planned post provincial approval. Any further exploration is dependent on the outcome of that evaluation.

Table 1 includes information on the four additional applications. It should be noted that the rent due is not payable until the licenses are actually issued (the first year rent has been pre-paid).

Name	License Number	Status	Area (Ha)	Rent (CAD)
North Block	418150	Granted	334	$3,340
South Block	418151	Granted	1,001	$10,010
West Crown	418153	Granted	251	$2,510
Southern Ext	418154	Granted	835	$8,350
Crown East	418152	Granted	167	$1,670
Northwest Ext	418966	Granted	974	$6,818
SUBTOTAL - Granted			3,563	$32,698
Northern Extension	419177	Application	765	$5,355
Grave Creek	419176	Application	1,360	$9,520
Alexander Creek	419178	Application	680	$4,760
Grave Prairie	419179	Application	1,700	$11,900
SUBTOTAL - Applications			4,505	$31,535
TOTAL RENTS			8,068	$64,233

Table 1: Crown Mountain Coal License Summary Table

Note: First year rents are pre-paid, annual rents are due starting one year after tenure is granted.

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DIRECTORS' REPORT (Continued)

Exploration

Jameson successfully completed its inaugural exploration program at Crown Mountain in 2012. The program was undertaken by independent contractor Norwest Corporation (“Norwest”) and included geological mapping, trenching and reverse circulation drilling. Drilling was performed in three phases across the project area with the majority of the drill holes confined to the North and South Blocks. The final phase of drilling, which focused on the previously untested Southern Extension, was concluded on 19 November 2012. In total, the program included forty reverse circulation drill holes ranging in depth from 62m to 231m (average 143m) for an advance of 5,707m. Several exploration-related environmental studies were performed as well.

Norwest completed a compliant Resource Report and Preliminary Economic Assessment (PEA) in early 2013 based on the 2012, and historical, exploration results. Those reports indicated Crown Mountain to be a project of merit, leading to additional exploration in the summer of 2013.

The 2013 exploration program was focused on two objectives: (a) acquire significant bulk samples to determine coal quality at Crown Mountain, and (b) perform additional drilling to verify the geologic model and explore the extents of the coal deposit. Both objectives were accomplished. Additional exploration-related environmental studies were conducted, including overburden geochemistry, groundwater evaluation, wildlife and fisheries. The 2013 program was completed ahead of schedule and under budget.

The 2013 program was targeted specifically at the North and South Blocks, which contain measured and indicated resources. The Southern Extension area, containing only inferred resources, was excluded (with the exception of environmental studies executed to evaluate issues specific to that area that may impact future exploration). However, it should be noted that Jameson and its consultants believe the Southern Extension displays significant potential to expand on the area targeted by the 2013 program and subsequent PFS.

No drilling activities were conducted at Crown Mountain during the 2015, 2016, or 2017 reporting periods. However, Jameson holds additional Crown Mountain exploration permits (expire in 2018 but can be extended) and drilling activities can be initiated anytime over the next year without the need for further permitting. Approved exploration permits include the North and South Blocks, and the promising Southern Extension area. Despite not drilling, the Company did continue several exploration- related environmental studies during the 2015-2017 period.

PFS UPDATE

The PFS was originally completed in August 2014. Since that time the Company and its consultants identified several areas of improvement, particularly the potential for CAPEX and OPEX reductions. In addition, certain economic parameters changed with respect to the coking coal market. Jameson elected in November 2016 to capture all identified material changes into an Update to the PFS.

To lend a high level of confidence to the Update, a team of three highly regarded leaders in their respective fields were selected:

• Norwest Corporation of Vancouver, British Columbia, Canada served as the team leader in compiling the update. Norwest is one of the world’s leading consulting firms; their Vancouver office has extensive experience with open pit coal mining in Western Canada.

• Kiewit, based in Omaha, Nebraska, USA, has a long and successful history of operating mines in a wide variety of conditions. In addition, Kiewit is a well-known and respected contract miner. Kiewit provided costing for the execution of the mine plan, as well as mine construction, yielding significant productivity improvements and cost savings as a result of optimizing equipment selection and usage. The Kiewit review also confirmed the suitability of the overall mine plan.

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DIRECTORS' REPORT (Continued)

• Sedgman, operating worldwide, is a leading designer, builder, and operator of coal processing facilities. They also possess expertise in the area of mine infrastructure. The Sedgman team developed a modified washing plant flow sheet and provided updated CAPEX and OPEX costs. Sedgman also reviewed the washability data and validated Norwest’s conclusions regarding coal characteristics, quality and product yield.

The objectives of the Update to the 2014 PFS were:

• Incorporate all material economic and market changes since the 2014 PFS was issued.

• Capture all material improvements identified during the past two plus years, with a focus on reducing CAPEX and OPEX via process improvements and optimization.

• Bring additional real-world experience into the process (Kiewit and Sedgman) thus de-risking the project and adding confidence to the result.

• Address any material issues discovered in the original PFS.

The Update did not examine or make any changes to the geologic model or the mine plan. Those items will be addressed in a future Bankable Feasibility Study.

Jameson management believes the stated objectives were met. The result is a high quality study yielding significantly better economics than the original.

A detailed presentation of the Update results follows.

History

The PFS Update results and underlying assumptions were reported to ASX on 25 April 2017. The reporting date for the original PFS was 11 August 2014 in an ASX announcement entitled “Prefeasibility study confirms Crown Mountain coking coal project will enjoy outstanding economics” and further detailed in the 2014 and 2015 Annual Reports to Shareholders.

The PFS was preceded by a PEA reported to ASX on 17 April 2013 in an ASX announcement entitled “PEA Confirms Potential Robust Economics on Crown Mountain Coal Project” and further detailed in the 2013 Jameson Annual Report. In addition, updated coal quality results were reported to ASX on 14 March 2014 in an announcement entitled “Positive Property-Wide Coal Quality, Crown Mountain Coking Coal Project”.

Included in the above-referenced documents was information with respect to how production targets were determined. The Company is not aware of any material changes to the assumptions, technical parameters, and engineering methodology supporting the in-situ resource and run-of-mine reserve estimates in the relevant market announcements. The PFS Update did not make any changes to insitu resources or run-of-mine reserves, or the basis for their determination. They are restated below for completeness.

Resources

Table 2 displays the resources originally reported in 2014 (unchanged in the 2017 Update).

RESOURCE AREA	Measured (Mt)	Indicated (Mt)	Measured & Indicated (Mt)	Inferred (Mt)	Measured, Indicated & Inferred (Mt)
North Block	8.0	6.0	14.0	0	14.0
South Block	60.9	0	60.9	0	60.9
Southern Extension	0	0	0	23.7	23.7
TOTAL	68.9Mt	6.0Mt	74.9Mt	23.7Mt	98.6Mt

Table 2 – Crown Mountain Resource 2014 (Effective March 11, 2014)

Note: Data for Table 2 was prepared in accordance with provisions of NI 43-101 and presented above in accordance with the JORC Code (2012 Edition), Clause 26.

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DIRECTORS' REPORT (Continued)

Reserves

The 2014 PFS and 2017 Update identified 55.8 million run-of-mine (“ROM”, “raw”) tonnes as a coal reserve (Table 3), of which 49.7 million tonnes are classified as Proven and 6.1 million tonnes as Probable. These reserves are underpinned by the resources contained in Table 2 above.

Area	ASTM Group	Run of Mine Coal Reserves	Run of Mine Coal Reserves	Run of Mine Coal Reserves	Run of Mine Coal Reserves
		(Ktonnes)
		Proven		Probable
		COKING	PCI	COKING	PCI
North Pit	Bituminous	7,252	757	4,907	1,192
East Pit		3,563	461	0	0
South Pit		31,784	5,913	0	0
Sub-Total		42,599	7,131	4,907	1,192
Total Proven & Probable		49,730		6,099
Total		55,829

Table 3 – Run of mine surface mineable reserve summary (Ktonnes)(as at April 1, 2017)

PFS Basic Assumptions and Design Parameters

Several key elements of the 2014 PFS were held as constant for the Update. These include:

• The geologic model: there was no new information to incorporate.

• Mining method: open pit

• The mine plan: it was decided to keep the mine plan itself intact, although the actual execution of the mine plan was evaluated by Kiewit and Norwest and altered where warranted.

• Annual ROM production rate: identical to the original PFS at a peak annual rate of 3.7 million runof-mine tonnes.

• Infrastructure location: mine and processing facility locations were not altered.

• Target coal quality: clean coal quality parameters are identical to the 2014 study.

Material changes from the original PFS assumptions can be categorized into five areas:

• Currency and Exchange Rates

• Mining

• Processing

• Coal Sales Price

• General

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DIRECTORS' REPORT (Continued)

Currency and Exchange Rates

All costs discussed in the Update are in Canadian dollars (“CAD”). Coal sales prices are presented in United States dollars (“USD”, “US$”).

The exchange rate assumed was 0.75 USD per CAD. This rate was selected by Norwest based on current economic conditions and publicly available data from various sources. The 2014 study used an exchange rate of 0.92 USD per CAD.

For the purpose of simplicity, all economic figures presented in this announcement have been converted to USD.

Mining

The mining method selected for Crown Mountain is open pit. Mining equipment includes excavators, front end loaders, and haul trucks, supported by dozers, backhoes, and blasthole drills. This type of equipment is typical for Elk Valley mining operations, and includes equipment specific to selective mining in certain thinner seams present on the property. The majority (90%) of overburden removal is projected to require blasting.

The mine plan has been sequenced to extract the low strip ratio North block first, after pre-stripping. This would be followed by the smaller East block (a subset of the South block, but a distinctly higher quality and discrete mine pit) and ultimately the large South block.

Following geotechnical evaluation of the core recovered during the 2013 exploration program, and considering available regional data, the following design parameters were used in the pit design (Table 4):

Highwall	Inter-ramp Angle = 48° for a maximum wall height of 150m. Walls higher than 150 m require an additional 20 m catch bench between stacks.	Inter-ramp Angle = 48° for a maximum wall height of 150m. Walls higher than 150 m require an additional 20 m catch bench between stacks.	Inter-ramp Angle = 48° for a maximum wall height of 150m. Walls higher than 150 m require an additional 20 m catch bench between stacks.
Footwall	Bedding Plane Dip	Berm Width	Berm Frequency
	< 35°	0 m	Not required
	36° to 50°	8 m	70 m
	51° to 65°	8 m	30 m
	> 65°	10 m	30 m

Table 4 – Crown Mountain Pit Slope Guidelines

It has been assumed that coal loss and out-of-seam dilution (“OSD”) occurs at every rock/coal interface except where partings are mined as part of the ROM product. Evaluation of site-specific conditions, and review of both local and other comparable operations, have resulted in the assumption of coal loss (pit loss) of 0.15m per contact, and concurrent OSD of 0.10m. Best practice selective mining will be employed over much of the Crown Mountain project area. ROM cut-off criteria for estimating plant yield results in any coking coal seams under 15 percent yield and PCI under 25 percent yield being treated as waste.

Mined ROM coal is hauled from the pit to a rotary breaker where some of the larger size OSD is removed.

Kiewit reviewed the mine plan in detail and recommended certain execution changes to Norwest that resulted in a more efficient and productive operation. Additional changes were made by Norwest in select areas. Material changes versus the original PFS are:

• The primary haul truck size was increased from 200 tonnes to 250 tonnes.

• Shovel productivity for the primary waste units was increased based on real-world experience, and the planned incorporation of state-of-the art dispatching and simulator training systems.

• Blasting was changed from in-house to the use of a contractor, which is a common practice in Western Canada.

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DIRECTORS' REPORT (Continued)

• The number and size of dozers and graders were changed to match the truck fleet and spoil pile (including selenium management) requirements.

• Unit operating costs were adjusted based on data provided by Kiewit to reflect a combination of experience and updated figures reflective of comparable operations.

• Equipment replacement schedules were revised based on the above changes and operating experience, resulting in a significantly lower sustaining capital requirement.

• Numerous small equipment items not specifically detailed in the PFS were identified by Kiewit and included in the Update.

Major mining equipment includes:

• Hitachi model EX-2600, EX-3600, and EX-5600 diesel powered excavators

• Caterpillar model 793 haul trucks

• Caterpillar model D10T crawler-mounted bulldozers and model 854 rubber-tired dozers

• Caterpillar model 992 and 993 loaders

• Caterpillar model 16M and 24M graders

• Western Star model WSW 6900XD haul trucks (for clean coal haul)

• Blasthole drills and other support equipment

Processing

As with the majority of Canadian metallurgical coals, a wash plant is required. That facility will be located proximate to the mine pits. This accomplishes multiple goals: (a) it reduces trucking costs for the ROM material, (b) it allows plant reject disposal to occur at or near the mine site, and (c) plant reject (high in shales and clays) will be used to form barriers across the spoil piles, thus reducing permeability and mitigating the potential for metal leaching (metal leaching, particularly but not limited to selenium, is an issue in the Elk Valley).

Plant yield peaks in the early years when North pit seams make the major ROM contribution. North block plant yield is 60.6 percent. The East block plant yield is 56.5 percent, followed by a 49.0 percent plant yield in the South block. The life-of-mine plant yield is 52.6 percent post rotary breaker. The primary processing method is heavy media cyclone and reflux classifier, supplemented by column cell flotation for fines recovery. A hyperbaric filter is included in plant design to reduce the product moisture of the fine coal.

The 2014 PFS plant was constructed in two phases: the main plant was placed into service coincident with first coal production, and a middlings recycling circuit was installed once production from the lower yield south pit began in year 4.

A thermal drier was included in the 2014 PFS to reduce product moisture prior to shipping.

Material changes in plant design versus the PFS are:

• Sedgman recommended replacement of the thermal drier with a hyperbaric filter. This resulted in equivalent product moisture at a lower capital and operating cost.

• Rather than add the middlings circuit in year 4, it is included in the plant from first production, with the following effects:

• Higher start-up capital, but lower total capital as this strategy avoids extra mobilization costs and the inefficiency associated with constructing a plant addition.

• Moderately higher plant yields (coal recovery) in the early years, as the middlings circuit is now active during production from the North and East pits.

• Total clean production life-of-mine increased from 26.9 million tonnes to 27.1 million tonnes.

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DIRECTORS' REPORT (Continued)

Washed coal will be conveyed down the mountain (3 km) and then trucked approximately 13 km to a stockpile/loadout area where the product will ultimately be loaded via a 16,000 tonne capacity silo onto railcars on a new rail loop to be located adjacent to Canadian Pacific’s (“CP”) existing common-user railway. The loadout facility includes silo storage with a batch weigh bulk loading system for accurate load control and freight cost management.

There is one material modification to the PFS with respect to clean coal transportation from plant to loadout:

• Norwest identified an alternate truck model/configuration for the clean coal haul that requires less start-up capital and incurs lower operating cost. Being narrower than the PFS-specified truck, it also has a positive effect on haulroad size, and thus cost.

Infrastructure

The Project is located in an infrastructure-rich area. Teck operates a total of five coking coal mines in the Elk Valley and general vicinity: two of these operations are south of Crown Mountain and three are north. As a result, mainline rail, power, supporting communities and services are all nearby.

CP’s rail is a combined 16 km from the wash plant: 3 km of overland conveyor and 13 km truck haul. Power lines will be extended 14 km from the main transmission line to the preparation plant. A natural gas line of similar length is planned to provide heat for the plant, shop, and support facilities.

Existing access roads to the Project will be upgraded: these roads have already been used for logging operations and product transportation by a local quarry.

Water supply will originate from a storage pond to be located adjacent to Grave Creek. Seasonal flow studies and estimated Project water requirements indicate this is a viable solution.

The towns of Sparwood, Elkford, Fernie, and Crowsnest Pass will be the source of the Crown Mountain work force, and house numerous mining-related service industries.

Transport

Once loaded onto rail, carrier CP will transport the coal to either Westshore Terminals (“Westshore”) near Vancouver, or to Ridley Terminals (“Ridley”) near Prince Rupert, where it will be loaded into ships. Westshore, at a distance of approximately 1,200 km, is the terminal of choice for Crown Mountain coal, with an estimated transportation cost (combined rail and port) of US$25.50/tonne.

Capacity expansion continues at the Vancouver ports and it is believed Westshore will have available capacity when the first coal from Crown Mountain is ready for shipment.

All clean coal production from Crown Mountain is assumed to be exported. Coal is sold FOB vessel.

General

The following items have been updated/added to the PFS Update from the 2014 version:

• Labour rates have increased. Local mines recently negotiated new labour agreements that included higher wages. The higher wages result in an increase in mining and processing costs across-the-board. It is assumed Crown Mountain will pay prevailing local wages.

• Fuel prices have decreased by approximately 12 percent from the 2014 assumption in Canadian dollars (28 percent in US dollars).

• Omissions in the 2014 PFS have been identified and addressed:

• A small contract coal testing lab, and associated staffing, has been added.

• o Additional dozer time has been included to address the proposed spoil disposal strategy designed to mitigate the liberation of selenium.

• Construction staffing has now been included for years -1 and -2.

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DIRECTORS' REPORT (Continued)

• A truck dispatch system (capital equipment and staffing) has been added to support the higher productivities associated with the mining cycle and be consistent with evolving technology and industry best practice.

• Initial pit haul road re-design resulted in a reduced construction cost.

• Performing pre-stripping with Company employees versus contractors achieved considerable savings in mine start-up costs.

Coal Quality and Product Mix

Norwest determined from the 2013 bulk sampling program that the majority of Crown Mountain product will be hard coking coal. A minority amount of PCI coal will be produced. There will be no material amount of thermal coal produced at Crown Mountain.

Based on assumptions employed by Norwest in the PFS, the clean coal product mix is estimated as:

Hard Coking coal	84%
PCI coal	16%

Kobie Koornhof Associates (“Koornhof”), a well-respected coal market specialist, has indicated the North and East Block coals will command near benchmark pricing. The South block hard coking coal product has been discounted to reflect certain parameters that are not as attractive as the North block counterpart, placing that product in a Tier 2 category.

Blending of North and South Block coals, evaluated during the extensive lab testing performed on core, shows potential to increase life-of-mine revenue, and will be investigated by Jameson moving forward. Koornhof has estimated a small premium over South-only coal. Blending was not part of the final optimization process for the PFS, and thus there does exist potential upside in this area. Should blending be pursued, some additional bulk sampling will be required to acquire coal for quality testing. Koornhof has also suggested additional material, particularly from the South Block, be acquired for advanced coking tests and to confirm existing results.

Table 5 presents a summary of Crown Mountain coal quality compared to other western Canadian sources, as contained in the PFS. Of particular note is the relatively high (and attractive) CSR (coke strength after reaction), a property of great importance to coal buyers.

	Crown Mountain **Coking Coal1 **	Crown Mountain **Coking Coal1 **	Canadian NEBC2 **HCC4 **	Canadian SEBC3 HCC4	Central Alberta4
	North and East Blocks	South Block
Total Moisture (% as received)	8 - 9	8 - 9	8 - 9	8 - 9	8 - 9
Volatile Matter (% dry)	20.5	18	23 - 24.5	21 - 27	17 - 27
Ash Content (% dry)	9	9	8.3 - 8.6	8.5 - 9.6	8.5 – 9.5
Sulphur Content (% dry)	0.6	0.6	0.45 - 0.55	0.35 - 0.75	0.45 - 0.5
Free Swelling Index (FSI)	7 - 8	4 - 5	7 - 8	6 - 8	5 - 7
Vitrinite Reflectance RoMax (%)	1.45	1.59	1.15 - 1.25	1.10 - 1.35	1.10 – 1.60
Maximum Fluidity (ddpm)	30	5	150 - 300	40 - 300	15 - 700
Phosphorus in Coal (% dry)	0.060	0.100	0.008 - 0.040	0.010 - 0.065	0.016 – 0.050
Base/Acid Ratio of Ash	0.07	0.05	0.12 - 0.18	0.07 - 0.10	0.11
CSR (Coke Strength after Reaction)	75	67	58 - 60	68 - 72	58 - 60

Table 5 – Quality Comparison of Crown Mountain Coal with Other Canadian Export Coking Coals

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DIRECTORS' REPORT (Continued)

Notes:

• 1 Results are based on laboratory scale washing and testing of exploration samples.

• 2 North east British Columbia.

• 3 South east British Columbia.

• 4 Results are based on full washing plant under operating conditions.

Data source: Kobie Koornhof Associates

Crown Mountain’s coal quality is depicted on the following graph (Figure 2) along with coal from the major coking coal regions of the world.

==> picture [441 x 289] intentionally omitted <==

Figure 2 – Coal Blending Chart

To attain the “blend quality target” shown above, it is necessary to include high CSR “Prime HCCs” to offset lower quality coals. As depicted above, the Crown Mountain coal products have higher CSR relative to most other coals.

Coal Pricing

Koornhof has provided coal price forecasts (USD) over the life-of-mine for Crown Mountain’s two products (main product: hard coking coal and secondary product: PCI coal), which are shown in the table below:

PERIOD	COAL TYPE	NORTH	SOUTH
Life-of-mine	Hard Coking	$140 - $170	$126 - $153
	PCI	$92 - $112	$92 - $112

Table 6 - Coal Pricing Assumptions (USD)

The Update uses the average price forecast by Koornhof: US$155/t and US$140/t for North and South Block coking coal respectively, and US$102/t for the PCI product. Norwest also evaluated sensitivity to changing coal prices, discussed later in this document. (Note: As of the date of this Annual Report, coal prices remain higher than those used in the Update).

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DIRECTORS' REPORT (Continued)

Environmental Issues

The PFS and ongoing Environmental Assessment (“EA”) effort have significantly added to the Company’s understanding of environmental issues at Crown Mountain. Importantly, with the Project located in an area populated by operating coal mines, the environmental factors are relatively well defined.

One of the major environmental issues in the Elk Valley relates to metal leaching and its effect on water quality. In particular selenium (and to a lesser degree cadmium, calcite, and other substances) has reached elevated levels in the Elk River watershed. As a result, the province formed a task force headed by Teck that developed the Elk Valley Water Quality Plan (draft report was submitted by Teck on 22 July 2014 and approved later that year by the province). Mitigation and control methodologies to address these issues have played a large role in the conceptual design of the Crown Mountain spoil piles and the use of clay-rich wash plant reject to systematically “cap” spoil areas to reduce water infiltration. The Company is committed to utilizing environmental best practices across the entire operation, and will closely monitor actions by other local mines, and emerging technologies, during the course of mine design and construction.

Jameson installed multiple ground water monitoring stations in 2013 and periodically collects data. Norwest has evaluated that information and utilized the results to address issues such as pit dewatering and groundwater contamination. The PFS does not anticipate any material environmental challenges associated with groundwater.

Additional permits must be acquired by the Company before mine construction can commence. To apply for these permits, significant study must be performed on areas such as wildlife, water quality, air quality, archaeological issues, etc. While the Company has not submitted any permit applications at this stage, it has been busy collecting the requisite data, and it is Norwest’s opinion that the timing schedule provided in the PFS Update (initial mine production by 2020) is reasonably achievable, provided Jameson executes the required critical path permitting and development activities in a timely and administratively complete manner.

As a precursor to permitting, Jameson entered the pre-application phase of the Environmental Assessment (“EA”) process in 2014 and has progressed through development and submittal of the Valued Components Document (“VCD”). The final formal document step in the pre-application process is to submit and gain acceptance of the Application Information Requirements (“AIR”): Jameson has submitted draft versions of the AIR to the province and expects acceptance during the latter part of 2017. At that time, preparation of the Application for an Environmental Assessment certificate may commence. The Mine Permit itself, and other related permits, must also be prepared and submitted for approval.

First Nations, Governmental, and Third Party Issues

Crown Mountain is located in traditional First Nations territory. Specifically, both the Ktunaxa and Shuswap bands claim such traditional use. Jameson has been in contact with these organizations and has established a policy of close cooperation and communication as the project moves forward. First Nations are intimately involved in the mine permitting process through the referral and consultation routines established between First Nations and provincial government. It is incumbent on the province, and in turn Jameson, to understand and address the issues brought forth by First Nations.

Jameson representatives have consulted frequently with First Nations since acquiring the original option on Crown Mountain, and will continue to do so during permitting, construction, and mine operation.

In addition to First Nations, there are governmental and private entities that have certain interests with respect to land use, and can be expected to participate in the permitting process through referral and comment. Such entities include, but are not limited to, local governing authorities and special use organizations such as recreational clubs, etc.

The Company has met with the local governments (councils, mayors) of all the nearby towns including Sparwood, Elkford, Fernie, and the District of Crowsnest Pass. Through events such as an Open House, and the VCD commenting process, Jameson has also had discussions with non-governmental organizations regarding their special issues and concerns.

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DIRECTORS' REPORT (Continued)

Norwest has evaluated potential issues that may arise during the permitting process and believes it is reasonably likely Jameson will be able to adequately address these issues and receive the required permits per the project schedule.

All mining and coal processing activities, including refuse and spoil disposal, will occur on land now controlled by Jameson via License. The water supply, access and haulage roads, and preferred rail loop/loadout site are on property controlled by one or more third parties, predominantly Teck. It is assumed in the PFS that the necessary access and surface disturbance rights will be acquired without major issue. Negotiations are in progress, and certain preliminary documents such as road use agreements and limited access agreements have been in place for several years. There is no guarantee these negotiations will be successful, in which case alternatives will have to be considered.

Capital and Operating Costs

Start-up capital expenditure to support the mining and processing operation has been estimated in the Update to be US$309.3 million as detailed in Table 7.

Pre-Production Capital	US$M
Major Mobile Equipment	99.1
Minor Mobile Equipment	9.6
Wash Plant	63.7
Infrastructure(rail load-out,roads, power,offices,shopetc)andpermitting	93.2
Pre-Strip	15.6
SUBTOTAL – CAPITAL	281.2
Contingency @10%	28.1
TOTAL CAPITAL	309.3

Note: Totals may be off due to rounding. Table 7 – Pre-Production Capital

The mine operating cost estimate considers all aspects of the mining operation, including coal processing, coal and waste loading and haulage, topsoil salvage and replacement, road maintenance, water management, reclamation and site administration. Operating costs are summarised in Table 8.

Cost Category	Cost Per Clean Tonne Life-Of-Mine US$
Waste Removal	26.47
Coal Mining	4.35
Plant	7.76
Clean Coal Handling	2.24
Reclamation	1.01
Minor equipment	0.77
Marketing/Corporate	1.01
Administration	5.51
Total Costs – Site	49.12
Rail and Port Costs	25.50
Total Costs - FOB(pre-tax and royalty)	74.62

Note: Totals may be off due to rounding. Table 8 –FOB Costs (Pre-Tax Basis) (excludes sustaining capital)

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DIRECTORS' REPORT (Continued)

Alternate acquisition and financing scenarios have also been examined by Norwest designed to reduce start-up capital whilst preserving the overall performance of the project. Two variations were considered:

• Used equipment: For the major mining equipment category only, Norwest estimated selling prices for low-hour used equipment. Operating costs were then adjusted (higher) to reflect the loss of the low-cost early hours of operation.

• Leased equipment: For the major mining equipment, Norwest obtained leasing information as an alternative to buying. Lease rates were obtained for new equipment over a 5-year life with no residual. Longer and more favourable terms may be available once actual bids are placed, potentially lowering operating cost.

Table 9 summarizes the effects on capital and operating cost of the used equipment and leasing alternatives.

Scenario	Start-Up Capital US$M	LOM CASH FOB US$/tonne
All Capital	309.5	74.63
With Used Equipment	272.4	76.81
With Leased Equipment	227.3	80.11

Table 9: Used equipment and leasing alternatives effect on CAPEX and OPEX

Sustaining capital requirements, including contingency, included in the NPV and IRR calculations in the section below, are US$113 million, US$97 million, and US$49 million for the base, used equipment, and leased equipment cases respectively.

Financial Measures

The life-of-mine (“LOM”) is estimated at 16 years, with annual clean coal sales ranging up to 2.1Mtpa based on plant yields, which vary by mining area. A total of 27.1 million tonnes of clean coal are estimated to be sold, of which 22.9 million tonnes is hard coking coal, and the balance PCI.

The clean coal stripping ratio (BCM of waste to tonne of clean coal) ranges from 6.4:1 to 8.7:1 during the first 4 years of operation. This is considered to be low and attractive relative to other surface coking coal projects. The low life-of-mine clean strip ratio of 9.8:1 is due to Crown Mountain’s topography and the presence of several major coal seams near surface.

Primary outputs from the PFS Update are listed in Table 10 (pre-tax) and Table 11 (after-tax). Results for the alternate acquisition/financing options are included.

Scenario	Start-Up Capital US$M	LOM CASH FOB US$/tonne	IRR %	NPV10 US$M
All Capital	309	74.63	40	440
With Used Equipment	272	76.81	44	456
With Leased Equipment	227	80.11	47	457

Table 10 – Prefeasibility Economics (Pre-Tax Basis) (Capital includes 10% contingency)

Scenario	Start-Up Capital US$M	LOM CASH FOB US$/tonne	IRR %	NPV10 US$M
All Capital	309	74.63	31	267
With Used Equipment	272	76.81	35	280
With Leased Equipment	227	80.11	38	284

Table 11 – Prefeasibility Economics (After-Tax Basis except FOB) (Capital includes 10% contingency)

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DIRECTORS' REPORT (Continued)

Staffing

The mine and plant are staffed to operate 365 days per year, 24 hours per day, less statutory holidays scheduled downtime, and estimated delays due to weather and other events.

Peak hourly labour employment is 270 persons. Staff, which includes supervisory and administrative personnel, totals 54.

Sensitivity Analysis

Norwest has performed a sensitivity analysis by varying certain factors over the life of the operation, the results of which are presented in Table 12. The selected parameters evaluated are:

• Coal Sales Price: The model is very sensitive to the coal sales price. However, the favourable economics at Crown Mountain provide for positive economics even in the face of lower prices. As the summary (Table 12) demonstrates, the project displays a 31% pre-tax IRR (25% after-tax) at a 10% coal price reduction (equivalent to US$140/t for North coking coal). Even at a 20% coal price reduction (to US$124/t) the pre-tax and after-tax IRRs are 21% and 17% respectively, highlighting Crown Mountain’s attractive cost structure. Similarly, when coal prices are increased above the base assumptions, the benefits are significant: 55% pre-tax and 44% after tax IRR at a 20% increase on sales price (which, at US$186/t is still considerably below the current market price). The price variations were applied to both coking coal and PCI, across all production areas life-of-mine.

• Port: The PFS has assumed shipping out of Vancouver. Should that prove unachievable due to capacity constraints (which are not considered likely in the PFS Update); there is an additional cost of US$12 to transport coal to the Ridley terminal in NW BC. The base case pre-tax IRR of 40% would drop to 33% in that event.

• Operating Cost: Sensitivities to +/- 10% and +/- 20% were evaluated. Operating costs include ore and waste mining, preparation plant, clean coal handling, reclamation, minor equipment, marketing, corporate, and administration (rail and port costs are excluded). The effect on economics is not as significant as coal sales price variation.

• Capital Cost: As with operating cost, the effect is not as impactful as varying the coal sales price. The +/- 10% is applied to base capital and contingency.

	NPV10 (US$M)	NPV10 (US$M)	NPV10 (US$M)
		Pre-Tax		After Tax
	Sensitivity Range	+	-	+	-
Base Case		440.6		267.2
Selling Price	+/-10%	590.0	291.4	364.4	169.8
Selling Price	+/-20%	739.4	141.7	461.6	70.6
Rail & Port	+US$12/tonne	313.4	-	184.3	-
Operating Cost	+/-10%	391.0	490.1	235.0	299.3
Operating Cost	+/-20%	302.2	539.7	182.2	331.5
Capital Cost	+/-10%	411.5	469.6	245.9	288.4
		IRR %
		Pre-Tax		After Tax
	Sensitivity Range	+	-	+	-
Base Case		39.6%		31.3%
Selling Price	+/-10%	47.6%	31.1%	37.7%	24.5%
Selling Price	+/-20%	55.0%	21.4%	43.7%	16.5%
Rail & Port	+US$12/tonne	32.5%	-	25.6%	-
Operating Cost	+/-10%	37.2%	42.0%	29.3%	33.3%
Operating Cost	+/-20%	34.6%	44.3%	27.2%	35.1%
Capital Cost	+/-10%	35.6%	44.4%	28.2%	35.1%

Table 12– Sensitivity Analysis

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DIRECTORS' REPORT (Continued)

Key Risks

The material risks identified in the Update are listed below:

• Market Risk : While the Norwest economics are based on pricing forecasts from a reputable and respected source (Koornhof), there is no guarantee these forecasts will prove accurate. The Update has used sales prices significantly lower than those prevailing today.

• Coal Quality : While the historical, 2012, and 2013 exploration programs have provided what is believed to be reliable and detailed coal quality information; there remains some risk until actual sample shipments have been made from Crown Mountain to prospective customers and accepted as compliant to their specifications.

• Plant Yield : Significant information on coal washability was acquired during the summer 2013 bulk sampling and evaluation program. This data is deemed to be sufficient for PFS level engineering. Plant yield has been specifically estimated for each mining area (North, East, and South). The risk of these estimates being materially in error is judged to be low, particularly after Sedgman’s confirmation of the Norwest work

• Environmental/Permitting : Any mining operation must be engineered and managed to meet existing environmental standards, including but not limited to air and water quality. While the environmental base line program and ongoing Environmental Assessment data collection has greatly expanded the knowledge base at Crown Mountain, Jameson is not in a position at this time to accurately determine the government’s reaction to what environmental and mining permits Jameson may in the future submit. Further, the siting of certain infrastructure is subject to ongoing environmental studies and the cooperation of the parties controlling the respective areas.

• Port : At this time, it appears likely that sufficient port capacity will exist once Crown Mountain commences operation. However, there are several other coal projects under evaluation in western Canada which also contemplate export. Jameson does not at this time hold a contract for port capacity. Until a contract is executed (currently under management discussion) there remains a risk associated with this category. In addition, should a contract be signed, a new risk may be present if the contracts contain any economic penalties for not meeting committed tonnages, such as take-or-pay stipulations.

• Mining Risk : The assumptions regarding the mining operation are based on exploration results and experience in similar conditions, by both Norwest and Kiewit. Equipment selection and performance are based on assumptions believed to be suitable for the Project, however, there is no guarantee the results predicted in the Update will be achieved should excursions from the assumptions occur.

Other Development Alternatives

In the course of completing the PFS Update, Norwest, Kiewit, and Sedgman discussed the potential to employ certain alternative methods to a company owned and operated project.

The methods discussed included contract mining. Also reviewed was the possibility of a build-ownoperate (“BOO”) or build-own-operate-transfer (“BOOT”) approach to the processing facilities whereby a third party constructs, owns, and operates the plant and related infrastructure.

These alternatives have merit. However, it was decided not to formally evaluate them at this time. Several factors affect the cost of contractors (labour availability, equipment availability, prevailing interest rates, the cost of bonding, etc) that cannot be fixed at this time to the level of accuracy desired by Jameson.

Despite not fully evaluating these alternatives in the PFS Update, the Company intends to explore all viable alternatives to developing and operating Crown Mountain as the project progresses.

Summary

The Crown Mountain project is located in an infrastructure-rich area, and work performed to date has concluded that it has a favourable clean coal stripping ratio and will produce predominantly hard coking coal generating attractive economics.

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DIRECTORS' REPORT (Continued)

Project De-Risking

In April 2013 Norwest completed a Preliminary Economic Assessment (“PEA”) for the Crown Mountain project. The PEA identified certain risk areas (Table 13) associated with the project. Mitigation measures were identified in the 2014 thru 2016 Annual Reports and are updated in the table below for activities conducted in 2017:

RISK CATEGORY	PEA RISK DISCUSSION (2013)	MITIGATION MEASURES POST PEA (CURRENT)
Market Risk	While the Norwest economics are based on pricing forecasts from reputable and respected sources, there is no guarantee these forecasts will prove accurate.	The pricing environment for the Company’s target product, hard coking coal has improved dramatically over the past year. As of the printing of this Annual Report, spot prices are approximately US$40/tonne above those assumed in the PFS Update.
Coal Quality	A definitive understanding of coal quality at Crown Mountain is dependent upon further exploration, including the collection and analysis of bulk samples. Jameson intends to conduct the required work in summer 2013.	The 2013 exploration program and subsequent extensive coal analysis routines have removed much of the risk associated with coal quality at Crown Mountain. Evaluation of bulk samples has allowed third parties to state with confidence that the primary Crown Mountain product is a hard coking coal that will compare favourably with the other high quality Canadian coals. Jameson has explored the potential for contract mining which would allow multiple pits to be mined concurrently, with the resulting blended product showing potential for higher overall revenues over life-of-mine (versus the PFS). These discussions are ongoing.
Plant Yield	As with coal quality, plant yield has not yet been defined. Project economics are highly sensitive to plant yield. While the range of yield examined in the PEA, 40-60%, is believed to be reasonable, there is no guarantee actual yield will fall into this range. The proposed summer drilling program is designed to evaluate what plant yields can be expected.	The large amount of bulk sample collected in the summer of 2013 allowed the Company to conduct extensive washability testing on single seam samples and coal blends. As a result, plant yield is now well understood. Specific yields have been predicted by Norwest, ranging from a high of 59 percent in the North Block to a low of 48 percent in the South Block. The PFS estimated average plant yield of 52 percent compares to a range of 40-60 percent predicted in the PEA. The potential exists to improve plant yield by employing more selective mining practices in the pit: further evaluation of this item is required.

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DIRECTORS' REPORT (Continued)

RISK CATEGORY	PEA RISK DISCUSSION	MITIGATION MEASURES POST PEA
Environmental	Any mining operation must be engineered and operated to meet existing environmental standards, including but not limited to air and water quality. While the summer exploration program will collect additional data on critical environmental parameters (ie: selenium, ARD, etc), Jameson is not in a position at this time to accurately determine the cost of environmental compliance or the government’s reaction to what environmental and mining permits Jameson may in the future submit.	Environmental compliance has become a growing concern in the Elk Valley due to approval of the Elk Valley Water Quality Plan, and rising local interest in issues such as wildlife migration corridors. The Company is sensitive to these issues, and their potential effect on the Crown Mountain mine plan. Jameson and its consultants initiated several exploration/environmental programs over the past four years. These include continuation of periodic surface water quality sampling, ground water analysis, wildlife studies, aquatic studies, climate data collection, and plant studies. These studies were performed concurrent with the Company submitting initial documents in 2015 required to enter the pre-application phase of the Environmental Assessment (EA) permitting process. In 2016/2017 Jameson made significant progress in this regard. Work continues in this area, and environmental risks remain.
Port	At this time, it appears likely that port capacity will exist once Crown Mountain commences operation. However, there are several other coal projects under evaluation in western Canada which also contemplate export. Jameson does not at this time hold a contract for port capacity (a topic that will be considered should apositive PFS occur).	The Port situation will not be resolved until Jameson reaches a point where a contract can be executed. Recent discussions with port management indicate ample port capacity exists. This is a dynamic process and Jameson will remain focused on this item.

Table 13: PEA Risk Areas and Mitigation Measures

The de-risking of Crown Mountain has been a high priority for Jameson and continues to progress.

Peace River Coal Field - Dunlevy Project

Dunlevy is located in the northwest extension of the Peace River coal field district of northeast British Columbia. Several major mines and mining prospects are located in this area. Due to its early stage, no complaint coal resources have been determined at this time.

Dunlevy is approximately 90 km from Fort St. John, a regional commercial centre. All weather roads and good quality secondary roads link the project to Fort St. John and Chetwynd, where Canadian National Railway service can be accessed. The rail leads to the Westshore, Neptune and Ridley coal terminals with Ridley being the most appropriate (lowest transportation cost) option. There is also potential to reduce transportation costs by utilising the large man-made Williston Lake bordering the property to transport coal by barge to rail access.

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DIRECTORS' REPORT (Continued)

Jameson currently has 2 approved coal exploration licenses as shown in Table 14 below:

Name	License Number	Status	Area (Ha)	Rent
Dunlevy	418441	Granted	1,146	$8,022
Dunlevy	418442	Granted	1,388	$9,716
TOTAL			2,534	$17,738

Table 14: Dunlevy Coal License Summary Table

Cancellation of 5 pending exploration license applications by the British Columbian government in 2015 limited the potential scale of the Dunlevy project should it be ultimately developed.

Jameson determined that it was not in the Company’s best interest to proceed any further with Dunlevy at this time, choosing instead to devote available funds to Crown Mountain. As Jameson did not complete any work on Dunlevy during the past 2 years, please refer to the 2015 Annual Report for information on project details.

Annual rent on the exploration licenses has been paid and the project remains in good standing.

Based upon the discontinuation of activities on Dunlevy, the Company elected in 2016 to write down the project value to nil.

Corporate

On 4 October 2016 a total of 14.3 million shares were issued at a price of $0.07 per share raising approximately $1 million. In addition, 7.1 million free attaching options, on a 1-for-2 basis, were issued at an exercise price of $0.105, expiring on or before 30 September 2018.

In June, Jameson raised $2.6 million via a share placement. The remaining $0.6m under the Company’s 15% annual placement capacity was completed in September 2017, and is detailed in 9. After Balance Date Events, below. The funds have been dedicated primarily to advancing Crown Mountain (and, to a lesser extent, ongoing Corporate expenses). The three areas of focus on Crown Mountain are (a) execution of EA baseline field work, (b) initial preparation of the Application for an EA Certificate, and (c) design engineering focused on the spoil and refuse strategy.

Joel Nicholls joined the Board as a non-executive Director during the year. The addition of Mr Nicholls strengthens the Board in the area of financial analysis and controls, and industry contacts. Cofounding non-executive Director Jeff Bennett retired from the Board in November 2017.

The Canada Revenue Agency (“CRA”) audited Jameson’s 2014 and 2015 tax returns, and disallowed certain expenses claimed by the Company with respect to the British Columbia Mining Exploration Tax Credit (“BCMETC”). Total disallowance for the Tax Years 2014 and 2015 amounted to C$540,978 of which C$244,921 (2014 claim) had already been refunded to the Company pre-audit. Jameson retained a respected third-party tax firm to review the filings, and on that firm’s positive recommendation has filed an appeal to CRA. A hearing on this matter is not expected for several months due to a backlog at CRA. Included in the accounts is a provision of $250,000CAD plus interest accrued at 30 June 2017.

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DIRECTORS' REPORT (Continued)

8. COMPETENT PERSONS STATEMENTS

Mineral Reserves, Prefeasibility Study Results, and Dunlevy Coal Quality Results

The information in this Annual Report relating to the Mineral Reserve Estimate and Pre-feasibility Study Results of the Company’s Crown Mountain Coal Project are extracted from the ASX Release entitled “PFS Update Yields Lower CAPEX and OPEX and Outstanding Financials, Demonstrating the Significant Potential of Crown Mountain” announced on 26 April 2017 and is available to view on the ASX website (ASX:JAL), and the Company's website. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters underpinning the reserve estimates and prefeasibility study results in the relevant market announcements continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

Mineral Resource

The information in this Annual Report relating to the Mineral Resource estimate on the Company’s Crown Mountain Coal Project is extracted from the ASX Release entitled “Positive Property-Wide Coal Quality, Crown Mountain Coking Coal Project” announced on 14 March 2014 and is available to view on the ASX website (ASX:JAL) and the Company's website. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and that all material assumptions and technical parameters underpinning the resource estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

9. AFTER BALANCE DATE EVENTS

In July, Jameson applied to the province for an additional 4 coal exploration licenses associated with Crown Mountain. These Applications are now in the referral process: there is no timetable to determine when, or if, they will be granted. As discussed earlier in this Annual Report, the areas associated with the licenses are considered by Jameson to be speculative.

On 13 September 2017, the Company announced it had entered into an agreement to raise approximately $0.6 million before fees via the issue of 5,999,015 fully paid ordinary shares. Funds raised will be used to continue to advance the Crown Mountain project in areas including preparation of the Environmental Assessment Application and design engineering.

No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years.

10. MEETINGS OF DIRECTORS

The number of directors’ meetings held during the financial year each director held office, and the number of meetings attended by each director is as follows:

	Directors Meetings	Directors Meetings	Remuneration and Nomination Committee	Remuneration and Nomination Committee
Director	Number held and Eligible to Attend	Meetings Attended	Number held and Eligible to Attend	Meetings Attended
T. Arthur Palm	8	8	-	-
Steve van Barneveld	8	8	1	1
Joel Nicholls	7	7	-	-
Jeff Bennett	5	5	1	1

The Company does not have a formally constituted audit committee as the board considers that the Company’s size and type of operation do not warrant such a committee at this point in time.

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DIRECTORS' REPORT (Continued)

11. FUTURE DEVELOPMENTS

Jameson is focusing its efforts on the development of the Crown Mountain project in Western Canada. Work on the Dunlevy project has been suspended and will be reviewed periodically in light of market conditions and company priorities. Management will also evaluate other opportunities that may present themselves from time-to-time, both in coal and other commodities.

Further details are contained in the Review of Operations Section above.

12. ENVIRONMENTAL ISSUES

The Group’s operations are subject to significant environmental regulations in Western Canada in respect of its mining exploration activities.

The Company is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all regulations when carrying out any exploration work. The directors of the Company are not aware of any breaches of environmental regulations for the year covered by this report.

The directors have considered the National Greenhouse and Energy Reporting Act 2007 (the NGER Act) which introduces a single national reporting framework for the reporting and dissemination of information about the greenhouse gas emissions, greenhouse gas projects, and energy use and production of corporations. At the current stage of development, the directors have determined that the NGER Act will have no effect on the Company for the current or subsequent financial year. The directors will reassess this position as and when the need arises.

13. REMUNERATION REPORT (Audited)

This report outlines the remuneration arrangements in place for the Key Management Personnel of the Company for the financial year ended 30 June 2017. The information provided in this remuneration report has been audited as required by Section 308(3C) of the Corporations Act.

The remuneration report details the remuneration arrangements for Key Management Personnel who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether executive or otherwise) of the parent company, and includes the executives in the Group receiving the higher remuneration.

Key Management Personnel

The following are classified as Key Management Personnel:

• T. Arthur Palm (Chief Executive Officer and Acting Chairman)

• Steve van Barneveld (Non-Executive Director)

• Joel Nicholls (Non-Executive Director) (appointed 15 September 2016)

• Jeff Bennett (Non-Executive Director) (resigned 10 November 2016)

• Suzie Foreman (Chief Financial Officer and Company Secretary)

There are no other Key Management Personnel.

Remuneration Policy

The remuneration policy of Jameson Resources Limited has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component, which is assessed on an annual basis in line with market rates and offering specific longterm incentives based on key performance areas affecting the Group’s financial results. The long term incentive plan based upon project milestones in respect of both the Dunlevy and Crown Mountain projects expired on 30 August 2016. This has not been replaced by an alternative plan at this stage pending an improvement in market conditions which will allow equity based remuneration to be aligned with a longer term business strategy.

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Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

13. REMUNERATION REPORT (Audited and Continued)

Remuneration Process - The Role of the Board

The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the Group is delegated to the Remuneration Committee, which considers all remuneration matters for executives, non-executives and senior personnel and makes recommendations to the Board.

The Remuneration Committee

The Remuneration Committee reviews executive compensation arrangements annually by reference to the Group’s performance, executive performance, the executive’s roles and responsibilities and benchmarks this for each executive against salary information from peer group companies in comparable industry sectors and other listed companies in similar industries. The Remuneration Committee will assess the appropriateness of the nature and quantum of emoluments of such officers 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. The remuneration committee reports its recommendations to the Board for final determination.

In determining competitive remuneration rates, the Board also seeks independent advice if required on local and international trends among comparative companies and industry generally.

Executives and Key Management

All executives receive a base salary (which is based on factors such as length of service and experience) and statutory superannuation (if eligible).

The Nomination Committee and Remuneration Committee must disclose whether or not the relevant annual performance evaluations have been conducted. The Remuneration Committee oversaw a performance evaluation of the CEO during the year. This evaluation was based on criteria, including the business performance of the Company and whether strategic objectives in terms of project development were being achieved.

Key Performance Indicators

At this stage of the Company’s development it does not have in place formal key performance indicators (KPIs). However, the Board held meetings at least bi-monthly during the year where it reviewed reports prepared by the CEO which outlines progress in key areas such as project development against specified milestones, business development and finance.

Whilst the Remuneration Committee recommended executive salaries be retained at 2014 levels this was considered in light of continuous voluntary reductions taken by the Chief Executive Officer Mr Art Palm, who has recognised a requirement to reduce administration costs on all levels. Mr Palm has taken voluntary reductions totalling $US45,000 (2016: $US79,000) for the year.

The Board previously endorsed the issue of performance rights for directors and senior executives as a means to meeting strategic performance targets associated with the Company’s projects development. The current performance incentives expired on 30 August 2016 and have not been replaced by an alternative plan at this stage. A review is currently being undertaken by the Remuneration Committee of all long term and short term incentive plans with the aim of implementing a long term equity incentive plan for approval by shareholders at the upcoming Annual General Meeting of shareholders.

The Board encourages directors to hold shares in the Company. The Company has a Share Trading Policy which directors and employees are required to comply with. Mr Palm acquired 284,000 fully paid ordinary shares during the year via on market purchases to bring his total holdings to 2,234,000. Mr van Barneveld acquired 201,245 shares and now holds 520,000 fully paid ordinary shares and Mr Nicholls holds approximately 7.3 million shares. All shares were acquired on an arms-length basis.

All remuneration paid to directors and executives is valued at the cost to the Company and expensed. Performance Rights are valued upon reference to the share price on the date the right is granted, and brought to account over the vesting period, based upon the assessment of the probability of the vesting milestone at each reporting period

26

Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

13. REMUNERATION REPORT (Audited and Continued)

Non-Executive Directors

The board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The board determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. Whilst the board recommended non-executive fees be retained at 2014 levels, Mr van Barneveld and Mr Bennett both continued to take the voluntary pay reductions implemented in 2015 of $15,000 each for the 2017 financial year, and these were reinstated to full fees as of June 2017.

The maximum aggregate amount of fees that can be paid to non-executive directors is currently at $250,000 as approved by shareholders at an Annual General Meeting. Fees for non-executive directors are not linked to the performance of the Group. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company. There is no award plan for nonexecutive directors.

Performance based remuneration

The Company currently has no short-term performance based remuneration component built into director and executive remuneration packages for 2017. Given current market conditions and cash constraints, the Remuneration Committee did not believe this would be appropriate for the 2017 year. During the financial year ended 30 June 2017, no cash based bonuses were paid to Key Management Personnel. The Company is currently conducting a review of short term incentives and aims to implement a Short Term Incentive plan for key executives linked to short term KPI’s approved by the board.

Voting and Comments at the Company’s 2016 Annual General Meeting

The adoption of the Remuneration Report for the financial year ended 30 June 2016 was put to the shareholders of the Company at the Annual General Meeting held on 10 November 2016. The Company received 96% of the vote, of those shareholders who exercised their right to vote, in favour of the remuneration report for the 2016 financial year. The resolution was passed without amendment on a show of hands. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration policies.

Employment contracts of key management personnel

The Company’s Chief Executive Officer, Art Palm is the only member of Key Management Personnel employed on a full time basis. His terms are formalised in a service agreement, a summary of which is set out below.

Name	Employing Company	Contract Duration	Termination Notice period by Company	Termination Notice Period by Executive
T. Arthur Palm	Jameson Resources Limited	2 years	6 months (without cause).	6 months

Non-Executive Directors

All non-executive directors were appointed by a letter of appointment. Directors can retire in writing as set out in the Constitution.

27

Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

13. REMUNERATION REPORT (Audited and Continued)

(a) Compensation of Key Management Personnel

Remuneration of Key Management Personnel is set out below.

	SHORT-TERM BENEFITS	SHORT-TERM BENEFITS	SHORT-TERM BENEFITS	POST EMPLOYMENT	POST EMPLOYMENT	EQUITY-BASED BENEFITS	EQUITY-BASED BENEFITS	TOTAL
	Salary & Fees $	Cash Bonus $	Non- Monetary $	Super- annuation $	Terminatio n Benefits $	Performance Rights $	% Performance based of Total Remuneration	$
Directors
T. Arthur Palm – ActingChairman,and Chief Executive Officer#
2017 2016	306,417 270,706	- -	- -	- -	- -	- -	- -	306,417 270,706
Steve van Barneveld – Non-Executive Director
2017 2016	31,250 30,000	- -	- -	2,969 2,850	- -	- -	- -	34,219 32,850
Joel Nicholls – Non-Executive Director1
2017 2016	25,135 -	- -	- -	2,387 -	- -	- -	- -	27,522 -
Jeff Bennett – Non-Executive Director2
2017 2016	10,840 30,000	- -	- -	- -	- -	- -	- -	10,840 30,000
Specified Executive
Suzie Foreman – CompanySecretary †
2017 2016	67,961 52,154	- -	- -	- -	- -	- -	- -	67,961 52,154
Total Remuneration
2017 2016	441,603 382,860	- -	- -	5,356 2,850	- -	- -	- -	446,959 385,710

1. Appointed 15 September 2016

2. Resigned 10 November 2016

Mr Palm received US$230,000 in 2017 and US$196,000 in 2016 versus his contracted compensation of US$275,000. The reduced remuneration resulted from voluntary pay reductions of US$45,000 (2016: US$79,000) Mr Palm agreed to take during the year. The lower AU/US exchange rate in 2017 has translated into a relatively higher AU conversion shown in the remuneration table above.

† Athena Corporate Pty Ltd, a company Ms Foreman has an interest in, receives fees from Jameson Resources Limited for corporate, accounting and company secretarial services on normal commercial terms. These are included in the remuneration above.

(b) Equity holdings

All equity dealings with directors have been entered into with terms and conditions no more favourable than those that the Company would have adopted if dealing at arms’ length. The relevant interests of each director in share capital at the date of this report are as follows:

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Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

13. REMUNERATION REPORT (Audited and Continued)

(b) Equity holdings (continued)

Movement in option holdings of key management personnel

2017 T Arthur Palm Steve van Barneveld Joel Nicholls1 Jeff Bennett2 Suzie Foreman	Balance at 01.07.16 Granted as Remuneration Exercised Balance at appointment Lapsed Balance at 30.06.17 Total Vested at 30.06.17 Total Exercisable at 30.06.17
	- - - - - - - - - - - - - - - - - - - 250,000 (250,000) - - - - - - - - - - - - - - - - - - -
	- - - 250,000 (250,000) - - -

1. Appointed 15 September 2016

2. Resigned 10 November 2016

Movement in shareholdings of key management personnel

2017 T Arthur Palm Steve van Barneveld(i) Joel Nicholls(ii) Jeff Bennett Suzie Foreman	Balance at 01.07.16 Granted as Remuneration Conversion of Performance Rights On Exercise of Options Bought & (Sold) Balance at appointme nt/resignati on Balance at 30.06.17
	1,950,000 - - - 284,000 - 2,234,000 318,755 - - - 201,245 - 520,000 - - - - - 7,296,495 7,296,495 737,500 - - - - (737,500) - - - - - - - -
	3,006,255 - - - 485,245 6,558,995 10,050,495

(i) 100,000 (2016: 75,000) shares are held in the van Barneveld Share Trust, an entity in which Mr van Barneveld is a beneficiary.

(ii) 6,641,495 shares are held by Walloon Securities Pty Ltd, an entity of which Mr Nicholls is a director. 300,000 shares are held by Willow Grove Equity Pty Ltd, an entity of which Mr Nicholls is a director. 355,000 shares are held by JHNKMS Pty Ltd , an entity in which Mr Nicholls is a beneficiary.

Movement in Performance Rights of key management personnel

2017 T Arthur Palm Jeff Bennett Steve van Barneveld Suzie Foreman	Balance at 01.07.16 Granted as Remuneration Conversion of Performance Rights (expired) Balance at 30.06.17 Vested & exercisable at 30.06.17
	2,000,000 - - (2,000,000) - - 600,000 - - (600,000) - - - - - - - - - - - - - -
	2,600,000 - - (2,600,000) - -

29

Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

13. REMUNERATION REPORT (Audited and Continued)

(c) Performance Rights issued as Part of Remuneration

During the financial year ended 30 June 2017, no performance rights were issued as part of remuneration. On 30 August 2016, 1,300,000 Class C Performance Rights and 1,300,000 Class D Performance Rights expired unvested and unconverted.

(d) Loans to key management personnel

No loans were made to key management personnel of the Company during the financial year or the prior corresponding period.

(e) Other transactions and balances with key management personnel

Other than as stated above, there have been no other transactions with key management personnel during the year.

(f) Compensation Options: Granted and vested during and since the financial year ended 30 June 2017

During and since the financial year ended 30 June 2017 (2016: nil), no compensation options were granted or vested to directors.

(g) Performance income as a proportion of total income

No performance based bonuses have been paid to key management personnel during the financial year. The CEO took a voluntary pay reduction of AUD $59,660 (USD $45,000) for the fiscal year. Each non-executive took voluntary pay reductions of approximately AUD $13,750 for the fiscal year.

END OF REMUNERATION REPORT

14. DIVERSITY

The Company believes that the promotion of diversity on its Board and within the organisation generally is good practice and is committed to managing diversity as a means of enhancing the Company’s performance. There are currently no women on the Company’s board or filling senior management positions within the Company, however the contract Company secretary is female. The Company (as set out in the Diversity Policy, (which is contained on the Company’s website) will focus on participation of women on its Board and within senior management and has set measurable objectives for achieving gender diversity which will be adhered to once the size and scale of the Company increases sufficiently to permit further additions to the board.

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Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

15. SHARES UNDER OPTION OR ISSUED ON EXERCISE OF OPTIONS

At the date of this report unissued ordinary shares of the Company under option are:

Expiry Date	Exercise Price	Number of Shares
30 September 2018	$0.105	7,142,857

During the year, 2,000,000 options exercisable on or before 31 August 2016 at $0.20 each, and 14,300,000 options exercisable on or before 30 September 2016 at $0.16 each, expired unexercised.

No ordinary shares have been issued as a result of the exercise of options during the financial year.

Interests in shares, options, performance rights and exchangeable shares of the Company.

The following relevant interests in shares and options of the Company or a related body corporate were held by the directors as at the date of this report.

Directors	Number of Shares	Number of Options
T. Arthur Palm Steve van Barneveld(a) Joel Nicholls(b)	2,234,000 - 520,000 - 7,296,495 -
	10,030,495 -

• (a) 100,000 shares are held by The van Barneveld Share Trust, an entity related to Steve van Barneveld.

(b) 6,641,495 shares are held by Walloon Securities Pty Ltd, an entity of which Mr Nicholls is a director. 300,000 shares are held by Willow Grove Equity Pty Ltd, an entity of which Mr Nicholls is a director. 355,000 shares are held by JHNKMS Pty Ltd , an entity in which Mr Nicholls is a beneficiary.

16. INDEMNIFYING OFFICERS OR AUDITOR

In accordance with the constitution, except as may be prohibited by the Corporations Act 2001 every officer, auditor or agent of the Company shall be indemnified out of the property of the Company against any liability incurred by him in his capacity as Officer, auditor or agent of the Company or any related corporation in respect of any act or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal.

The Group has a Directors and Officers insurance policy in place.

17. PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of Court 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 any part of these proceedings.

The Company was not a party to any such proceedings during the year.

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Annual Report 2017

Jameson Resources Limited

DIRECTORS' REPORT (Continued)

18. AUDITOR’S INDEPENDENCE DECLARATION

The lead auditor’s independence declaration for the year ended 30 June 2017 has been received and can be found on page 33 of the annual report and forms part of this director’s report.

19. NON-AUDIT SERVICES

No non-audit services were provided by the Company’s auditors during the year.

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

==> picture [106 x 36] intentionally omitted <==

T Arthur Palm Chief Executive Officer Dated this 15[th] day of September 2017

32

==> picture [193 x 84] intentionally omitted <==

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the consolidated financial report of Jameson Resources Limited for the year ended 30 June 2017, I declare that to the best of my knowledge and belief, there have been no contraventions of:

• a) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

• b) any applicable code of professional conduct in relation to the audit.

==> picture [112 x 50] intentionally omitted <==

Perth, Western Australia 15 September 2017

M R Ohm Partner

HLB Mann Judd (WA Partnership) ABN 22 193 232 714

Level 4 130 Stirling Street Perth WA 6000 | PO Box 8124 Perth BC WA 6849 | Telephone +61 (08) 9227 7500 | Fax +61 (08) 9227 7533 Email: mailbox@hlbwa.com.au | Website: www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a world-wide organisation of accounting firms and business advisers

33

Annual Report 2017

Jameson Resources Limited

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended 30 June 2017

Note Revenue 2(a) Employee benefits expense 2(b) Corporate and compliance fees Consultancy expense Administration expenses Depreciation and amortisation 2(b) Interest and finance expenses Business development expenses Bad debt write-off Write-down of fixed assets Other expenses Foreign exchange translation loss Impairment of exploration expenditure 2(b) Exploration costs expensed Loss before income tax Income tax benefit/(expense) 4 Net loss for the year Other comprehensive income Items that may be reclassified to profit and loss Exchange differences on translation of foreign operations and net investment 12 Other comprehensive (loss) for the year Total comprehensive (loss) for the year Basic loss per share (cents per share) 19		Consolidated Year Ended 30 June 2017 $ 8,540 (209,184) (175,497) (12,324) (96,715) (6,015) (37,279) - (5,674) (593) (65,658) (30,081) (24,407) (1,390) (656,277) (239,501) (895,778) (419,554) (419,554) (1,315,332) (0.41)	Consolidated Year Ended 30 June 2016 $ 37,258 (182,992) (156,815) (15,198) (55,673) (8,309) (13,910) (22,370) - - (45,038) (24,112) (1,898,209) (9,586)
			(2,394,954) 105,639 (2,289,315) (188,452) (188,452) (2,477,767) (1.04)

The accompanying notes form part of these financial statements.

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Annual Report 2017

Jameson Resources Limited

CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 30 June 2017

Note ASSETS CURRENT ASSETS Cash and cash equivalents 5 Trade and other receivables 6(a) Other assets 7 TOTAL CURRENT ASSETS NON CURRENT ASSETS Other receivables 6(b) Deferred exploration and evaluation expenditure 8 Plant and equipment 9 Other assets 7 TOTAL NON CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables 10(a) Provision 10(b) TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 11(a,b) Reserves 12 Accumulated losses 13 TOTAL EQUITY	Consolidated 2017 $ 4,184,949 21,368 34,662 4,240,979 90,591 10,923,193 32,655 525 11,046,964 15,287,943 205,603 278,759 484,362 484,362 14,803,581 30,252,244 1,583,296 (17,031,959) 14,803,581	Consolidated 2016 $ 1,891,057 141,722 21,089
		2,053,868
		93,957 10,453,580 40,700 5,160
		10,593,397
		12,647,265
		86,775 -
		86,775
		86,775
		12,560,490
		26,738,821 2,002,850 (16,181,181)
		12,560,490

The accompanying notes form part of these financial statements.

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Annual Report 2017

Jameson Resources Limited

CONSOLIDATED STATEMENT OF CASH FLOWS For the Year Ended 30 June 2017

Note Cash Flows from Operating Activities - Interest received - British Columbia Mining Tax Credit - Payments to suppliers and employees Net cash (used in) / provided by operating activities 20 (ii) Cash Flows from Investing Activities - Refund for Peace River project licences - Payments for exploration and evaluation Net cash used in investing activities Cash Flows from Financing Activities - Proceeds from issue of shares - Payments for share issue costs Net cash provided by financing activities Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at 1 July Foreign currency translation on cash held Cash and cash equivalents at 30 June 20 (i)	Consolidated Year Ended 30 June 2017 $ 8,540 127,741 (629,699) (493,418) - (836,265) (836,265) 3,610,000 (18,577) 3,591,423 2,261,740 1,891,057 32,152 4,184,949	Consolidated Year Ended 30 June 2016 $ 5,194 647,703 (493,856)
		159,041
		131,520 (884,542)
		(753,022)
		- -
		-
		(593,981) 2,432,431 52,607
		**1,891,057 **

The accompanying notes form part of these financial statements.

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Annual Report 2017

Jameson Resources Limited

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Year Ended 30 June 2017

Balance at 1 July 2015 Loss for the year Exchange differences arising on translation of foreign operations Total comprehensive loss Cancellation of exchangeable shares Balance at 30 June 2016	Issued Capital Accumulated Losses Equity Based Payment Reserve Foreign Currency Translation Reserve Total $ $ $ $ $
	28,426,321 (15,579,366) 1,156,911 1,034,391 15,038,257 - (2,289,315) - - (2,289,315) (188,452) (188,452)
	- (2,289,315) - (188,452) (2,477,767) (1,687,500) 1,687,500 - - -
	26,738,821 (16,181,181) 1,156,911 845,939 12,560,490

Balance at 1 July 2016 Loss for the year Exchange differences arising on translation of foreign operations Total comprehensive loss Expiry of exchangeable shares Conversion of exchangeable shares Issue of shares (net of costs) Balance at 30 June 2017	Issued Capital Accumulated Losses Equity Based Payment Reserve Foreign Currency Translation Reserve Total $ $ $ $ $
	26,738,821 (16,181,181) 1,156,911 845,939 12,560,490 - (895,778) - - (895,778) - - - (419,554) (419,554)
	- (895,778) - (419,554) (1,315,332) (45,000) 45,000 - - - (67,500) - - - (67,500) 3,625,923 - - - 3,625,923
	30,252,244 (17,031,959) 1,156,911 426,385 14,803,581

The accompanying notes form part of these financial statements.

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Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Preparation

The financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, Accounting Standards and Interpretations and complies with other requirements of the law.

The financial report has also been prepared on a historical cost basis unless otherwise stated.

The Company is an ASX listed public company, incorporated in Australia and operating in Australia and Canada. The entity’s principal activities are mineral exploration.

The financial report is presented in Australian dollars.

b) Adoption of new and revised standards

Changes in accounting policies on initial application of Accounting Standards

In the year ended 30 June 2017, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Company and effective for the current annual reporting period. As a result of this review, the Directors have determined that there is no material impact of the new and revised Standards and Interpretations on the Company and, therefore, no material change is necessary to Group accounting policies.

Standards and Interpretations in issue not yet adopted

The Directors have also reviewed all Standards and Interpretations in issue not yet adopted for the year ended 30 June 2017. As a result of this review the Directors have determined that there is no material impact of the Standards and Interpretations in issue not yet adopted on the Company and, therefore, no change is necessary to Group accounting policies.

(c) Statement of Compliance

The financial report was authorised for issue on 15th September 2017.

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

(d)

Significant accounting estimates and judgements

The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

Exploration and evaluation expenditure:

The Directors have conducted a review of the Group’s capitalised exploration expenditure to determine the existence of any indicators of impairment. Based upon this review, the Directors have determined that no impairment exists.

Share-based payment transactions:

The Group measures the cost of equity-settled transactions with employees 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 external valuer using a Black and Scholes model, using assumptions provided by the Company.

The fair value is expensed over the period until vesting.

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Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(e) Foreign currency translation

Both the functional and presentation currency of Jameson Resources Limited is Australian dollars. Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency.

Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance date.

All exchange differences in the consolidated financial statements are taken to profit or loss with the exception of differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity. These are taken directly to equity until the disposal of the net investment, at which time they are recognised in profit or loss.

Tax charges and credits attributable to exchange differences on those borrowings are also recognised in equity. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction.

Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

The functional currency of the foreign operations, NWP Coal Canada and Dunlevy Energy Inc is Canadian dollars, “CAD”.

As at the balance date the assets and liabilities of these subsidiaries are translated into the presentation currency of Jameson Resources Limited at the rate of exchange ruling at the balance date and income and expense items are translated at the average exchange rate for the period, unless exchange rates fluctuated significantly during that period, in which case the exchange rates at the dates of the transactions are used.

The exchange differences arising on the translation are taken directly to a separate component of equity, being recognised in the foreign currency translation reserve.

(f) Basis of Consolidation

The consolidated financial statements comprise the financial statements of Jameson Resources Limited and its subsidiaries as at 30 June each year (the Group). Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Investments in subsidiaries are accounted for at cost in the parent entity’s financial statements.

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group transactions have been eliminated in full. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Control exists where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The acquisition of subsidiaries has been accounted for using the purchase method of accounting. The purchase method of accounting involves allocating the cost of the business combination to the fair value of the assets acquired and the liabilities and contingent liabilities assumed at the date of acquisition. Accordingly, the consolidated financial statements include the results of subsidiaries for the period from their acquisition.

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Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(g) Impairment of assets

The Group assesses at each balance date whether a financial asset or group of financial assets is impaired.

(i) Financial assets carried at amortised cost

If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate (i.e. the effective interest rate computed at initial recognition). The carrying amount of the asset is reduced either directly or through use of an allowance account.

The amount of the loss is recognised in profit or loss.

The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in profit or loss, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date.

(ii) Financial assets carried at cost

If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value (because its fair value cannot be reliably measured), or on a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset.

(iii) Available-for-sale investments

If there is objective evidence that an available-for-sale investment is impaired, an amount comprising the difference between its cost (net of any principal repayment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss, is transferred from equity to the statement of profit or loss and other comprehensive income. Reversals of impairment losses for equity instruments classified as available-for-sale are not recognised in profit.

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Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 2. REVENUES AND EXPENSES The following revenue and expense items are relevant in explaining the financial performance for the year: (a) Revenues - Interest received - Other revenues	Consolidated Year Ended 2017 $ 8,540 - 8,540	Consolidated Year Ended 2016 $ 5,194 32,064
		37,258

Revenue is measured at fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates and amounts collected on behalf of third parties.

Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of revenue can be reliably measured. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

(b) Expenses Employee benefit expense - Salaries 209,184 Exploration Costs Written off Impairment of Dunlevy Project 24,407 Write off of Peace River Projects - 8 24,407 Depreciation and amortisation - Total depreciation expense 6,015 3. AUDITORS’ REMUNERATION The auditor of Jameson Resources Limited is HLB Mann Judd Amounts received or due and receivable to the auditor for: - Auditing or reviewing the financial report 34,000 34,000	182,992
	1,364,850 533,359
	1,898,209
	8,309
	34,000
	34,000

NOTE 3. AUDITORS’ REMUNERATION

41

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 4. INCOME TAX a. The components of tax expense/(benefit) comprise: Current tax (i) Deferred tax Income tax benefit reported in statement of comprehensive income (i) Mining Tax Credit (Canada) b. The prima facie tax benefit on loss from ordinary activities before income tax is reconciled to the income tax as follows: Prima facie tax benefit on loss from ordinary activities before income tax at 25% (2016: 30%) Add tax effect of: - Mining Tax Credit (Canada) reversed - Revenue losses not recognised - Other non-allowable items Less tax effect of: - Other non-assessable items - Other deferred tax balances not recognised Mining Tax Credit (Canada) Income tax benefit reported in statement of comprehensive income expense/(benefit) c. Deferred tax recognised: Deferred tax liabilities: Other Deferred tax assets: Carry forward revenue losses Net deferred tax d. Unrecognised deferred tax assets: Carry forward revenue losses Carry forward capital losses Capital raising costs Property plant and equipment Provisions and accruals	Consolidated Year Ended 2017 $ 239,502 - 239,502 (164,069) 249,794 122,556 224,960 433,241 173,848 9,599 10,292 239,502 (186) 186 - 1,749,995 185,076 12,534 5,250 - 1,952,855	Consolidated Year Ended 2016 $ (105,639) -
		(105,639)
		(718,486) - 177,790 593,976
		53,280 - 53,280 105,639
		(105,639)
		(215) 215
		-
		1,952,926 221,942 22,222 359 6,300
		2,203,749

The tax benefits of the above deferred tax assets will only be obtained if:

(a) the company derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised;

(b) the company continues to comply with the conditions for deductibility imposed by law; and

(c) no changes in income tax legislation adversely affect the company in utilising the benefits.

42

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 4. INCOME TAX (Continued)

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

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

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

• when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or

• when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

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

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

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

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

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

Other taxes

Revenues, expenses and assets are recognised net of the amount of GST except:

• when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

• receivables and payables, which are stated with the amount of GST included.

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

43

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 5. CASH AND CASH EQUIVALENTS Current Cash at bank	Consolidated 30 June 2017 $ 4,184,949 4,184,949	Consolidated 30 June 2016 $ 1,891,057
		1,891,057

Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

Cash at bank earns interest at floating rates based on daily bank deposit rates.

Short-term deposits are made for varying periods of between one and three months, depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates.

NOTE 6. TRADE AND OTHER RECEIVABLES

(a) Current trade and other receivables GST Receivable British Columbia Mining Tax Credit (Canada) Other debtors (i) (b) Non-Current other receivables Reclamation bonds(ii)	21,368 - - 21,368 90,591 90,591	8,501 120,841 12,380
		141,722
		93,957
		93,957

• (i) Other debtors are non-interest bearing and are normally settled on 60-day terms. This balance is current receivables incurred on a day to day operational basis and considered unimpaired.

• (ii) The Reclamation Bonds are a condition of the Mines Act Permit for the Crown Mountain and Dunlevy Projects. The Bonds are placed as security in the form of a certified cheque or held in trust at a nominated bank as a Safe Keeping Agreement. The Bonds are returned once the BC Ministry of Energy and Mines have inspected the site following completion of exploration and reclamation.

Trade receivables are measured on initial recognition at fair value and are subsequently measured at amortised cost using the effective interest rate method, less provision for impairment. Trade receivables (excluding the BC Mining Tax Credit refund) are generally due for settlement within periods ranging from 15 days to 30 days.

Impairment of trade receivables is continually reviewed and those that are considered to be uncollectible are written off by reducing the carrying amount directly. An allowance account is used when there is objective evidence that the Group will not be able to collect all amounts due according to the original contractual terms. Factors considered by the Group in making this determination include known significant financial difficulties of the debtor, review of financial information and significant delinquency in making contractual payments to the Group. The impairment allowance is set equal to the difference between the carrying amount of the receivable and the present value of estimated future cash flows, discounted at the original effective interest rate. Where receivables are short-term discounting is not applied in determining the allowance.

The amount of the impairment loss is recognised in the statement of comprehensive income within other expenses. When a trade receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against other expenses in the statement of profit or loss and other comprehensive income.

44

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 7. OTHER ASSETS Current Prepayments Non-Current Security deposit	Consolidated 30 June Consolidated 30 June 2017 2016 $ $ 34,662 21,089 525 5,160

Financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as either financial assets at fair value through profit or loss, loans and receivables, held-tomaturity investments, or available-for-sale investments, as appropriate. When financial assets are recognised initially, they are measured at fair value, plus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs. The Group determines the classification of its financial assets after initial recognition and, when allowed and appropriate, re-evaluates this designation at each financial year-end. All regular way purchases and sales of financial assets are recognised on the trade date, i.e. the date that the Group commits to purchase the asset. Regular way purchases or sales are purchases or sales of financial assets under contracts that require delivery of the assets within the period established generally by regulation or convention in the marketplace.

NOTE 8. DEFERRED EXPLORATION AND EVALUATION EXPENDITURE

Costs carried forward in respect of areas of interest in:

Exploration and evaluation phases – at cost Brought forward Exploration expenditure capitalised during the period Impairment of Dunlevy project Write off of Peace River projects Foreign currency translation At reporting date	10,923,193 10,453,580 867,731 (24,407) - (373,711) 10,923,193	10,453,580
		11,906,867 747,109 (1,364,850) (533,359) (302,187)
		10,453,580

The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases are dependent on the successful development and commercial exploitation or sale of the respective areas.

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:

• the rights to tenure of the area of interest are current; and

• at least one of the following conditions is also met:

• i) the exploration and evaluation expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; or

• ii) exploration and evaluation activities in the area of interest have not at the balance date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

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

45

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 8. DEFERRED EXPLORATION AND EVALUATION EXPENDITURE (Continued)

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

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

NOTE 9. PLANT & EQUIPMENT Plant and Equipment Plant and equipment at cost Less: accumulated depreciation Computer Equipment Computer equipment at cost Less: accumulated depreciation Total Plant and Equipment Movements in Plant and Equipment Movements in Plant and Equipment Balance at beginning of the year Depreciation expense Foreign currency translation Balance at end of the year Movements in Computer Equipment Balance at beginning of the year Additions (disposal) Depreciation and amortisation expense Balance at end of the year	Consolidated 30 June 2017 $ 76,255 (43,600) 32,655 18,124 (18,124) - 32,655 39,815 (5,723) (1,437) 32,655 885 (593) (292) -	Consolidated 30 June 2016 $ 79,088 (39,273)
		39,815
		18,124 (17,239)
		885
		40,700
		48,047 (7,640) (592)
		39,815
		1,554 - (669)
		885

Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.

Depreciation is calculated over the estimated useful life of the assets as follows:

Plant and equipment – over 5 to 15 years (diminishing value)

Computer equipment – 3 years (diminishing value)

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

46

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 9. PLANT & EQUIPMENT (Continued)

For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the cash-generating unit to which the asset belongs, unless the asset's value in use can be estimated to be close to its fair value.

An impairment exists when the carrying value of an asset or cash-generating units exceeds its estimated recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount with the impairment loss recognised in the statement of profit or loss and other comprehensive income.

(ii) Derecognition and disposal

An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or disposal.

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

NOTE 10. TRADE AND OTHER PAYABLES (a) Current Trade creditors (i) Other creditors and accruals	Consolidated 30 June 2017 $ 103,696 101,907 205,603	Consolidated 30 June 2016 $ 60,620 26,155
		86,775

(i) Trade payables are non-interest bearing and are normally settled on 30 day terms.

Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. Trade and other payables are presented as current liabilities unless payment is not due within 12 months.

• (b) Provision

b) Provision
BCMETC reclaim	278,759 278,759	-
		-

BCMETC reclaim

During the financial year and following an audit of its Canadian Taxation Return, the Company received an assessment from the Canadian Revenue Agency (“CRA”) proposing to disallow C$244,921 of the previously reclaimed 2014 BC Mineral Tax Credit. This matter was previously disclosed as a Contingent Liability in the 2016 Annual Financial Report; however, the board have now considered it prudent to provide for the potential reclaim plus interest compounded annually at 5%, in the 2017 Financial Report.

Notwithstanding the provision, Jameson retained a respected third-party tax firm to review the filings, and on their positive recommendation has filed an appeal to CRA. A hearing on this matter is not expected for several months due to a backlog at CRA.

47

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 10. TRADE AND OTHER PAYABLES (Continued)

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not recognised for future operating losses.

When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of comprehensive income net of any reimbursement.

Provisions are measured at the present value or management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability.

When discounting is used, the increase in the provision due to the passage of time is recognised as an interest expense.

NOTE 11. ISSUED CAPITAL AND OPTIONS

Fully paid ordinary shares 250,625,018 (2016: 208,565,619) (a) Exchangeable shares Nil (2016: 500,000) (b) Total	30 June 2017 $ 30,252,244 - 30,252,244	30 June 2016 $
		26,626,321 112,500
		26,738,821

(a) Movements in fully paid ordinary shares on issue:

Fully paid ordinary shares Consolidated At beginning of the reporting period Movements in ordinary shares on issue Exchangeable shares converted during the year(i) Placement – 4 October 2016 at $0.07 per share Placement – 6 June 2017 at $0.095 per share Capital raising costs At end of reporting period	As at 30 June 2017 As at 30 June 2017 Number $ 250,625,018 30,252,244 As at 30 June 2017 As at 30 June 2017 Number $ 208,565,619 26,626,321 300,000 67,500 14,285,714 1,000,000 27,473,685 2,610,000 - (51,577) 250,625,018 30,252,244	As at 30 June 2016 As at 30 June 2016 Number $ 208,565,619 26,626,321
		As at 30 June 2016 As at 30 June 2016 Number $
		208,465,619 26,603,821 100,000 22,500 - - - - - -
		208,565,619 26,626,321

(i) Refer note 11(b).

48

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 11. ISSUED CAPITAL AND OPTIONS (Continued)

(b) Movements in exchangeable shares on issue:

Exchangeable shares Consolidated At beginning of the year Movements in exchangeable shares on issue Conversion of exchangeable shares(i) Exchangeable shares lapsed unconverted Reduction in exchangeable shares on issue At end of reporting period	As at 30 June 2017 As at 30 June 2017 Number $ - - As at 30 June 2017 As at 30 June 2017 Number $ 500,000 112,500 (300,000) (67,500) (200,000) (45,000) - - - -	As at 30 June 2016 As at 30 June 2016 Number $ 500,000 112,500
		As at 30 June 2016 As at 30 June 2016 Number $
		8,100,000 1,822,500 (100,000) (22,500) - - (7,500,000) (1,687,500)
		500,000 112,500

• (i) During the year, 300,000 (2016: 100,000) exchangeable shares in Jameson’s subsidiary, NWP Coal Canada, were exchanged by the election of the holders, on a “one-for-one” basis, into 300,000 Jameson fully paid ordinary shares. As at 13 December 2016, the remaining 200,000 exchangeable shares lapsed unconverted. The shares were originally issued pursuant to the Dunlevy acquisition.

(c) Movements in options on issue:

Movements in options on issue:
Consolidated At the beginning of the reporting period Options issued during the year: Expiry of options exercisable at $0.20, expiring 31 August 2016 Expiry of options exercisable at $0.16, expiring 30 September 2016 Issue of options exercisable at $0.105, expiring 30 September 2018 At reporting date	As at 30 June 2017 Number 16,300,000 (2,000,000) (14,300,000) 7,142,857 7,142,857	As at 30 June 2016 Number
		16,300,000 - - -
		16,300,000

(d) Terms of Ordinary Shares

Voting Rights

Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held and in proportion to the amount paid up on the shares held.

At shareholders meetings, each ordinary share is entitled to one vote in proportion to the paid-up amount of the share when a poll is called, otherwise each shareholder has one vote on a show of hands.

(e) Terms of Options

At the end of the reporting period, there were 7,142,857 options over unissued shares exercisable at $0.105 on or before 30 September 2018.

49

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 12. RESERVES Equity Based Payment Reserve (a) Foreign Currency Translation Reserve (b) (a) Equity Based Payments Reserve: Balance at the beginning of the year Balance at the end of the year (b) Foreign Currency Translation Reserve: Balance at the beginning of the year Foreign exchange differences Balance at the end of the year	Consolidated 30 June 2017 $ 1,156,911 426,385 1,583,296 1,156,911 1,156,911 845,939 (419,554) 426,385	Consolidated 30 June 2016 $ 1,156,911 845,939
		2,002,850
		1,156,911
		1,156,911
		1,034,391 (188,452)
		845,939

Equity Based Payments Reserve:

This reserve is used to record the value of equity benefits provided to employees, directors and consultants as part of their remuneration. Refer to Notes 15 and 16.

Foreign Currency Translation Reserve

Foreign currency translation reserve records exchange differences arising on translation of the subsidiaries’ functional currency (Canadian Dollars) into presentation currency at balance date.

50

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 13. ACCUMULATED LOSSES Accumulated losses at the beginning of the year Lapse of unconverted exchange shares(i) Reduction in Exchangeable Shares(i) Net loss for the year Accumulated losses at the end of the year	Consolidated 2017 $ (16,181,181) 45,000 - (895,778) (17,031,959)	Consolidated 2016 $ (15,579,366) - 1,687,500 (2,289,315)
		(16,181,181)

(i) On 13 December 2016, the remaining 200,000 exchangeable shares lapsed unconverted.

NOTE 14. KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Details of key management personnel

The following persons were key management personnel of Jameson Resources Limited during the financial year:

T. Arthur Palm Chief Executive Officer and Interim Chairman Steve van Barneveld Non-Executive Director Joel Nicholls Non-Executive Director (appointed 15 September 2016) Jeff Bennett Non-Executive Director (resigned 10 November 2016) Suzie Foreman Company Secretary

The aggregate compensation made to directors and other key management personnel or the Group is set out below:

Short-term employee benefits Post-employment benefits Other long-term benefits Termination benefits Share based payments	Consolidated 2017 $ 441,603 5,356 - - - 446,959	Consolidated 2016 $ 382,860 2,850 - - -
		385,710

NOTE 15. EMPLOYEE BENEFITS

At 30 June 2017, Jameson Resources Limited had 1 (2016: 1) full time employee.

Performance Rights Plan

There is currently no performance rights plan in operation.

51

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 16. SHARE BASED PAYMENT PLANS

During the year there were no share based payment plans in existence. Performance rights were held by directors from a performance rights plan implemented in 2011, however these expired unvested on 30 August 2016. For further details on the performance rights terms and conditions and vesting conditions refer to the remuneration report.

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an external valuer using a Black-Scholes model, using assumptions provided by the Company.

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

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

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects:

• (i) the extent to which the vesting period has expired and

• (ii) the Group’s best estimate of the number of equity instruments that will ultimately vest.

No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The statement of comprehensive income charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

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

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

If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 19).

NOTE 17. RELATED PARTY DISCLOSURES

There have been no other related party transactions during the year.

52

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 18. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The main risks arising from the Group’s financial instruments are market risk, currency risk and interest rate risk.

This note presents information about the Group’s exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital.

The Board has overall responsibility for the establishment and oversight of the risk management framework. The Board reviews and agrees policies for managing each of these risks and they are summarised below.

The Group’s principal financial instruments comprise cash and short term deposits. The main purpose of the financial instruments is to earn the maximum amount of interest at a low risk to the Group. The Group also has other financial instruments such as trade debtors and creditors which arise directly from its operations.

(a) 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 Group is exposed to movements in market interest rates on short term deposits. The policy is to monitor the interest rate yield curve out to 120 days to ensure a balance is maintained between the liquidity of cash assets and the interest rate return. The Group does not have short or long term debt, and therefore this risk is minimal.

(b) Currency Risk

Foreign exchange risk arises from future commitments, assets and liabilities that are denominated in a currency that is not he functional currency of the Group. The Group deposits are denominated in both Canadian and Australian dollars. At the year end the majority of deposits were held in Australian dollars. Currently, there are no foreign exchange programs in place. The Group treasury function manages the purchase of foreign currency to meet operational and budgetary requirements. The impact of reasonably possible changes in foreign exchange rates for the Group is not material.

(c) Interest Rate Risk The table below reflects the undiscounted contractual settlement terms for financial instruments of a fixed period of maturity, as well as management’s expectations of the settlement period for all other financial instruments. As such, the amounts might not reconcile to the statement of financial position.

53

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 18. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)

30 June 2017

30 June 2017
FINANCIAL ASSETS Non-interest bearing Variable interest rate instruments Fixed interest rate instruments FINANCIAL LIABILITIES Non-interest bearing Floating interest rate bearing NET FINANCIAL ASSETS 30 June 2016 FINANCIAL ASSETS Non-interest bearing Variable interest rate instruments Fixed interest rate instruments FINANCIAL LIABILITIES Non-interest bearing NET FINANCIAL ASSETS	Weighted Average Effective Interest Rate %	Less than 1 month 1 to 3 months 3 months to 1 year 1 to 5 years Total $ $ $ $ $
	0.11% 5.0%	627,515 - - - 627,515 - - - - - 3,187,064 - 370,370 - 3,557,434 3,814,579 370,370 4,184,949 205,603 - - - 205,603 - - - 278,759 278,759 205,603 - - 278,759 484,362
	Weighted Average Effective Interest Rate %	Less than 1 month 1 to 3 months 3 months to 1 year 1 to 5 years Total $ $ $ $ $
	0.08%	1,469,901 - - - 1,469,901 - - - - - 36,337 - 384,819 - 421,156 1,506,238 - 384,819 - 1,891,057 86,774 - - - 86,774 1,419,464 - 384,819 - 1,804,283

Net fair value of financial assets and liabilities

The carrying amount of cash and cash equivalents approximates fair value because of their short-term maturity.

54

Annual Report 2017

Jameson Resources Limited

NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 18. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)

(i) Interest Rate Sensitivity Analysis

At 30 June 2017, the effect on loss and equity as a result of changes in the interest rate, with all other variable remaining constant would be as follows:

	2017 $	2016 $
CHANGE IN LOSS	Change	Change
Increase in interest rate by1%	(33,114)	(46,182)
Decrease in interest rate by1%	33,114	46,182
CHANGE IN EQUITY	Change	Change
Increase in interest rate by1%	(33,114)	(46,182)
Decrease in interest rate by1%	33,114	46,182

(d) Credit Risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted the policy of only dealing with creditworthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults.

The Group operates in the mining exploration sector; it therefore does not supply products and have trade receivables and is not exposed to credit risk in relation to trade receivables. The Group does not have any significant credit risk exposure to any single counterparty or any Company of counterparties having similar characteristics. The Group incurred a bad debt write off of $5,674 during the year, and has ceased continuation of supply with the debtor.

The Group’s maximum exposure to credit risk at each balance date in relation to each class of recognised financial assets is the carrying amount, net of any allowance for doubtful debts, of those assets as indicated in the statement of financial position. The maximum credit risk exposure of the Group at 30 June 2017 is nil (2016: $133,220). There are no impaired receivables at 30 June 2017 (2016: Nil).

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

The Group manages liquidity risk by monitoring forecast cash flows on a rolling monthly basis. The Group does not have any significant liquidity risk as the Group does not have any collateral debts.

(f) Capital Management The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern, so it may continue to provide returns for shareholders and benefits for other stakeholders.

Due to the nature of the Group’s activities, being mineral exploration, it does not have ready access to credit facilities and therefore is not subject to any externally imposed capital requirements, with the primary source of Group funding being equity raisings. Accordingly, the objective of the Group’s capital risk management is to balance the current working capital position against the requirements to meet exploration programmes and corporate overheads. This is achieved by maintaining appropriate liquidity to meet anticipated operating requirements, with a view to initiating appropriate capital raisings as required.

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 18. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)

The directors consider that the carrying value of the financial assets and financial liabilities recognised in the consolidated financial statement approximate their fair value.

NOTE 19. LOSS PER SHARE

• (a) Loss used in the calculation of basic loss per share

Consolidated Consolidated 2017 2016 $ $ (895,778) (2,289,315)

• (b) Weighted average number of ordinary shares outstanding during the reporting period used in calculation of basic loss per share:

Number of Number of shares shares 221,026,891 208,557,969

Basic earnings per share is calculated as net profit or loss attributable to members of the parent, adjusted to exclude any 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 earnings per share is calculated as net profit or loss attributable to members of the parent, 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 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.

NOTE 20. CASH FLOW INFORMATION (i) Reconciliation of cash and cash equivalent: - Cash at Bank (ii) Reconciliation of cash flows from operating activities with loss after income tax Loss after income tax Add: Non-cash items: - Depreciation - Exploration expensed - Exchange differences on translation - Impairment of projects - Bad debt write-off - Disposal of assets Changes in assets and liabilities - Decrease in trade and other receivables - Increase/(Decrease) in trade and other payables Net cash (outflows)/ inflows from operating activities	Consolidated Year Ended 30 June 2017 $ 4,184,949 (895,778) 6,015 1,390 (140,087) 24,407 5,674 593 106,780 397,588 (493,418)	Consolidated Year Ended 30 June 2016 $ 1,891,057
		(2,289,315) 8,309 9,586 24,112 1,898,209 - - 585,052 (76,912)
		159,041

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 20. CASH FLOW INFORMATION (Continued)

(iii) Non-cash financing and investing activities

2017 and 2016

There were no non-cash financing or investing activities during the financial year ended 30 June 2017 or the prior year.

NOTE 21. SEGMENT REPORTING

Jameson Resources Limited operates predominantly in one industry being the mining exploration industry in Canada, with its corporate function located in Australia.

Segment Information

Identification of reportable segments

The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief operating decision maker (being the Board of Directors) in assessing performance and determining the allocation of resources.

The Company is managed primarily on the basis of its coal exploration in Canada and its corporate activities. Operating segments are therefore determined on the same basis.

Reportable segments disclosed are based on aggregating operating segments where the segments are considered to have similar economic characteristics.

Types of reportable segments

• (i) Coal exploration

Segment assets, including acquisition cost of exploration licenses and all expenses related to the licenses in Canada are reported on in this segment.

• (ii) Corporate

Corporate, including treasury, corporate and regulatory expenses arising from operating an ASX listed entity. Segment assets, including cash and cash equivalents, and investments in financial assets are reported in this segment.

Basis of accounting for purposes of reporting by operating segments

Accounting policies adopted

Unless stated otherwise, all amounts reported to the Board of Directors as the chief operating decision maker with respect to operating segments are determined in accordance with accounting policies that are consistent to those adopted in the annual financial statements of the Company.

Segment assets

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

Segment liabilities

Liabilities are allocated to segments where there is direct nexus between the incurrence of the liability and the operations of the segment. Segment liabilities include trade and other payables.

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 21. SEGMENT REPORTING (Continued)

30 June 2017 (i) Segment performance Segment revenue Segment results Included within segment results: • Depreciation • Interest Revenue Segment assets Segment liabilities 30 June 2016 (i) Segment performance Segment revenue Segment results Included within segment results: • Depreciation • Interest Revenue Segment assets Segment liabilities	Corporate Coal Exploration Total $ $ $
	5,579 2,961	8,540
	(519,106) (376,672) (895,778)
	292 5,723 6,015 5,579 2,961 8,540 3,747,569 11,540,374 15,287,943 (104,415) (379,947) (484,362)
	Corporate Coal Exploration Total $ $ $
	1,011 36,247 37,258
	(486,002) (1,803,313) (2,289,315)
	668 7,641 8,309 1,011 4,183 5,194 960,719 11,686,545 12,647,264 (61,220) (25,554) (86,774)

(ii) Revenue by geographical region There was no revenue attributable to external customers for the year ended 30 June 2017 (iii) Assets by geographical region

Non-current assets by geographical region are as follows .

Australia Canada	Year Ended 30 June 2017 Year Ended 30 June 2016 $ $ - 885 11,046,964 10,592,512

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 22. EVENTS SUBSEQUENT TO REPORTING DATE

In July, Jameson applied to the province for an additional 4 coal exploration licenses associated with Crown Mountain. These Applications are now in the referral process: there is no timetable to determine when, or if, they will be granted. As discussed earlier in this Annual Report, the areas associated with the licenses are considered by Jameson to be speculative.

On 13 September 2017, the Company announced it had entered into an agreement to raise approximately $0.6 million before fees via the issue of 5,999,015 fully paid ordinary shares. Funds raised will be used to continue to advance the Crown Mountain project in areas including preparation of the Environmental Assessment Application and design engineering.

Other than as detailed above, no matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

NOTE 23. CONTINGENCIES

Dunlevy Energy Inc. acquisition

As a condition for the acquisition of Dunlevy Energy Inc. and the Dunlevy Project, Jameson agreed to pay Mr Ken Murfitt C$250,000 (plus Canadian HST) upon commencement of commercial production from the Dunlevy Project.

The Company is not aware of any further contingent liabilities or contingent assets other than disclosed above.

NOTE 24. COMMITMENTS

(a) Exploration commitments

The Company’s exploration commitments are as follows:

Not longer than 1 year Longer than 1 but not longer than 5 years Longer than 5 years Total	2017 $ 182,153 728,613 182,153 1,092,919	2016 $ 148,129 592,517 148,129
		888,775

Exploration commitments consist of Crown Mountain and Dunlevy license rental payments and an annual payment of C$100,000 to Mr Bob Morris pursuant to the agreement dated 11 April 2011 between Mr Bob Morris and NWP Coal Canada Pty Ltd relating to the Crown Mountain project. Jameson will continue to pay the annual rental sum for the use and possession of Mr Bob Morris’s interest in the project until such time as the Mining Work is suspended or Jameson elects to acquire the final 10% interest in the project for an agreed price of $2,000,000. Mr Bob Morris is not entitled to receive any share in the net profits from any mining or other operations on the property from Jameson.

(b) Lease expenditure commitments

The Company’s operating lease expenditure commitment, including all outgoings, is as follows:

Not longer than 1 year Longer than 1 but not longer than 5 years Longer than 5 years Total	2017 $ 6,306 12,613 - 18,919	2016 $ 6,541 13,081 -
		19,622

(c) Remuneration Commitments

There are no commitments for the payment of salaries and other remuneration under long-term employment contracts other than the termination period specified for Mr Palm’s employment contract in the remuneration report.

Other than disclosed in (a) – (c) above, the company has no further contractual commitments at 30 June 2017.

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

(d) Guarantees

As at 30 June 2017 and 2016, the Company had not entered into any guarantees.

NOTE 25. INTEREST IN SUBSIDIARIES

The following companies are subsidiaries of Jameson Resources Limited.

Name Country of Incorporation	Percentage of equity interest held by Consolidated Entity Investment
NWP Coal Canada Ltd Dunlevy Energy Inc. Canada Canada	2017 % 2016 % 2017 $ 2016 $
	100 100 100 100 1 - 1 -

NOTE 26 . PARENT ENTITY DISCLOSURES

(c) Financial position

Assets Current assets Non-current assets Total assets Liabilities Current liabilities Total liabilities Equity Issued capital Accumulated losses Reserves Total equity Financial performance Loss for the year Other comprehensive income Total comprehensive loss		30 June 2017 $ 30 June 2016 $
		3,747,569 959,833 11,188,936 11,661,877
		14,936,505 12,621,710
		104,415 61,220
		104,415 61,220
		30,252,244 26,738,822 (16,577,065) (15,335,243) 1,156,911 1,156,911
		14,832,090 12,560,490
		Year ended 30 June 2017 $ Year ended 30 June 2016 $
		(2,330,430) (2,477,766) - -
		(2,330,430) (2,477,766)

a) Contingent liabilities

As at 30 June 2017 and 2016, the Company had no contingent liabilities.

b) Contractual Commitments

As at 30 June 2017 and 2016, the Company had no contractual commitments.

c) Guarantees entered into by parent entity

As at 30 June 2017 and 2016, the Company had not entered into any guarantees.

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NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2017

NOTE 26 . PARENT ENTITY DISCLOSURES (Continued)

The financial information for the parent entity, Jameson Resources Ltd, has been prepared on the same basis as the consolidated financial statements, except as set out below.

Investments in subsidiaries, associates and joint venture entities

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

Share-based payments

The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in the Group is treated as a capital contribution to that subsidiary undertaking. The fair value of employee services received, measured by reference to the grant date fair value, is recognised over the vesting period as an increase to investment in subsidiary undertakings, with a corresponding credit to equity.

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DIRECTORS' DECLARATION

1. In the opinion of the directors of Jameson Resources Limited (the ‘Company’):

2. a. the financial statements, notes and the additional disclosures are in accordance with the Corporations Act 2001 including:

   • i. giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance for the year then ended; and

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

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

4. c. the financial statements and notes thereto are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board.

5. This declaration has been made after reviewing the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2017.

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

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T Arthur Palm Chief Executive Officer

Dated this 15th day of September 2017

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INDEPENDENT AUDITOR’S REPORT

To the members of Jameson Resources Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Jameson Resources Limited (“the Company”) and its controlled entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration.

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001 , including:

• a) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its financial performance for the year then ended; and

• b) complying with Australian Accounting Standards and the Corporations Regulations 2001

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

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

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report .

HLB Mann Judd (WA Partnership) ABN 22 193 232 714

Level 4 130 Stirling Street Perth WA 6000 | PO Box 8124 Perth BC WA 6849 | Telephone +61 (08) 9227 7500 | Fax +61 (08) 9227 7533 Email: mailbox@hlbwa.com.au | Website: www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a world-wide organisation of accounting firms and business advisers

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Key Audit Matter

How our audit addressed the key audit matter

Carrying value of exploration and evaluation (Note 8)

The Group has capitalised exploration and evaluation expenditure of $10,923,193 as at 30 June 2017 in relation to its Canadian coal projects.

Our audit procedures determined that the carrying value of exploration and evaluation was a key audit matter as it was an area which required the most audit effort, required the most communication with those charged with governance and was determined to be of key importance to the users of the financial statements

Our procedures included but were not limited to the following:

• We obtained an understanding of the key processes associated with management’s review of the exploration and evaluation asset carrying values;

• • We considered the Directors’ assessment of potential indicators of impairment;

• We obtained evidence that the Group has current rights to tenure of its area of interest;

• We considered budgeted exploration and discussed with management the nature of planned ongoing activities;

• We tested additions to exploration expenditure on a sample basis during the year;

• • We enquired with management, and reviewed ASX announcements and minutes of Directors’ meetings to ensure that the Group had not decided to discontinue exploration and evaluation at its area of interest; and

• We examined the disclosures made in the financial report.

Information other than the financial report and auditor’s report thereon

The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2017, but does not include the financial report and our auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the directors for the financial report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the

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financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other

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matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

Opinion on the remuneration report

We have audited the remuneration report included in the directors’ report for the year ended 30 June 2017.

In our opinion, the remuneration report of Jameson Resources Limited for the year ended 30 June 2017 complies with section 300A of the Corporations Act 2001 .

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

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HLB Mann Judd Chartered Accountants

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M R Ohm Partner

Perth, Western Australia 15 September 2017

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CORPORATE GOVERNANCE STATEMENT

This Corporate Governance summary discloses the extent to which the Company will follow the recommendations set by the ASX Corporate Governance Council in its publication Corporate Governance Principles and Recommendations (3[rd] Edition) ( Recommendations ). The Recommendations are not mandatory, however the Recommendations that will not be followed have been identified and reasons have been provided for not following them.

The Company’s Corporate Governance Plan has been posted on the Company’s website at www.jamesonresources.com.au .

PRINCIPLES AND RECOMMENDATIONS	COMPLY (YES/NO)	COMPLY (YES/NO)	EXPLANATION
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1 A listed entity should have and disclose a charter which sets out the respective roles and responsibilities of the Board, the chair and management; and includes a description of those matters expressly reserved to the Board and those delegated to management.	YES	The Company has adopted a Board Charter. The Board Charter sets out the specific responsibilities of the Board, requirements as to the Boards composition, the roles and responsibilities of the Chairman and Company Secretary, the establishment, operation and management of Board Committees, Directors access to company records and information, details of the Board’s relationship with management, details of the Board’s performance review and details of the Board’s disclosure policy. A copy of the Company’s Board Charter is available on the Company’s website.
Recommendation 1.2 A listed entity should: (a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election, as a director; and (b) provide security holders with all material information relevant to a decision on whether or not to elect or re-elect a director.	YES	(a) The Company has detailed guidelines for the appointment and selection of the Board. The Nomination Committee Charter requires the Committee to undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election, as a director. These checks include good frame and character, experience, education and financial history and background. (b) All material information relevant to a decision on whether or not to elect or re-elect a Director will be provided to security holders in a Notice of Meeting pursuant to which the resolution to elect or re-elect a Director will be voted on.
Recommendation 1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment.	YES	The Nomination Committee Charter requires that each director and senior executive has a formal written agreement with the Company which sets out the terms of that Director’s or senior executive’s appointment. The Company has entered into an Executive Services Agreement with its Chief Executive Officer and Letters of Appointment with each Non- Executive Director.
Recommendation 1.4 The company secretary of a listed entity should be accountable directly to the Board, through the chair, on all matters to do with the proper functioning of the Board.	YES	The Board Charter outlines the roles, responsibility and accountability of the Company Secretary. The Company Secretary is accountable directly to the Board, through the chair, on all matters to do with the proper functioning of the Board.

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Recommendation 1.5 A listed entity should: (a) have a diversity policy which includes requirements for the Board: (i) to set measurable objectives for achieving gender diversity; and (ii) to assess annually both the objectives and the entity’s progress in achieving them; (b) disclose that policy or a summary or it; and (c) disclose as at the end of each reporting period: (i) the measurable objectives for achieving gender diversity set by the Board in accordance with the entity’s diversity policy and its progress towards achieving them; and (ii) either: (A) the respective proportions of men and women on the Board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purposes); or (B) the entity’s “Gender Equality Indicators”, as defined in the Workplace Gender Equality Act2012.	NO	(a) The Company has adopted a Diversity Policy (i) The Diversity Policy provides a framework for the Company to achieve measurable objectives that encompass gender equality. (ii) The Diversity Policy provides for the monitoring and evaluation of the scope and currency of the Diversity Policy. The company is responsible for implementing, monitoring and reporting on the measurable objectives. (b) The Diversity Policy is available on the company website. (c) (i) The Board will review progress against the objectives annually (ii) The Board will include in the annual report each year, the measurable objectives, progress against the objectives, and the proportion of male and female employees in the whole organisation, at senior management level and at Board Level. Given the size of the Company the measurable objective was not met during the year. This will be reviewed ongoing as the size and scale of the Company changes and board members increase.
Recommendation 1.6 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the Board, its committees and individual directors; and (b) disclose in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.	YES	(a) The Company has a Nomination Committee. The responsibilities of the Nomination Committee are detailed in the Nomination Committee Charter. The Nomination Committee may meet with the aid of an independent advisor, and its responsibilities involve evaluating the performance of the Board, any committees and individual directors on an annual basis. The process for this can be found in Schedule 11 of the Company’s Corporate Governance Policies. (b) The Company has established the Nomination Committee Charter, which requires disclosure as to whether or not performance evaluations were conducted during the relevant reporting period. Details of the performance evaluations conducted will be provided in the Remuneration Report of the Company’s Annual Report.
Recommendation 1.7 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of its senior executives; and (b) disclose in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.	YES	(a) The Company has a Remuneration Committee. The responsibilities of the Remuneration Committee are detailed in the Remuneration Committee Charter, which includes evaluating the performance of senior executives. The Remuneration Committee performs an annual performance evaluation of the senior executive. (b) Details of the performance evaluations conducted will be provided in the Remuneration Report of the Company’s Annual Report.

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Principle 2: Structure the Board to add value

Principle 2: Structure the Board to add value	Principle 2: Structure the Board to add value	Principle 2: Structure the Board to add value
Recommendation 2.1 The Board of a listed entity should: (a) have a nomination committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (iii) the charter of the committee; (iv) the members of the committee; and (v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a nomination committee, disclose that fact and the processes it employs to address Board succession issues and to ensure that the Board has the appropriate balance of skills, experience, independence and knowledge of the entity to enable it to discharge its duties and responsibilities effectively.	NO	(a) During the year the functions of the Nomination committee were undertaken by the full board which was governed by its Directors Selection Procedures Policy. After the year end the board established a Nomination Committee. The Nomination Committee now comprises two independent directors (Steve van Barneveld and Joel Nicholls). Suzie Foreman is the secretary. Given the current size and structure of the Board, the Company has not fully complied with ASX Recommendation 2.1. However, it will seek to do so as it develops and the Board grows. The Committee is chaired by an independent director (Joel Nicholls). The Nomination Committee’s Charter is located on the Company’s website. The Company will report on the meetings and attendance of the Nomination Committee in future Annual Reports.
Recommendation 2.2 A listed entity should have and disclose a Board skill matrix setting out the mix of skills and diversity that the Board currently has or is looking to achieve in its membership.	YES	The Nomination Committee with the assistance of an independent advisor, if required, reviews the technical skills, capabilities and personal attributes of its directors and will establish a skill matrix setting out the mix of skills and diversity that the Board currently has (or is looking to achieve). The composition of the Board is to be reviewed regularly against the Company’s Board skills matrix to ensure the appropriate mix of skills and expertise is present to facilitate successful strategic direction. The Board Charter requires the disclosure of each Board members’ qualifications and expertise as set out in the Company’s Board skills matrix. Full details as to each director and senior executive’s relevant skills and experience are available in the Annual Report and the Company’s Website.

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Jameson Resources Limited

Recommendation 2.3 A listed entity should disclose: (a) the names of the directors considered by the Board to be independent directors; (b) if a director has an interest, position, association or relationship of the type described in Box 2.3 of the ASX Corporate Governance Principles and Recommendation (3rd Edition), but the Board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the Board is of that opinion; and (c) the length of service of each director	YES	(a) The Board Charter provides for the disclosure of the names of Directors considered by the Board to be independent. Mr van Barneveld and Mr Nicholls are both independent directors. Mr Palm is not an independent director as he is an executive of the Company. (b) Details of the Directors interests, positions associations and relationships are provided in the Annual Report; and (c) The length of service of each Director is provided in the Annual Report.
Recommendation 2.4 A majority of the Board of a listed entity should be independent directors.	YES	The Board Charter requires that where practical the majority of the Board will be independent. Currently the Board has 2 independent directors (Mr Steve van Barneveld and Mr Joel Nicholls) and 1 non-independent director (Mr Art Palm the CEO, Acting Chair). The board have considered the relevant independence of each director after reviewing the definition of what constitutes independence as set out in the ASX Corporate Governance Council's Corporate Governance Principles and _Recommendations_as set out in Annexure A to the Board Charter.
Recommendation 2.5 The chair of the Board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.	NO	The Board Charter provides that where practical, the Chairman of the Board will be a non-executive director. If the Chairman ceases to be independent, then the Board will consider appointing a lead independent Director. Currently Mr Art Palm fulfils the responsibilities of both acting Chairman and CEO, and therefore the Chair is not independent. Given the size of the Company and the current economic climate a further appointment to the chair was not considered to be prudent during the year, however this is currently being reviewed and will be considered in the short term.
Recommendation 2.6 A listed entity should have a program for inducting new directors and providing appropriate professional development opportunities for continuing directors to develop and maintain the skills and knowledge needed to perform their role as a director effectively.	YES	All new directors are provided with an induction including comprehensive meetings with the CEO and other directors and provision of information on the Company including Company and board policies. All directors are expected to maintain the skills required to effectively discharge their obligations to the Company. Directors are encouraged to undertake continuing professional education and, if this involves industry seminars and approved education courses, where appropriate, this is paid for by the Company. The Board is responsible for ensuring that resources are allocated to developing and maintaining the directors skills and knowledge and to ensure that the directors have and maintain the necessary skills and knowledge required to fulfil their role on the Board and its Committees effectively.

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Principle 3: Act ethically and responsibly Recommendation 3.1 A listed entity should:

Principle 3: Act ethically and responsibly	Principle 3: Act ethically and responsibly	Principle 3: Act ethically and responsibly
Recommendation 3.1 A listed entity should: (a) have a code of conduct for its directors, senior executives and employees; and (b) disclose that code or a summary of it.	YES	(a) The Corporate Code of Conduct applies to the Company’s directors, senior executives and employees. (b) The Company’s Corporate Code of Conduct is available on the Company’s website.
Principle 4: Safeguard integrity in financial reporting
Recommendation 4.1 The Board of a listed entity should: (a) have an audit committee which: (i) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and (ii) is chaired by an independent director, who is not the chair of the Board, and disclose: (iii) the charter of the committee; (iv) the relevant qualifications and experience of the members of the committee; and (v) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings;or (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its financial reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.	NO	(a) As the Board only consists of three (3) members, the Company does not have an Audit and Risk Committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues. The responsibilities of the Audit and Risk Committee are currently carried out by the Board. (b) The Company has adopted the Audit Committee Charter and the Risk and Internal Compliance Control Committee Charter, whose procedures including risk management, the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner. These are currently followed by the board and will be followed by the Audit and Risk Committee in full once it has been established. The Charter provides that: The Audit and Risk Committee Charter is made available on the Company website;
Recommendation 4.2 The Board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.	YES	The Audit and Risk Committee Charter states that a duty and responsibility of the Committee, and as the Company does not have a Committee the Board, is to ensure that before the Board approves the entity’s financial statements for a financial period, the CEO and CFO have declared that in their opinion the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

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Jameson Resources Limited

Recommendation 4.3 A listed entity that has an AGM should ensure that its external auditor attends its AGM and is available to answer questions from security holders relevant to the audit.	YES	The Audit and Risk Committee Charter provides that the Committee, and as the Company does not have a Committee, the Board, must ensure the Company’s external auditor attends its AGM and is available to answer questions from security holders relevant to the audit.
Principle 5: Make timely and balanced disclosure
Recommendation 5.1 A listed entity should: (a) have a written policy for complying with its continuous disclosure obligations under the Listing Rules; and (b) disclose that policy or a summary of it.	YES	(a) The Board Charter provides details of the Company’s disclosure policy. In addition, Schedule 7 of the Corporate Governance Plan is entitled ‘Continuous Disclosure’ and details the Company’s disclosure requirements as required by the ASX Listing Rules and other relevant legislation. (b) The Board Charter and Schedule 5 Continuous Disclosure Policy of the Corporate Governance Policies are available on the Company website.
Principle 6:Respect the rights of security holders
Recommendation 6.1 A listed entity should provide information about itself and its governance to investors via its website.	YES	Information about the Company and its governance is available in the Corporate Governance Statement and associated policies which can be found on the Company’s website.
Recommendation 6.2 A listed entity should design and implement an investor relations program to facilitate effective two- way communication with investors.	YES	The Company has adopted a Shareholder Communications Policy which aims to promote and facilitate effective two-way communication with investors. The Policy outlines a range of ways in which information is communicated to shareholders.
Recommendation 6.3 A listed entity should disclose the policies and processes it has in place to facilitate and encourage participation at meetings of security holders.	YES	The Shareholder Communications Policy states that as a part of the Company’s developing investor relations program, Shareholders can register with the Company Secretary to receive email notifications of when an announcement is made by the Company to the ASX, including the release of the Annual Report, half yearly reports and quarterly reports. Links are made available to the Company’s website on which all information provided to the ASX is immediately posted. Shareholders are encouraged to participate at all EGMs and AGMs of the Company. Upon the despatch of any notice of meeting to Shareholders, the Company Secretary shall send out material with that notice of meeting stating that all Shareholders are encouraged to participate at the meeting. The Company permits shareholders to vote online (and by other methods) prior to an Annual General Meeting if they are unable to attend the meeting.
Recommendation 6.4 A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically.	YES	Security holders can register with the Company to receive electronic notifications when an announcement is made by the Company to the ASX. Shareholders queries should be referred to the Company Secretary at first instance and Company communication details are contained within the Shareholder Communications Policy and on the Company website.

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Jameson Resources Limited

• Principle 7: Recognise and manage risk Recommendation 7.1 (a) The Board is charged with the responsibility of The Board of a listed entity should: NO determining the Company’s risk profile and is (a) have a committee or committees to oversee responsible for overseeing and approving risk risk, each of which: management strategy and policies. (i) has at least three members, a majority of whom are independent As the Board only consists of three (3) members, directors; and the Company does not have an Audit and Risk

• (ii) is chaired by an independent Committee because it would not be a more efficient director, mechanism than the full Board for focusing the

• and disclose: Company on specific issues. The responsibilities of the Audit and Risk Committee are currently carried

• (iii) the charter of the committee; out by the Board. (iv) the members of the committee; and The Company has adopted the Audit and Risk

• (v) as at the end of each reporting Committee Charter, which will be followed by the period, the number of times the Audit and Risk Committee once it has been committee met throughout the established. period and the individual attendances of the members at (b) The board devotes time annually to fulfilling those meetings; or the roles and responsibilities associated with

• (b) if it does not have a risk committee or overseeing risk and maintaining the entities committees that satisfy (a) above, disclose that risk management framework and associated fact and the process it employs for overseeing internal control procedures. the entity’s risk management framework.

• Recommendation 7.2 (a) The Company process for risk management The Board or a committee of the Board should: YES and internal compliance includes a (a) review the entity’s risk management requirement to identify and measure risk, framework with management at least monitor the environment for emerging factors annually to satisfy itself that it continues to and trends that affect these risks, formulate be sound, to determine whether there have risk management strategies and monitor the been any changes in the material business performance of risk management systems. risks the entity faces and to ensure that The Risk Management and Internal they remain within the risk appetite set by Compliance Control Policy details the the Board; and Company’s disclosure requirements with

• (b) disclose in relation to each reporting period, respect to the risk management review whether such a review has taken place. procedure and internal compliance and controls.

• (b) The board will, at least annually, undertake a structured consideration and review of the risk management framework and the material risks faced by, and the risk attitude of the Company.

• The Board met during the year to consider its risk management framework and material risks faced by the Company.

(a) The Board is charged with the responsibility of NO determining the Company’s risk profile and is responsible for overseeing and approving risk management strategy and policies. As the Board only consists of three (3) members, the Company does not have an Audit and Risk Committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues. The responsibilities of the Audit and Risk Committee are currently carried out by the Board.

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Jameson Resources Limited

Recommendation 7.3

A listed entity should disclose:

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

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

YES

The Audit and Risk Committee Charter provides for the internal audit function of the Company. The Charter outlines the monitoring, review and assessment of a range of internal audit functions and procedures.

Given the size of the Company, no internal audit function is currently considered necessary. The Board including the CEO, routinely consider risk management matters and continue to develop and refine their risk management and internal control processes.

Recommendation 7.3 A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs;or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes.	YES	The Audit and Risk Committee Charter provides for the internal audit function of the Company. The Charter outlines the monitoring, review and assessment of a range of internal audit functions and procedures. Given the size of the Company, no internal audit function is currently considered necessary. The Board including the CEO, routinely consider risk management matters and continue to develop and refine their risk management and internal control processes.	The Audit and Risk Committee Charter provides for the internal audit function of the Company. The Charter outlines the monitoring, review and assessment of a range of internal audit functions and procedures. Given the size of the Company, no internal audit function is currently considered necessary. The Board including the CEO, routinely consider risk management matters and continue to develop and refine their risk management and internal control processes.
Recommendation 7.4 A listed entity should disclose whether, and if so how, it has regard to economic, environmental and social sustainability risks and, if it does, how it manages or intends to manage those risks.	YES		The Company is of the view that its operations do not create a material exposure to economic, environmental and social sustainability risks.
Principle 8: Remunerate fairly and responsibly
Recommendation 8.1 The Board of a listed entity should: (a) have a remuneration committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (iii) the charter of the committee; (iv) the members of the committee; and (v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.	NO		(a) The Company has a Remuneration Committee, however as the Board only consists of three (3) members, its composition of 2 non-executive directors does not comply with ASX Corporate Governance Council’s Best Practice Recommendations. The Company has a Remuneration Committee which comprises of two independent Directors (Steve van Barneveld and Joel Nicholls), and Suzie Foreman is the secretary. The majority of the committee are intendent directors and the committee is chaired by an independent director The Company has adopted The Remuneration Committee Charter, which is followed by the Remuneration Committee. The Remuneration Committee Charter outlines the roles and responsibilities of the Remuneration Committee. The Remuneration Charter is available on the Company’s website. The Company reports on the meetings and attendance of the Remuneration Committee in the Annual Report.
Recommendation 8.2 A listed entity should separately disclose its policies and practices regarding the remuneration of non- executive directors and the remuneration of executive directors and other senior executives and ensure that the different roles and responsibilities of non-executive directors compared to executive directors and other senior executives are reflected in the level and composition of their remuneration.	YES		The Company provides disclosure of all Directors and Executives Remuneration in its Annual Report. Remuneration policies and practices of executives and non-executives are also detailed in the Remuneration Report.
Recommendation 8.3 A listed entity which has an equity-based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it.	NO		The Company does not have an equity based remuneration scheme which is affected by this recommendation. Compliance with this recommendation is currently being reviewed by the board.

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Annual Report 2017

Jameson Resources Limited

ADDITIONAL SHAREHOLDER INFORMATION

A. CORPORATE GOVERNANCE

A statement disclosing the extent to which the Company has followed the best practice recommendations set by the ASX Corporate Governance Council during the reporting period is contained within the Financial Report.

B. SHAREHOLDING

1. Substantial Shareholders

The names of the substantial shareholders listed on the company’s register as at 09 August 2017:

	Shareholder		Number	Percentage of issued
				capital held
	Australian Super Pty Ltd		19,589,557	8.78%
	Acorn Capital Limited		17,894,737	7.14%
	Hillboi Nominees Pty Ltd		14,031,081	5.60%
2.	Unquoted Securities
				Number of Security
	Class of Equity Security		Number	Holders
	10.5 cents options expiring 30 September 2018		7,142,857	1
	Names of persons holding greater than 20% of a class of unquoted equities:
	Class of Equity Security	Number	Holder
	30 September 2018 options - $0.105	7,142,857	AustralianSuper	Pty Ltd

3. Number of holders in each class of equity securities and the voting rights attached

There are 667 holders of ordinary shares. Each shareholder is entitled to one vote per share held.

There are 0 holders of listed options.

On a show of hands every shareholder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.

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Jameson Resources Limited

ADDITIONAL SHAREHOLDER INFORMATION ( Continued)

4. Distribution schedule of the number of holders in each class of equity security as at 9 August 2017.

Number Held as at 9 August 2017 1-1,000 1,001 - 5,000 5,001 – 10,000 10,001 - 100,000 100,001 and over Totals	Class of Equity Securities Fully Paid Ordinary Shares 38 82 111 254 182
	667

5. Marketable Parcel

Holders of less than a marketable parcel: fully paid shares

121

6. Twenty largest holders of each class of quoted equity security

The names of the twenty largest holders of each class of quoted equity security, the number of equity security each holds and the percentage of capital each holds (as at 9 August 2017) is as follows:

		Number of	Held of Issued
Name		Ordinary Fully	Ordinary Capital
		Paid Shares	(%)
		Held
1	JP Morgan Nominees Australia Ltd	39,633,095	15.81%
2	Hillboi Nominees Pty Ltd	14,031,081	5.60%
3	Wholesalers Morley Pty Ltd	11,056,667	4.41%
4	Perth Investment Corp Ltd	10,728,393	4.28%
5	Lord Robert Simeon	10,000,000	3.99%
6	Zero Nominees Pty Ltd	9,557,088	3.81%
7	Lyons Timothy Guy + H M	6,685,866	2.67%
8	Walloon Securities Pty Ltd	6,641,495	2.65%
9	BNP Paribas Nominees Pty Ltd	6,347,691	2.53%
8	Rpm Super Pty Ltd	6,229,867	2.49%
9	Citicorp Nominees Pty Ltd (Colonial First State)	5,989,139	2.39%
10	Lujeta Pty Ltd	4,991,698	1.99%
11	Burra Pty Ltd	4,500,000	1.80%
12	Citicorp Nominees Pty Ltd	4,401,500	1.76%
16	Gab Superfund Pty Ltd	4,203,202	1.68%
15	Goldfire Enterprises Pty Ltd	4,032,765	1.61%
17	Spar Nominees Pty Ltd	3,201,032	1.28%
14	Argyle Gavin John	2,963,354	1.18%
17	Deering Nominees Pty Ltd	2,900,000	1.16%
20	LyonsNicholas C +K M	2,815,211	1.12%
	TOTALS:	160,909,144	64.21%

7. Restricted Securities

There are no restricted securities on issue at the current date.

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Jameson Resources Limited

SCHEDULE OF MINERAL TENEMENTS

Project	Licences / Applications	Status	Interest
Crown Mountain	418150	Granted	90%
Crown Mountain	418151	Granted	90%
Crown Mountain	418152	Granted	90%
Crown Mountain	418153	Granted	90%
Crown Mountain	418154	Granted	90%
Crown Mountain	418966	Granted	100%
Crown Mountain	419177	Application	0%
Crown Mountain	419176	Application	0%
Crown Mountain	419178	Application	0%
Crown Mountain	419179	Application	0%
Dunlevy	418441	Granted	100%
Dunlevy	418442	Granted	100%

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