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MINDAX LIMITED — Annual Report 2010
Oct 11, 2010
65308_rns_2010-10-11_c9e4c788-fb6b-4751-bc78-0302069ff5cd.pdf
Annual Report
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ABN 28 106 866 442
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Mindax Limited AnnuAl RepoRt 2010
corPorAte Directory
Directors
Gilbert charles George (Non-Executive, Chairman)
Gregory John Bromley (Managing Director)
Nicholas James smith (Non-Executive Director)
Andrew tsang (Non-Executive Director)
Benjamin chow (Non-Executive Director)
coMPANy secretAry
Angelo francesca
BANkers
commonwealth Bank
Level 2, 150 St Georges Terrace Perth WA 6000
Westpac Banking corporation 465 Scarborough Beach Road Osborne Park WA 6017
shAre reGistry
PriNciPAL office
Level 2, 25 Richardson Street West Perth WA 6005
PO Box 92 West Perth WA 6872
Telephone: (08) 9485 2600 Facsimile: (08) 9485 2500 Website: www.mindax.com.au
reGistereD office
Advanced share registry services 150 Stirling Highway Nedlands WA 6009
stock exchANGe ListiNG
Shares in Mindax Limited and certain options over unlisted shares are quoted on the Australian Securities Exchange:
ASX codes: MDX (shares) MDXO (options)
21 Teddington Road Burswood WA 6100
Telephone: (08) 9486 2333 Facsimile: (08) 9355 4580
AuDitors
BDo Audit (WA) Pty Ltd 38 Station Street Subiaco WA 6008
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|coNteNts|
|Chairman’s Report & Review|4|
|Exploration Review|6|
|Corporate governance statement|16|
|Directors’ report|20|
|Auditors’ independence declaration|33|
|Directors’ declaration|34|
|Independent audit report|35|
|Statements of comprehensive income|38|
|Statements of financial position|39|
|Statements of changes in equity|40|
|Statements of cash flows|42|
|Notes to the financial statements|43|
|Additional ASX information|76|
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ChAiRmAn’s RepoRt & Review
Dear Shareholder,
Corporate
During the 2009/2010 year Mindax enjoyed a year of solid progress on our key iron ore and uranium projects, and culminating with a placement to a wholly owned subsidiary of Lion Asiapac Limited (Lion Asiapac), raising gross proceeds of A$7.8 million at 52 cents per share (a premium to market). This was against a background of the re-emergence of uncertainty and a stuttering economic recovery in the first 6 months of 2010, with many companies being forced to raise funds at deep discounts.
Lion Asiapac is part of the Lion Group of Malaysia, one of the largest steel producers in the ASEAN group of countries. Lion’s significant shareholding in Mindax further links us to the strongly growing region to the north, and helps position your company for the next stage of development.
I welcome Lion to the register and believe it is another confirmation of the quality of our management and our portfolio. Mindax will continue to look for assets that can be acquired cheaply and where our capabilities can effectively add value to the Company.
Iron Ore
A Heritage determination by the Minister for Indigenous Affairs in July 2009 enabled us to commence drilling on our Mt Forrest project.
After an 18 month delay, drilling commenced at Mt Forrest in late 2009 and a small maiden JORC inferred DSO resource of 1.2m tonnes was announced in March of this year. Also in March independent resource modelling work by CSA began to strengthen our Magnetite position, with an initial JORC inferred resource of 387 million tonnes announced. Initial Davis Test Tube analyses of the magnetite have been very encouraging.
Uranium
Mindax controls the majority of what we have identified as a new uranium province in Western Australia – almost 300km of palaeochannel stretching from east of Mukinbudin to Quairading.
Early in the financial year we encountered substantial lignite intercepts (up to 5 metres) at Mukinbudin – the first time coal had been identified in the area – and this provided further strength to our view that the area had strong potential for roll-front style deposits. Scout drilling in October confirmed uranium intercepts of grade and thickness comparable with other significant deposits in Western Australia.
This is a very exciting advance given that our programs to date have been mainly scout drilling to identify palaeochannel characteristics. Scout drilling in Quairading several hundred kilometres downstream has also encountered mineralisation. Roll front style mineralisation often occurs in “repeat” formations, and this augers well for future programs as we expand our knowledge of this new uranium province.
During the year our JV partner, Quasar Resources (Quasar), and ourselves agreed that Quasar enter into a period of dilution. This would allow Quasar to focus on its rich Four Mile discovery in the vicinity of its Beverley mine in South Australia. Mindax has consequently assumed control of the project without paying any premium for what has the potential to be a valuable asset. Quasar continues to support our efforts and has indicated it wishes to retain a significant holding in anticipation of achieving an economic project. Mindax will benefit from Quasar’s continued interest and technical capabilities. At the end of the financial year our share in the YAJV had increased from 50% to 53%.
Other
Subsequent to year-end a number of important events have occurred.
The Federal election was held in late August and Australia has a new minority government. A Mineral Resources Rent Tax (MRRT) has been proposed by the new Government but the terms are not yet finalised. We believe there is further room to re-negotiate the terms of the tax and the issue is still far from resolved.
Subsequent to the end of the financial year we have taken the initiative of proposing the formation of an association of Yilgarn explorers and producers, with the aim of developing common infrastructure and fast tracking development in the region. This initiative has been welcomed by government and also by the majority of producers in the Yilgarn.
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Greg Bromley will expand on this and our other activities as part of the ‘Exploration Review’.
Also I wish to acknowledge the efforts of Greg Bromley, my other fellow directors Nicholas Smith, Andrew Tsang and Benjamin Chow, as well as our Company Secretary Angelo Francesca. The Board is closely attuned to its obligations to shareholders and to all stakeholders as we advance our projects – often in an uncertain legislative environment. I also note that the Australian Financial Review included Mindax in its list of companies that have provided high shareholder returns over the five year period to the end of 2009. This is a good indication of the efforts we have been making to increase shareholder value.
Our small staff has also worked very hard to advance our cause, and I would like to acknowledge their dedication and strong focus in helping us develop our projects, our standing amongst the communities where we work, and our efforts to engage with the wider community of stakeholders.
Finally I wish to thank our shareholders, old and new, for their continued support of our vision and our efforts.
Kind regards,
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Gilbert George Chairman
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exploRAtion Review
Precis
Mindax Limited is a committed minerals explorer having built a significant portfolio of exploration projects in Western Australia’s Yilgarn Craton since listing on the ASX at the end of 2004.
Focusing on the key strategic mineral commodities (iron, uranium, gold and copper), Mindax’s objective is to identify mineralisation and to move projects to a resource status by systematic exploration geoscience. This resource base will provide the key to future production for the Company.
Success in exploration is the key driver of value for Mindax shareholders. The Company believes that its continuing success must be underpinned by its ability to raise sufficient funding to support ongoing exploration.
Mindax’s main projects are:
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» the Mt Forrest iron project near Menzies (north of Kalgoorlie) where a significant iron resource position is emerging;
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» the Yilgarn-Avon uranium Joint Venture in the palaeochannels of the south west of WA, where significant uranium mineralisation has been discovered; and
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» the Mortlock copper-gold project in the GoomallingNortham area east of Perth where strong regolith copper responses overlie geophysical conductors and are being tested for mineralisation.
Exploration has continued to advance in these three areas over the last twelve months and the current resource summary is:
Mindax Limited resource summary
| contained | ||||||||
|---|---|---|---|---|---|---|---|---|
| GoLD | resource category | tonnes | Au (g/t) | Gold (oz) | ||||
| Paradise Bore Gold | Inferred Cut of 1g/t |
400,000 | 2.8 | 36,000 | ||||
| iroN | resource category | tonnes | fe% | P% | sio2% | Al2o3% | s% | Loi% |
| Toucan DSO | Inferred Cut of 50% Fe |
1,160,000 | 54.8 | 0.082 | 9.28 | 4.40 | 0.089 | 6.08 |
| Mt Forrest PBM | Inferred | 387,000,000 | 31.4 | 0.048 | 43.3 | 3.79 | 0.049 | 5.35 |
| Average intercept grade | Dtr% mass recovery | 37.8 | 69.7 | 0.029 | 4.43 | 0.16 | 0.003 | -2.52 |
Mt forrest iroN ProJect
The project resides in Mindax’s wholly owned subsidiary, YilgIron Pty Ltd, in order to enhance flexibility in managing the project as it develops.
Drilling finally commenced in December 2009. Resources in both Direct Shipping hematites (DSO) and Potentially Beneficiable Magnetites (PBM) are now established at a basic JORC category and are being enhanced towards establishing their economic viability.
Again, with a view to benchmarking future activity on the project, conceptual mining studies are been undertaken to place YilgIron Pty Ltd in the very best position to fast track the project to production, should a viable JORC resource be quantified by further exploration. Metallurgical test work has been initiated and a detailed scoping of the permitting process is underway.
the yiLGArN-AvoN urANiuM ProJect
The Yilgarn-Avon uranium project is a Joint Venture (YAJV) between Mindax’s wholly owned subsidiary Mindax Energy Pty Ltd and partner Quasar Resources Pty Ltd, an affiliate of Heathgate Resources Pty Ltd. Mindax Energy is presently sole funding the project and currently hold 53%.
At Jindarra prospect north of Mukinbudin, further drilling indicated widespread uranium mineralisation around the 2009 discovery holes from 2009. Work continues to establish the complex controls of the mineralisation that can now be seen to occupy three overlapping stratigraphic levels. The Directors remain confident that this system will grow in size and that further such systems will be developed elsewhere in the palaeochannel.
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the MortLock coPPer-GoLD ProJect
This project, also in the Yilgarn-Avon area, comprises YAJV owned tenure and further tenure where the YAJV is earning 80% interest from Sipa Exploration NL. The YAJV has already earned 51% equity in the Sipa blocks and Mindax Energy is sole funding as indicated above.
Drilling of airborne EM conductivity zones has indicated strong copper geochemistry within the regolith and to the east of known mineralisation, at least at Centre Forest. This is very encouraging and detailed deep looking ground EM is being undertaken to establish precise drilling targets.
Mindax has continued through the past year to advance its major projects, particularly Mt Forrest, as evidence of its demonstrable track record for innovative exploration targeting.
The Mt Forrest iron project continues to demonstrate potential to be a very significant iron source in the northern part of the Yilgarn Iron Province.
The uranium mineralisation in the Yilgarn palaeochannel is expected to move to resource status in the near future and has clearly demonstrated the potential of the palaeochannel to develop as a new production area.
Each step in the exploration process at the Mortlock project demonstrates the potential for a major copper-gold mineralised system.
the coMPANy
overvieW
Mindax’s main projects are the Mt Forrest iron project, on Bulga Downs Station near Sandstone and the uranium project, operated by the Yilgarn-Avon Joint Venture in the south west of WA.
Over the last twelve months these Projects have advanced significantly. An iron resource base has been established at Mt Forrest and continues to grow. Tangible uranium mineralisation has been identified at Jindarra near Mukinbudin and also continues to grow towards resource status:
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» Scout drilling in the Mt Forrest area has confirmed significant iron mineralisation is present as both direct shipping (“DSO”) and potentially beneficiable magnetite feed (“PBM”). Maiden resources for both DSO and PBM have confirmed the project is a significant iron location in WA’s emerging Yilgarn Iron Province. At Mukinbudin, 300 km north-east of Perth, the drilling program has demonstrated new sedimentary style uranium mineralisation to 0.2% U3O8 at the Jindarra prospect in the Yilgarn palaeochannel. The mineralisation has dimensions approaching those of lenses at Beverley and Honeymoon in South Australia.
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» The identification at the Mortlock Project of blankets of regolith copper geochemistry (to 1000 ppm Cu) overlying conductivity anomalies to the west of Centre Forest is an important advance. Detailed deep EM geophysics is defining more specific drill targets between there and Southern Brook, 7 kilometres to the south.
Mindax Limited has been listed on the ASX since the end of 2004. The Company is a committed minerals explorer with a significant portfolio of iron, uranium, copper and gold projects in Western Australia’s Yilgarn Craton.
Mindax remains a carefully focused, innovative explorer in its key commodities, working diligently towards the goal of a resource base for production. The success of this exploration will drive value for Mindax’s shareholders.
Mindax believes underpinning by the commitment to raise sufficient funding to support this exploration is required to ensure continuing success. For the time being the Company is well resourced to carry out its work program.
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exploRAtion Review
(coNtiNueD)
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fiGure 1: Location of Mindax Projects
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sANDstoNe iroN – ceNtrAL yiLGArN iroN ProviNce
Mindax has an active program of iron exploration on the Yilgarn Craton. The key project is Mt Forrest which is 100% owned by Mindax Limited, through its subsidiary YilgIron Pty Ltd. It comprises seven mining leases endorsed for iron ore. Mt Forrest is located 150 km from the railway at Menzies and 500 km from the port at Esperance.
In March 2010, Mindax announced a maiden resource for the Mt Forrest area where an Inferred mineral resource was estimated for the Toucan area totalling 1.16M tonnes at 54.8% Fe. An Inferred mineral resource of 387 million tonnes of potential magnetite beneficiation feed was estimated from a collection of target areas including Toucan, Paradise Bore, Macaw and Bulga North. A revised resource statement is expected in early October.
A total of seventeen target areas have been identified as potential DSO targets. Eighteen magnetite targets are also identified. Scout drilling commenced late in December 2009 and continues. Drilling up to September 2010 comprised of 240 RC holes and 7 Diamond holes for 13,657.2m. Encouraging results for both the DSO and PBM have been returned and further resource definition drilling will add to the mineral resource inventory. Further resource updates are anticipated in January and June of 2011.
The execution of this program at Mt Forrest has in no small way been the outcome of detailed on site involvement with the three traditional owners of the area. Mindax has developed a dedicated cultural heritage management plan and ongoing consultation with these people and their participation in the work program including actively participating in heritage surveys and drill site clearing.
Engineering concept work is been reviewed to enable benchmarking of the project as it moves forward. It is anticipated that if the project is successful, it will present a significant positive input to the Goldfields economy. These studies are looking at DSO and PBM operational possibilities and developing plans of attack for the various permitting processes that will be required for an operation.
In part this will require interaction with the other explorers and producers in the Yilgarn area and developing relationships with the infrastructure providers. Mindax has initiated a Yilgarn Iron Producers Association to this end. This group will be able to provide input into decisions regarding the development of the existing rail and port infrastructure and other matters of mutual interest.
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exploRAtion Review
(coNtiNueD)
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fiGure 2: Mt forrest target areas
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PALAeochANNeL urANiuM ProJect – yiLGArN-AvoN JoiNt veNture
The Yilgarn-Avon project is a 53:47 joint venture between Mindax Energy PL (a fully owned subsidiary of Mindax Limited) and partner Quasar Resources PL, an affiliate of Heathgate Resources PL, the owner/operator of the Beverley uranium mine in South Australia. Heathgate are a world leader in the environmentally desirable In Situ Recovery (ISR) uranium extraction technology. Mindax are managers of the YAJV.
The project is based upon very high uranium-in-water values in the headwaters of the ancient Yilgarn river system. The uranium is considered to be derived from extensive weathering of the felsic gneisses and intrusives in the area, some of which are extremely enriched in primary uranium. These waters are moving down the palaeochannel system.
To develop a three dimensional view of the general geological morphology of the Yilgarn palaeochannel and its hydro-geochemical characteristics, particularly with respect to uranium mineralisation, the joint venturers are employing systematic scout drill traversing.
The uraniferous waters are strongly oxidising and contact with lignite coal bearing sediments, for example, should result in uranium precipitation. The locations of the channels are known to a fair degree of accuracy and lignites are proving to be widespread. There are other potential traps such as
groundwater mixing zones. The mineralisation is expected to occur at depth beneath younger impermeable clays and the system is highly saline.
At Mukinbudin, 300km north-east of Perth, the scout drilling program has demonstrated sedimentary style uranium mineralisation to 0.2% U3O8 at the Jindarra prospect covering in excess of 2km of the palaeochannel. Mineralisation occurs preferentially at various depths, notably at around 35m below surface, at 60m below surface and at 90m below surface. The 60m zone appears to show a particular consistency extending over 1000m length by up to 300m width. Mineralisation is contained in intervals of 1 to 5 metres of >100ppm U. The peak value in this zone is 1m @ 1270ppm U in a 5m interval averaging 518ppm U.
These results indicate uranium mineralisation with dimensions similar to those achieved at other sandstone type positions, such as Beverley in South Australia. This provides further confidence in the exploration model that is directing the program. The forward program at Jindarra is to develop more detail with a view to establishing a resource.
The first program of scout drilling along the Yilgarn Palaeochannel within the confines of the Quairading Project indicated uranium mineralisation persists downstream into the north-east part of the project area. This is encouraging as the earlier data suggested the system may die out in this area.
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fiGure 3: Mukinbudin drill hole locations
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exploRAtion Review
(coNtiNueD)
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fiGure 4: isometric view of the mineralised horizons uranium greater than 100ppm
The Mortlock Project includes the Ularring Project where the YAJV is earning an 80% interest from Sipa Exploration NL and the Centre Forest-Southern Brook (CFSB) block which is 100% YAJV. These tenements cover copper-gold mineralisation previously identified by Sipa. Airborne EM survey and regional analysis of geological, geochemical and geophysical data has resolved two extensive mineralised horizons.
The CFSB mineralisation is characterised by strong copper geochemistry over wide low-grade gold and copper mineralisation (25m at 0.47 g/t Au, 0.18% Cu). Extended AEM survey has defined a series of new conductivity anomalies over 7km of strike located to the east of this mineralised position.
Scout drilling was undertaken on the Centre Forest East airborne conductivity target. This response lies immediately to the east of the Centre Forest Cu-Au mineralisation, within the interpreted hanging wall stratigraphy. Drilling across the AEM target has identified significant blankets of anomalous copper geochemistry (>1000ppm Cu) extending across the AEM response within regolith overlying basement. A ground EM is been completed to target deep drilling targets.
The project area contains further targets at Wilding Road (iron), Jennacubine (AEM targets) and Balley Balley Brook (base metals, gold) that will be tested in the coming year.
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fiGure 5: typical cross section
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fiGure 6: Mortlock Project
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exploRAtion Review
(coNtiNueD)
other ProJects – sANDstoNe, MeekAthArrA
The strength of the iron, copper-gold and uranium projects dominates Mindax’s exploration effort. The company does however maintain a program for gold and other commodities.
The principal gold prospect is at Paradise Bore, within the Mt Forrest Project, where there is a modest gold resource of 35,000 oz and potential for further mineralisation. This area is coincident with the Mt Forrest iron prospect and is also subject to the same permitting issues. Exploration continues at a low level of priority off the back of the iron program.
The Toccata gold prospect near Sandstone has been further drill tested but results are not yet available.
The Meekatharra North gold project lies immediately along strike from the famous Paddy’s Flat field where 2.5M oz of gold has been produced from substantial high grade lodes. The structures that control the Paddy’s Flat mines can be traced throughout the Meekatharra North project area under shallow, but extensive cover. Systematic testing of structural positions has continued. Intersections of minor mineralisation and associated Paddy’s Flat style alteration provide encouragement for further exploration. Recent competitor work immediately to the north of Mindax’s tenement has encountered significant structurally controlled gold mineralisation including an intersection of 10m @ 34.4g/t Au. It is believed these structures may continue into our ground and they will be the target of future exploration.
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fiGure 7: yAJv Drilling
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The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by Mr Gregory John Bromley, who is a member of the Australasian Institute of Mining and Metallurgy, with more than five years experience in the field of activity being reported on.
Mr Bromley is a full-time employee of the Company and has sufficient experience which is relevant to the style of mineralisation and type of deposit and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Bromley consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
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CoRpoRAte goveRnAnCe stAtement
Corporate governance is the system by which companies are directed and managed. It influences how the objectives of the Company are set and achieved, how risk is monitored and assessed, and how performance is optimised. Good corporate governance structures encourage companies to create value (through entrepreneurism, innovation, development and exploration) and provide accountability and control systems commensurate with risks involved.
Good corporate governance will evolve with the changing circumstances of a company and must be tailored to meet these circumstances. Mindax Limited is a junior exploration company.
The Company’s Board and management are committed to a high standard of corporate governance practices, ensuring that the Company complies with the Corporations Act 2001, Australian Securities Exchange (ASX) Listing Rules, Company Constitution and other applicable laws and regulations.
However, at this stage of the Company’s corporate development, implementation of the ASX Corporate Governance Principles and Recommendations, whilst wholeheartedly supported, is not practical in every instance given the modest size and simplicity of the business. The principles and recommendations and details of the current and evolving governance practices are identified in the following pages.
PriNciPLe 1:
Lay solid foundations for management and oversight
The Board has the responsibility of protecting the rights and interests of shareholders and enhancement of long-term shareholder value. To fulfil this role, the Board is ultimately responsible for:
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The corporate governance of the Company;
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»
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» The overall strategic direction and leadership of the Company;
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» Approving and monitoring management implementation of objectives and strategies;
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» Reviewing the performance against stated objectives by receiving regular management reports on the business situation, opportunities and risks;
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» Reviewing and approving business plans, the annual budget and financial plans including available resources and major capital expenditure initiatives;
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» Monitoring financial performance including approval of the annual and half-year financial reports and liaison with the Company’s auditors; and
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» Overseeing the operation of the Company’s system for compliance and risk management reporting to shareholders.
The Managing Director’s performance is reviewed annually by the other non-executive Board members. Further, the Chairman is responsible for administering an evaluation of Board performance on an annual basis.
PriNciPLe 2:
Structure the Board to add value
The Board operates in accordance with the broad principles set out in its charter (which was formally adopted on 16 August 2010). The charter details, amongst other things, the Board’s composition, roles, responsibilities and Board evaluation processes.
The Company has a five member Board comprising one executive director and four non-executive directors, including the Chairman. The roles of Chairman and Managing Director are not combined. All directors reside in Australia. Mr Bromley is not considered independent by virtue of his executive role in the Company, neither are Messrs George, Smith or Chow by virtue of financial remuneration received on a consulting basis during the year or post financial year end. Mr Tsang is a substantial shareholder of the Company and is therefore not considered independent. The Board has considered its materiality threshold and deemed it too small to have a majority of independent directors on the Board.
The full Board currently hold a number of scheduled meetings each year, plus strategy meetings and any extraordinary meetings at such other times as may be necessary to address significant matters as they arise.
Standing Board meeting agenda items include the Managing Director’s report, financial reports, strategic matters, governance and compliance.
Board members possess complementary business disciplines and experience aligned with the Company objectives. The experience and qualifications of directors are noted in the Directors’ Report.
Where any director has a personal interest in a matter, the director is not permitted to be present during discussions or to vote on the matter. The enforcement of this requirement ensures that the interest of shareholders, as a whole, are pursued and not jeopardised by a lack of a majority of independent directors.
Having regard to the structure of the Board and of senior management, it is considered appropriate by the Board to effectively utilise Mr Smith, Mr Tsang, Mr Chow and Mr George’s skills as consultants to provide crucial peer review of the corporate, legal and commercial aspects of the Company’s operations.
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Mr George acts as Chairman of the Company and while not satisfying the ‘independence test’ set out in the ASX’s Corporate Governance Principles and Recommendations, it is considered Mr George’s appointment is in the best interests of the Company and is without conflict given its size.
The Board formed an Audit committee (commenced December 2004) comprising Mr Smith and Mr George; and a Remuneration committee (commenced December 2004) comprising Mr Smith, Mr Tsang and Mr George, Mr Smith is Chairman of both committees.
Details of the directors’ qualifications and attendance at such committee meetings are set out in the Directors’ Report.
The Company has constituted a Nomination Committee comprised of the Non-Executive Directors of the Company, and is in the process of formalising a charter. The Board will give consideration to the appointment of specialist and independent directors when the activities and scale of operation of the Company warrant such appointments.
New directors are provided with a letter of appointment setting out the Company’s expectations, their responsibilities, rights and the terms and conditions of their employment. All new directors participate in a comprehensive, formal induction program which covers the operation of the Board and its committees and financial, strategic, operations and risk management issues.
Each year the Board will conduct an evaluation of its performance. The Chairman is responsible for administering such evaluation.
PriNciPLe 3:
Promote ethical and responsible decision making
Code of conduct
The Company has developed a statement of values and a Code of conduct (the Code) which has been fully endorsed by the Board and applies to all directors and employees. The Code was formally adopted on 16 August 2010. The Code is to be reviewed at least once every two years and updated as necessary to ensure it reflects the highest standards of behaviour and professionalism and the practices necessary to maintain confidence in the group’s integrity and to take into account legal obligations and reasonable expectations of the company’s stakeholders.
In summary, the Code requires that at all times all company personnel act with the utmost integrity, objectivity and in compliance with the letter and spirit of any applicable law, rule or regulation; together with the protocols, policies and procedures of the Company.
The Code requires employees who are aware of unethical practices within the group or breaches of the Company’s policies to promptly report these using the Company’s whistleblower policy. This can be done anonymously.
The Audit Committee reports directly to the Board on the compliance with the Code and has responsibility for the initial investigations for significant issues raised under the whistleblower program.
Dealing in Company Securities, Misuse of Price Sensitive Information and Insider Trading
The Company has reviewed and updated its formal policy on “Dealing in Company Securities, Misuse of Price Sensitive Information and Insider Information”.
trading Bans/closed Periods
Any proposed trading in the Company’s securities by directors (other than the Managing Director), staff and other company officers is to be firstly advised to the Managing Director (‘MD’). The MD must firstly advise the Chairman of any trade proposed by him/her. Once the MD or Chairman (as applicable) has given approval, the relevant trade may be executed. Such policy clearly mitigates the risk of breaching the insider trading provisions and gives the MD control to restrict trading if the MD may be privy to sensitive information before the other company officers and personnel are, or the MD has knowledge that certain sensitive information (eg exploration results) are due for receipt within a short term timeframe.
The Board may also impose trading bans at any time if it considers that as a consequence of any circumstances that have not been disclosed to the market, there is a risk that they or the Group’s employees or other company officers may trade inappropriately.
Group directors, staff and other company officers are prohibited from trading during the following ‘closed periods’:
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a) during the two week period immediately before the release of MDX’s quarterly reports;
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b) two weeks immediately before the MDX Annual General Meeting when it is customary for the Chairman and MD to provide further information about MDX’s current business activities; and
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c) not until after a reasonable amount of time has passed in respect of a market announcement that released what was price sensitive information, which was not previously available to the market, is released (generally two trading days, unless another period is considered appropriate by the Board).
Directors, officers and employees with any non-public sensitive information are prohibited from purchasing or disposing of Company securities, in accordance with the Corporations Act 2001.
Directors must advise the Company of any transactions conducted by them in the securities of the Company, in accordance with the Corporations Act 2001 and ASX Listing Rules.
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CoRpoRAte goveRnAnCe stAtement
(coNtiNueD)
The Directors are satisfied that the group has complied with its policies on ethical standards, including trading in securities.
PriNciPLe 4:
Safeguard integrity in financial reporting
The Audit committee is responsible for reviewing and reporting to the Board on the Company’s financial reports and external audit processes.
The Managing Director and Company Secretary provide a certification to the Board on the integrity of the Company’s external financial reports. This reporting structure was adopted for the financial year ended 30 June 2010.
The Managing Director and Company Secretary provide additional certification that the financial statements are founded on sound risk management systems and that compliance and control systems are operating efficiently and effectively in respect to financial reporting risks.
The Board considers that risk management and internal compliance and control systems are sufficiently robust for the Board to place reliance on the integrity of the financial statements.
Audit processes and policies
The audit committee consists of the following non-executive directors:
The external auditor, BDO Audit (WA) Pty Ltd (“BDO Audit”) has engagement terms refreshed annually and has indicated its independence to the Board. BDO Audit was appointed as auditors in December 2003.
PriNciPLe 5 & 6:
Make timely and balanced disclosures and respect the rights of shareholders
The Board adopts communications strategies and practices to promote communication with shareholders, in language capable of interpretation, and to encourage effective participation at General Meetings. The external auditor will attend the meeting to respond to specific questions from shareholders relating to the conduct of the audit and the preparation and content of the auditor’s report.
The Company Secretary has been nominated as the person responsible for communications with the Australian Securities Exchange (ASX). This role includes responsibility for ensuring compliance with the continuous disclosure requirements in the ASX Listing Rules and overseeing and co-coordinating information disclosure to the ASX, analysts, brokers, shareholders, the media and the public.
The Board aims to ensure that shareholders are informed of all major developments affecting the Company’s state of affairs. Information is communicated to shareholders as follows:
- » Reports distributed to all shareholders; and
Mr George; Mr Smith.
Details of the Directors’ attendance at audit committee meetings are set out in the directors’ report. The Board is also ultimately responsible for the establishment and maintenance of a framework of internal control and appropriate ethical standards for the management of the Company.
The responsibilities include:
-
» Reviewing and approving statutory financial reports and all other financial information distributed externally;
-
» Monitoring the effective operation of the risk management and compliance framework;
-
» Reviewing the effectiveness of the Company’s internal control environment including compliance with applicable laws and regulations;
-
» The nomination of the external auditors and the review of the adequacy of the existing external audit arrangements;
-
» Considering whether non-audit services provided by the external auditor are consistent with maintaining the external auditor’s independence; and
-
» Review and monitor related party transactions and assess their propriety.
The minutes of all committee meetings are circulated to all Directors.
- » Notices of all meetings to shareholders.
The Board encourages full participation of shareholders at the General Meetings to ensure a high level of accountability and identification with the Company’s strategy and goals. Important issues are presented to shareholders as single resolutions.
Shareholders are requested to vote on the appointment of directors, the granting of options and shares to directors and changes to the Constitution. Copies of the Constitution are available to any shareholder upon request.
Material information is lodged immediately with the ASX and on acknowledgement, disseminated by posting to the website.
Timely and balanced disclosure
The Board supports the Australasian Investor Relations Association “Best Practice Guidelines for Communication between Listed Entities and the Investment Community”. The Board endorses a culture in favour of continuous disclosure and recognises the benefits of consistency to be achieved through a dedicated authorised spokesperson.
Material information is lodged immediately with the ASX and on acknowledgement disseminated by posting to the website. A strict protocol is practiced for all investors/analyst/ media meetings, group briefings and conference calls.
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PriNciPLe 7:
Recognise and manage risk
The Company has identified material business risks associated with its day-to-day operations and the possible impacts on the Company as a consequence. This is recorded in the Company’s internal register and is continuously being developed and updated. The Company aims to review its’ risk management policies on a quarterly basis to mitigate material risks identified from eventuating and to ensure a sound internal control system is in place. The Managing Director and Company Secretary are required to report to the Board if any material business risks that significantly impact on the business have arisen since the last Board meeting and if an effective internal control policy is in place and has been followed (as applicable). The Board declares that it has received assurance from the Managing Director and Company Secretary that a sound and effective risk management and internal control system had been adhered to and operated during the financial year ended 30 June 2010.
As part of the Company’s internal risk management policies, the Managing Director and Company Secretary have recently completed a formal review of risk areas and internal controls required to mitigate such risk. The report relating thereto has been circulated to the Board concluding that an effective internal control and risk management system is in place. Such review will continue to occur on an ongoing basis.
In summary, the Company’s internal risk management policies are designed to ensure strategic, operational, legal, reputational and financial risks are identified, assessed, effectively and efficiently managed and monitored to enable achievement of the Company’s business objectives.
The Managing Director and Company Secretary have provided additional certification that the financial statements are founded on sound risk management systems and that compliance and control systems are operating efficiently and effectively in respect to financial reporting risks.
Considerable importance is placed on maintaining a strong control environment. There is an organization structure with clearly drawn lines of accountability and delegation of authority. The Board actively promotes a culture of quality and integrity.
Details of these directors’ attendance at remuneration committee meetings are set out in the directors’ report. The Remuneration committee advises the Board on remuneration and incentive policies and practices generally and makes specific recommendations in relation to compensation arrangements for executive and non-executive directors and in respect of all equity based remuneration plans. Ultimate responsibility for the Company’s remuneration policy rests with the full Board.
The remuneration policy states that executive directors may participate in share option schemes with the prior approval of shareholders. Other executives may also participate in employee share option schemes, with any option issues normally being made in accordance with thresholds set in plans approved by shareholders. The Board however, considers it appropriate to retain the flexibility to issue options to executives outside of approved employee option plans in appropriate circumstances.
The committee also presently assumes responsibility for overseeing management succession planning, including the implementation of appropriate executive development programmes and ensuring adequate arrangements are in place, so that appropriate candidates are recruited for later promotion to senior promotions.
Access to professional advice
Issues of substance are considered by the Board with external advice from its professional advisers as required. The Board’s individual members can seek independent professional advice at the Company’s expense in carrying out their duties, subject to the Chairman approving the terms of such external advice.
suMMAry
Mindax Limited has adopted the following policies and charters: Board Charter, Code of Conduct, Security Trading Policy, Audit Committee Charter, Continuous Disclosure Policy, Shareholder Communication Policy and Remuneration Committee Charter. The Company is in the process of adopting a Nomination Committee Charter.
The Company is non-compliant with respect to the directors being considered independent for reasons stated. Other corporate practices continue to evolve.
PriNciPLe 8:
Remunerate fairly and responsibly
The remuneration committee consists of the following non-executive directors:
Mr George; Mr Smith; and Mr Tsang.
19
DiReCtoRs’ RepoRt
Your directors present their report on the consolidated entity (referred to hereafter as the Group) consisting of Mindax Limited (“the Company”) and the entities it controlled at the end of, or during, the year ended 30 June 2010.
The names and particulars of the directors of the Company during or since the end of the financial year are:
Directors
The following persons were directors of Mindax Limited during the whole of the financial year and up to the date of this report:
| Name | Particulars |
|---|---|
| Mr G.C. George | Gilbert, aged 60 years, has an honours degree in Agricultural Science, as well as a Masters Degree in |
| Economics from a prestigious Japanese university. After working in Australia and Japan in Government | |
| positions, Gilbert established his own business development consultancy in 1988. | |
| He is the principal of Gilbert George & Associates Pty Ltd which has provided strategic advice to | |
| companies in Australia, Africa, Japan, the US and Europe and been involved in over $950 million | |
| of new investment in Australia, in the resource, IT, food processing and service sectors. Resource | |
| experience includes gold, manganese, oil and heavy mineral sands. | |
| He holds directorships in the following unlisted companies: Bedley Holdings Pty Ltd, Ocean Power | |
| Technologies (Australasia) Pty Ltd and Governor Holdings Pty Ltd. Gilbert has also been a member of a | |
| number of charities and state government and international advisory committees, including Anglicare | |
| and the Asian Round Table. | |
| Former directorships in last 3 years | |
| None. | |
| Special responsibilities | |
| Gilbert joined the board in 2004 in a non-executive capacity and is a member of the Remuneration | |
| and Audit Committees of Mindax Limited. He is Chairman of the Board of Directors of Mindax Limited. | |
| Interest in shares and options | |
| 2,896,625 ordinary shares in Mindax Limited. | |
| 250,000 unlisted options in Mindax Limited. | |
| 1,448,312 listed options in Mindax Limited. | |
| Mr N.J. Smith | Nicholas, aged 58, is a solicitor by training, who has spent most of his working life in the corporate/ |
| commercial arena. He has extensive business experience both within Australia and of shore. | |
| Between 1987 and 1999 he was Group General Counsel for the Normandy Mining Group where he | |
| was responsible for the Group’s legal function including the legal aspects of the Group’s M&A and | |
| project acquisition program both on and of shore. | |
| Since 1999 he has been the principal of Portcullis Corporate Advisory Pty Ltd a provider of corporate | |
| and strategic advice. | |
| Former directorships in last 3 years | |
| Red 5 Limited: 2002 to 2007 | |
| Special responsibilities | |
| Nicholas joined the board in 2003 in a non-executive capacity and is the Chairman of the | |
| Remuneration and Audit Committees of Mindax Limited. | |
| Interest in shares and options |
3,163,100 ordinary shares in Mindax Limited. 250,000 unlisted options in Mindax Limited. 1,581,550 listed options in Mindax Limited.
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| Name | Particulars |
|---|---|
| Mr G.J. Bromley | Greg, aged 60 years, a geologist, has nearly forty years of experience in the mining and exploration |
| industry as an exploration geologist, a consultant and company executive. His business experience is | |
| both local and international. | |
| His early career was with the CRA Group (now RTZ) where he undertook exploration project | |
| assignments in WA and NSW and participated in the teams that identifed gold in the Labouchere | |
| area, diamonds in the West Kimberley and nickel at Honeymoon Well. | |
| In 1987 he joined the Normandy Mining group and through the next decade flled a number of senior | |
| roles including Exploration Manager WA, Exploration Technical Manager for the Normandy group | |
| throughout Australia and Group Consultant for Europe, Africa and the Americas. | |
| Since 1996 he has been the principal of Bromley & Co, Consulting Geologists operating locally and | |
| in Africa, Asia and Latin America. This has included management of the Agbaou gold project in Cote | |
| d’Ivoire, assignments at the Chirano gold project in Ghana and the Kroondal platinum project in South | |
| Africa. He contributed to the Barra Resources IPO and has consulted to Sipa Resources on their local | |
| exploration and business development programs. | |
| Former directorships in last 3 years | |
| None. | |
| Special responsibilities | |
| Gregory joined the Board of Mindax Limited in 2003 as Managing Director. | |
| Interest in shares and options | |
| 5,595,001 ordinary shares in Mindax Limited. | |
| 500,000 unlisted options in Mindax Limited. | |
| 2,797,500 listed options in Mindax Limited. | |
| Mr A Tsang | Andrew, aged 54 years, is a naturalised Australian citizen who was born and educated in China and |
| who has successfully established and run construction, engineering and property development | |
| businesses both in China and Australia as well as establishing successful import agencies for Australian | |
| manufactured goods into China. | |
| Andrew is also a director of the listed company Diatreme Resources Limited. | |
| Former directorships in last 3 years | |
| None. | |
| Special responsibilities | |
| Andrew joined the board in 2008 in a non-executive capacity and is a member of the Remuneration | |
| Committee of Mindax Limited. | |
| Interest in shares and options | |
| 32,230,112 ordinary shares in Mindax Limited. | |
| 250,000 unlisted options in Mindax Limited. | |
| 16,075,055 listed options in Mindax Limited. |
21
DiReCtoRs’ RepoRt
(coNtiNueD)
| Name | Particulars |
|---|---|
| Mr B Chow | Benjamin, aged 64 years, is a distinguished Australian citizen who was born and educated in |
| China, immigrating to Australia in 1962. He has a business background in engineering, property | |
| development and leadership in the Chinese and Australian fnancial sectors. | |
| He chaired the Council for Multicultural Australia which assists the Australian Government implement | |
| its multicultural policies. He has previously served as President of Australian Chinese Community | |
| Association of NSW, President of Chinese Australian Forum of NSW and Vice-President of the Ethnic | |
| Communities Council of NSW. He is a past member of the Council of National Museum of Australia, a | |
| member of the Bond University Council, President of Sydney University Nerve Research Foundation, | |
| a Trustee and immediate past Chairman of Australian Chinese Charity Foundation and a Director of | |
| Chain Reaction Foundation Ltd. | |
| Benjamin is also a Non-Executive Director of the listed company Invocare Limited. | |
| Former directorships in last 3 years | |
| None. | |
| Special responsibilities | |
| Benjamin joined the board in 2009 in a non-executive capacity. | |
| Interest in shares and options | |
| 140,000 ordinary shares in Mindax Limited. | |
| 250,000 unlisted options in Mindax Limited. | |
| 70,000 listed options in Mindax Limited. |
Company Secretary
Mr A Francesca Certified Practising Accountant, aged 39, with seventeen years experience in public practice. He is a director and equity holder of a medium sized accounting practice, FJH Solutions. He has provided client support across a wide range of industries including mining and exploration to private and public companies.
PriNciPAL Activities
The consolidated entity’s principal activity during the course of the financial year was mineral exploration.
revieW of oPerAtioNs
corPorAte
Issue of Unlisted Options
resuLts
The operating loss of the consolidated entity after providing for income tax amounted to $2,339,546 for the financial year (2009: $2,256,691).
fiNANciAL PositioN
The consolidated entity’s working capital for 2010, being current assets less current liabilities, is $10,929,672. Expenditure for the year has tracked to budget and the directors believe the Company is in a strong and stable financial position.
During the year the Company issued 300,000 unlisted options to arms length employees and consultants pursuant to its Employee and Consultant Option Scheme. Each option is exercisable at $0.48 and has an expiry date of 12 October 2012.
In addition to the above, the Company also issued the following unlisted options:
-
» 1,500,000 options to Directors approved at the Company’s 2009 Annual General Meeting.
-
» 300,000 options to arms length consultants pursuant to the Company’s Employee and Consultant Option Scheme.
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Each of the 1,800,000 options above vested on 31 March 2010 and have an exercise price of $0.60 and an expiry date of 31 March 2012.
Share Purchase Plan and Bonus Issue
On 15 December 2009, the Company announced details of a Share Purchase Plan (“SPP”) and a proposed bonus issue of options (“bonus issue”).
The SPP closed on 8 January 2010 with the Company receiving $790,000 from eligible shareholders applying for 1,580,000 ordinary fully paid shares.
On 22 January 2010, a prospectus was lodged with regard to the bonus issue. Under the terms of the bonus issue, each eligible shareholder received one bonus option (at no cost) for every two Mindax shares held as at the record date of 5pm AWST, 3 February 2010. Each bonus option has an exercise price of $0.75 and an expiry date of 1 December 2011. In total, 64,938,809 bonus options were issued to eligible shareholders, effective 15 February 2010.
Capital Raising of A$7.8M
During May 2010, the Company (or “MDX”) finalized a placement of its securities to a wholly-owned subsidiary of Lion Asiapac Limited (“LAP”), a Singapore-incorporated company that is listed on the Singapore Exchange Securities Trading Limited. LAP is part of the Lion Group, which is a diversified group of companies with iron and steel making as one of its main businesses.
Pursuant to an agreement reached between MDX and LAP Exploration Pte. Ltd. (“Lion”), a wholly owned subsidiary of LAP, Lion subscribed for 15,000,000 shares in MDX at a subscription price of A$0.52 per share to raise A$7,800,000 before associated costs. One (1) free unlisted option was issued to Lion for every five (5) shares subscribed for. The new options issued to Lion have the same key terms as MDX’s current listed “MDXO” options, save that the new options are unlisted and non transferable.
Lion holds approximately 10.48% of the issued capital of MDX.
About LAP and the Lion Group
LAP is listed on the Singapore Exchange Securities Trading Limited and is an investment holding company which has subsidiaries engaged in the businesses of supplying quicklime, scrap metal trading and electronics contract manufacturing. LAP and Lion, an investment holding company, are part of the Lion Group, which was established in the 1930s.
The Lion Group has operations in Malaysia, Singapore, Indonesia, China, USA, Mexico, Vietnam and Hong Kong. Its main business are steel making, retail, property development, tyre manufacturing, electronic manufacturing services for electronics and computer peripherals, manufacture of light trucks and oil palm and rubber plantations.
The Lion Group has ten publicly listed companies with five (5) in Malaysia, two (2) each in Indonesia and Singapore (including LAP) and one (1) in Hong Kong. It has an annual group turnover of approximately RM$18 billion (approximately A$6.48 billion) and provides employment for approximately 25,500 people.
exPLorAtioN
The consolidated entity continued its exploration efforts on its tenement prospects during the financial year ended 30 June 2010. Some highlights include:
Iron Ore (Comprising the Mt Forrest Project)
- » Resource modeling was carried out by independent geological consultants CSA Global Pty Ltd, drawing on all surface mapping, sampling and drilling data available throughout the Mt Forrest project area.
A maiden Direct Shipping Ore (DSO) resource of enriched hematite-goethite Fe mineralisation, above a 50% Fe cut-off at the Toucan prospect, was estimated to be 1.16 million tonnes at 54.8% Fe (JORC Inferred Mineral Resource classification).
| Million | head | head | head | head | head | head | |
|---|---|---|---|---|---|---|---|
| resource category | tonnes | fe% | P% | sio2% | Al2o3% | s% | Loi% |
| Inferred Mineral Resource | 1.16 | 54.8 | 0.082 | 9.28 | 4.40 | 0.089 | 6.08 |
The Toucan resource only covers approximately 900 m of strike length.
At Mt Forrest drilling of DSO iron mineralisation is on track towards a resource update at the end of September. Three additional targets have been identified.
23
DiReCtoRs’ RepoRt
(coNtiNueD)
The potential magnetite beneficiation feed at Toucan, Paradise Bore, Macaw and Bulga North prospects, where drilling data exists, was estimated to be 387 million tonnes of a head Fe grade of 31.4% (JORC Inferred Mineral Resource classification). The Mineral Resource extends over an aggregate strike length of 4700m to a maximum depth of 350m below surface.
| Million | head | head | head | head | head | head | |
|---|---|---|---|---|---|---|---|
| resource category | tonnes | fe% | P% | sio2% | Al2o3% | s% | Loi% |
| Inferred Mineral Resource | 387 | 31.4% | 0.048 | 43.3 | 3.79 | 0.049 | 5.35 |
DTR sampling of magnetite material has returned encouraging results.
Further information will be collected on magnetite in the course of the DSO drilling campaign.
The Company has commenced an infrastructure study to determine alternatives for rail and road connection between Mt Forrest and a deepwater port.
Uranium (Comprising the Yilgarn Avon Joint Venture – Palaeochannel Project)
- » Scout drilling along the Yilgarn palaeoriver within the Mukinbudin Project area 200km north-east of Perth has encountered very significant grades of roll front sedimentary uranium mineralisation.
Copper, Gold (Comprising the Yilgarn Avon Joint venture – Mortlock Project)
- » Scout drilling at Mortlock indicates blankets of anomalous (>1000ppm Cu) overlying Centre Forest East AEM target.
Gold (Comprising the Meekatharra Project)
Meekatharra North Project:
- » Recent high grade gold intersections by Doray Minerals immediately to the north of the Company’s tenure has provided encouragement for the general exploration model in the Meekatharra North tenement. Doray’s ‘hits’ are approximately 2000 m north of the common tenement boundary but similar structures look to cross south into the Company’s tenement. The Company has only conducted broad spaced drilling in this area because the cover is quite deep. These new observations will be integrated into the model and further drilling is planned.
coMPeteNt PersoNs
The mineral resource estimates (estimates) are reported under the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code, 2004 Edition). The estimates were carried out by Mr Chris Allen, BSc(Hons), MBA, MAIG, of CSA Global Ltd who is a Member of the Australian Institute of Geoscientists (MAIG), and who has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined by the Code.
Mr Allen consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to Mineralisation, Exploration and Drilling Results is based on information compiled by Mr Gregory John Bromley who is a member of the Australasian Institute of Mining and Metallurgy, with more than 5 years experience in the field of activity being reported on.
Mr Greg Bromley is a full-time employee of the Company and has sufficient experience which is relevant to the style of mineralisation and type of deposit and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Bromley consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
24
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siGNificANt chANGes iN stAte of AffAirs
During the financial year there was no significant change in the state of affairs of the consolidated entity other than that referred to in the financial statements or notes thereto.
suBseQueNt eveNts
On 18 August 2010, Mindax Limited announced that it would commence an infrastructure study to determine alternatives for rail and road connections between its Mt Forrest Iron Project and a deepwater port. It has established a wholly owned subsidiary, Yilgiron Infrastructure Pty Ltd, to facilitate this.
There has not been any other matter or circumstance, other than that referred to above and in the financial statements or notes thereto, that has arisen since the end of the financial year, that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial years.
LikeLy DeveLoPMeNts AND exPecteD resuLts of oPerAtioNs
Disclosure of information regarding likely developments in the operations of the consolidated entity in future financial years and the expected results of those operations is likely to result in unreasonable prejudice to the consolidated entity. Accordingly, this information has not been disclosed in this report.
eNviroNMeNtAL reGuLAtioNs
The consolidated entity is subject to significant environmental regulation in respect to its mineral exploration activities. These obligations are regulated under relevant government authorities within Australia. The consolidated entity is a party to exploration and development licences which generally specify the applicable environmental regulations.
The Group has not yet fully reviewed the reporting requirements under the Energy Efficient Opportunities Act 2006 or the National Greenhouse and Energy Reporting Act 2007, but believes given its size has adequate systems in place to ensure compliance with these Acts.
During the financial year, the Company has not breached any relevant Commonwealth, State or Territory environmental regulations.
Directors’ MeetiNGs
The following table sets out the number of directors’ meetings (including meetings of committees of directors) held during the financial year and the number of meetings attended by each director (while they were a director or committee member). During the financial year, seven (7) board meetings, one (1) remuneration committee meeting and two (2) audit committee meetings were held.
| Directors | Board of directors remuneration committee Audit committee |
|---|---|
| held Attended held Attended held Attended |
|
| G.C. George N.J. Smith G.J. Bromley A. Tsang B. Chow |
7 7 1 1 2 2 7 7 1 1 2 2 7 7 N/A N/A N/A N/A 7 7 1 1 N/A N/A 5 5 N/A N/A N/A N/A |
There were also two circular resolutions passed by the Board of Directors during the financial year.
25
DiReCtoRs’ RepoRt
(coNtiNueD)
retireMeNt, eLectioN AND coNtiNuAtioN iN office of Directors
The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001 .
Mr B. Chow was appointed to the board on 6 October 2009.
Mr Smith is the director retiring by rotation who, being eligible, offers himself for re-election.
reMuNerAtioN rePort
The remuneration report is set out under the following main headings:
-
A. Principles used to determine the nature and amount of remuneration
-
B. Details of remuneration
-
C. Service agreements
-
D. Share-based compensation
The remuneration arrangements detailed in this report are for Non-Executive and Executive directors of Mindax Limited as follows:
G.C George (Chairman, Non-executive) N.J. Smith (Non-executive) G.J. Bromley (Managing Director, Executive) A. Tsang (Non-executive) B. Chow (Non-executive)
The group executives (key management personnel) of Mindax Limited during the year were:
A Francesca (Company Secretary)
- E. Additional Information
A. PriNciPLes useD to DeterMiNe the NAture AND AMouNt of reMuNerAtioN
The objective of the Company’s remuneration framework is to ensure reward for performance is competitive and appropriate for the results delivered.
The Company’s remuneration policy for executive directors, officers and senior management is designed to promote superior performance and long term commitment. Remuneration packages are set at levels that are intended to attract and retain executives capable of managing the Company’s operations. The main principles of the policy are:
-
» Reward reflects the competitive market in which the Company operates:
-
» Individual reward should be linked to performance criteria (at this stage no formal performance criteria have been set by the remuneration committee); and
-
» Executives should be rewarded for both financial and non-financial performance.
Overall remuneration policies are determined by the Board and are adapted to reflect competitive market and business conditions where it is in the interests of the Company and shareholders to do so. Within this framework, the remuneration committee considers remuneration policies and practices generally, and recommends specific remuneration packages and other terms of employment for executive directors and senior management. The Corporate Governance Statement provides further information on the role of this committee. Ultimate responsibility for the Company’s remuneration policies rests with the full Board.
Non-Executive directors
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the responsibilities of them individually. Non-Executive Directors’ fees and payments are reviewed annually by the Board. The Chairman’s fees are determined independently to the fees of Non-Executive directors based on comparative roles in the external market. The Chairman is not present at any discussions relating to the determination of his own remuneration.
The current base remuneration was last reviewed in September 2008. The Chairman currently receives a fixed fee for his services as a Director.
The Company’s Non-Executive Directors’ remuneration package contains the following components:
- » Primary benefits – quarterly director’s fees
Non-Executive Director fees are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by shareholders. The maximum currently stands at $300,000 pa and was approved by shareholders at the 2008 Annual General Meeting.
No retirement benefits are provided, other than compulsory superannuation.
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Executive directors
The Company’s Executive Director’s remuneration package contains the following components:
-
»
-
»
-
Base pay and benefits, including superannuation;
-
Short-Term performance incentives; and
-
» Equity – share options granted under the employee and consultant share option scheme.
The combination of these comprises the executive’s total remuneration.
Base pay is structured as a total employment cost package which may be delivered as a combination of cash and prescribed non-financial benefits at the executive’s discretion. External remuneration information provides benchmark information to ensure the base pay is set to reflect the market for a comparable role. Base fees are reviewed annually to ensure the level is competitive with the market. There is no guaranteed base fee increases included in any Executive Director contracts.
A vehicle and car bay is provided as an additional benefit to Executive Directors.
The following table shows the gross revenue, profits/losses and share price of the Group at the end of the respective financial years.
| Revenue from continuing operations Net proft/(loss) Share price |
30 June 2006 30 June 2007 30 June 2008 30 June 2009 30 June 2010 |
|---|---|
| 116,046 100,451 212,794 649,962 254,712 (439,460) (1,128,816) (554,987) (2,256,691) (2,339,546) $0.150 $0.125 $0.340 $0.490 $0.41 |
Long term incentives are provided through the Mindax Share Option Plan.
B DetAiLs of reMuNerAtioN
Details of the remuneration of the directors and the key management personnel (as defined in AASB 124 Related Party Disclosures) of Mindax Limited and the Mindax Limited Group are set out in the following tables.
The key management personnel of Mindax Limited includes the directors as detailed above. The following is a corporate executive who has authority and responsibility in the Company:
- » Angelo Francesca – Company Secretary.
The directors are among the five highest paid group executives as required to be disclosed under the Corporations Act 2001 .
27
DiReCtoRs’ RepoRt
(coNtiNueD)
| 2010 salary & directors fees $ short-term employee benefts Post-employment benefts other long-term employee benefts (v) $ termination benefts $ share-based payment total $ remuneration as options % cash bonus $ consulting fees $ Non- monetary $ other $ super- annuation $ other $ equity-settled shares & units $ options & rights** $ cash settled $ other $ |
Directors | G.C. George 55,000 - - - - 4,950 - - - - 74,250 - - 134,200 55% N.J. Smith 50,000 - 53,400 - - 4,500 - - - - 74,250 - - 182,150 40% G.J. Bromley 261,467 - - - - 23,532 - - - - 148,500 - - 433,499 34% A. Tsang 50,000 - - - - 4,500 - - - - 74,250 - - 128,750 57% B. Chow 36,821 - 2,000 - - 3,314 - - - - 74,250 - - 116,385 63% Sub-total 453,288 - 55,400 - - 40,796 - - - - 445,500 - - 994,984 other corporate executives |
A. Francesca - - 166,465ª - - - - - - - 445,50 - - 211,015 21% Total 453,288 - 221,865 - - 40,796 - - - - 490,050 - - 1,205,999 2009 salary & directors fees $ short-term employee benefts Post-employment benefts other long-term employee benefts (v) $ termination benefts $ share-based payment total $ remuneration as options % cash bonus $ consulting fees $ Non- monetary $ other $ super- annuation $ other $ equity-settled shares & units $ options & rights** $ cash settled $ other $ |
Directors | G.C. George 55,000 - - - - 4,950 - - - - - - - 59,950 - N.J. Smith 50,000 - - - - 4,500 - - - - - - - 54,500 - G.J. Bromley 238,532 - - - - 21,468 - - - - (21,500) - - 238,500 - A. Tsang 50,000 - - - - 4,500 - - - - - - - 54,500 - Sub-total 393,532 - - - - 35,418 - - - - (21,500) - - 407,450 other corporate executives |
A. Francesca - - 63,600 - - - - - - - - - - 63,600 - Total 393,532 - 63,600 - - 35,418 - - - - (21,500) - - 471,050 ** Remuneration in the form of options includes negative amounts for options forfeited during the 2009 fnancial year. The options that were issued in the 2010 fnancial year were subject to the following vesting condition (which was satisfed), namely that the Company had in place a JORC compliant resource for its Mt Forrest Iron Project by 31 March 2010. ª Of this, $69,600 relates to the Company Secretarial function with the balance for additional taxation, accounting and corporate services, paid to FJH Solutions Pty Ltd. (Of which Mr Francesca is a director). |
|---|---|---|---|---|---|---|
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c service AGreeMeNts
On appointment to the board, all Non-Executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The letter summarises the Board policies and terms, including compensation, relevant to the office of director.
Remuneration and other terms of employment for the Managing Director and other key management personnel are also formalised in service agreements.
By Service Agreement executed in February 2009, the Company renewed Gregory John Bromley’s appointment as its Managing Director. The remuneration committee reviewed Mr Bromley’s salary package on 26 July 2010 and it was resolved that Mr Bromley is to be paid $295,000 in annual salary inclusive of superannuation and will be reimbursed for all reasonable expenses incurred in carrying out the services of a managing director (as further specified in the agreement). Mr Bromley is also provided a fully serviced and maintained vehicle with agreement that private use be an infrequent and incidental component of total usage. An extension of the term of his service contract until 31 December 2011 has been granted. Future bonuses are to be considered subject to meeting performance hurdles (at this stage no formal performance criteria have been set by the remuneration committee).
The agreement may be terminated by the Company, without notice where Mr Bromley is guilty of any gross default or serious misconduct, becomes bankrupt or of unsound mind, is convicted of any criminal offence, becomes permanently incapacitated or dies.
Mr Bromley may also terminate the agreement with 6 months notice or without notice in certain circumstances including the Company entering into liquidation, the Company breaching the Agreement or where Mr Bromley is demoted. In either case the Company must pay Mr Bromley an agreed termination payment.
By Consultancy Agreement effective 1 March 2006, the Company agreed to engage FJH Solutions (“the consultant”) of which Mr Angelo Francesca is a director, to support the Company secretarial function. The engagement was for an initial term of twelve months and may be extended by written notice not less than four weeks from the date the relevant term is due to expire.
The consultant is being paid $5,800 per month plus GST as applicable and all costs necessarily incurred. Further, any time incurred in respect of special consulting work outside the scope of the present engagement is to be charged at the consultant’s specified charge out rates.
The agreement may be terminated by the Company, without notice where Mr Francesca is guilty of grave misconduct, becomes bankrupt or of unsound mind, is convicted of any criminal offence, becomes permanently incapacitated or dies. If the Company terminates the agreement and none of the prementioned circumstances apply, the Company must pay an agreed termination payment.
Mr Francesca may also terminate the agreement with 4 weeks notice.
D shAre-BAseD coMPeNsAtioN
The Board has adopted the Mindax Limited Employee and Consultants Option Scheme (‘EOS’). The primary purpose of the Plan is to increase the motivation of employees, promote the retention of employees, align employee interest with those of the Company and its shareholders and to reward employees who contribute to the growth of the Company.
The terms and conditions of each grant of Plan options affecting remuneration in this or future reporting periods are as follows:
| Date vested and | exercise price | value per option | |||
|---|---|---|---|---|---|
| Grant date | exercisable | expiry date | $ | at grant date | % vested |
| 16-Dec-09 | 31-Mar-10 | 31-Mar-12 | 0.60 | $0.297 | 100 |
Options granted under the EOS carry no dividend or voting rights.
Details of options over ordinary shares in the company provided as remuneration to each director of the Company and each of the key management personnel of the parent entity and the group are set out below. When exercisable, each option is convertible into one ordinary share of Mindax Limited. Further information on the options is set out in note 7 to the financial statements.
29
DiReCtoRs’ RepoRt
(coNtiNueD)
| Number of | Number of | Number of | |||
|---|---|---|---|---|---|
| options granted | value of options | options vested | options lapsed | value at lapse | |
| Name | during the year | at grant date* | during the year | during the year | date |
| Directors of Mindax Limited | |||||
| G C George | 250,000 | 0.297 | 250,000 | - | - |
| G J Bromley | 500,000 | 0.297 | 500,000 | - | - |
| N J Smith | 250,000 | 0.297 | 250,000 | - | - |
| A Tsang | 250,000 | 0.297 | 250,000 | - | - |
| B Chow | 250,000 | 0.297 | 250,000 | - | - |
| other executives of the group | |||||
| A Francesca | 150,000 | 0.297 | 150,000 | - | - |
- The value at grant date is calculated in accordance with AASB 2 Share-based Payment of options granted during the year as part of remuneration.
Fair values at grant date are independently determined using a Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.
No shares have been issued as a result of the exercise of any Plan options in the current financial year (2009: Nil).
e ADDitioNAL iNforMAtioN
Details of remuneration: Bonuses and share-based compensation benefits
For each grant of options included in Section D above, the percentage of the grant that was paid, or that was vested, in the financial year, and the percentage that was forfeited because the person did not meet the service and performance criteria is set out below.
| Bonus | share-based compensation benefts (options) |
|---|---|
| Name Paid % forfeited % |
year Granted vested % forfeited % financial years in which options may vest Minimum total value of grant yet to vest Maximum total value of grant yet to vest |
| G C George - - G J Bromley - - N J Smith - - A Tsang - - B Chow - - A Francesca - - |
2010 100 - - - - 2010 100 - - - - 2010 100 - - - - 2010 100 - - - - 2010 100 - - - - 2010 100 - - - - |
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Shares under option
Unissued ordinary shares of Mindax Limited under option as at the date of this report are as follows:
| Date options granted | expiry date | issue price of shares | Number under option |
|---|---|---|---|
| 10 January 2008 | 10 January 2011 | 25 cents | 100,000 |
| 04 August 2008 | 01 August 2012 | 53 cents | 250,000 |
| 12 October 2009 | 12 October 2012 | 48 cents | 300,000 |
| 15 December 2009 | 31 March 2012 | 60 cents | 1,800,000 |
| 15 February 2010 | 01 December 2011 | 75 cents | 64,938,809 |
| 25 May 2010 | 01 December 2011 | 75 cents | 3,000,000 |
| total | 70,388,809 |
No option holder has any right under the options to participate in any other share issue of the Company or any other entity. The options are exercisable at any time after vesting and on or before the expiry date.
Share Options Exercised
No shares have been issued as a result of the exercise of any options in the current financial year (2009: Nil).
Indemnification of officers and auditors
The Company has entered into Director & Officer Protection Deeds (“Deed”) with each Director. Under the Deed, the Company indemnifies the officers to the maximum extent permitted by law and the Constitution against legal proceedings, damage, loss, liability, cost, charge, expense, outgoing or payment (including legal expenses on a solicitor/ client basis) suffered, paid or incurred by the officers in connection with the officers being an officer of the Company, the employment of the officer with the Company or a breach by the Company of its obligations under the Deed.
During the financial year, the Company paid a premium in respect of a contract insuring the officers of the Company and related body corporate against a liability incurred by such officers to the extent permitted by law. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purposes of taking responsibility on behalf of the Company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001.
Non-audit services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company and/ or the Group are important.
During the financial year, no amounts were paid or payable to the auditor for non audit services.
31
DiReCtoRs’ RepoRt
(coNtiNueD)
Auditor
BDO Audit (WA) Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is attached on page 20.
This report is made in accordance with a resolution of directors.
On behalf of the Directors
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Gregory John Bromley Director
Perth, 23 September 2010
32
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33
DiReCtoRs’ DeClARAtion
The directors declare that:
-
The financial statements, comprising the Statement of Comprehensive Income, Statement of Financial Position, Statement of Cash Flows, Statement of Changes in Equity and accompanying notes, are in accordance with the Corporations Act 2001 and: a) Comply with Accounting Standards, the Corporations Regulations 2001; and
-
b) Give a true and fair view of the financial position as at 30 June 2010 and of the performance for the year ended on that date of the Company and consolidated entity.
-
In the directors’ opinion, there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they become due and payable;
-
The Company has included in the Notes to the Financial Statements an explicit and unreserved statement of compliance with the International Financial Reporting Standards;
-
The remuneration disclosures set out on the directors’ report (as part of the Remuneration Report) for the year ended 30 June 2010, comply with section 300A of the Corporations Act 2001; and
-
The directors have been given the declarations required by s.295A of the Corporations Regulations 2001.
Signed in accordance with a resolution of the directors made pursuant to s.295(5) of the Corporations Regulations 2001.
On behalf of the Directors
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Gregory John Bromley Director
Perth, 23 September 2010
34
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35
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36
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fiNANciAL stAteMeNts Notes to the financial statements for the financial year ended 30 June 2010
finAnCiAl stAtements
stAteMeNts of coMPreheNsive iNcoMe for the fiNANciAL yeAr eNDeD 30 JuNe 2010
| revenue from continuing operations Employee benefts expense Share-based payment – employee options Directors fees Depreciation and amortisation expense Finance costs Write-of of exploration expenditure Corporate management fees Marketing & business development expense Occupancy expenses Administration expenses (Loss) from ordinary activities before related income tax Income tax beneft relating to ordinary activities (Loss) and total comprehensive income for the year (Loss) attributable to owners of Mindax Ltd |
Note | consolidated company |
|---|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
||
| 3 4 4 4 12 5 |
25,4712 649,962 368,985 736,910 (350,923) (259,889) (350,923) (259,889) (612,900) (8,351) (612,900) (8,351) (191,821) (155,000) (191,821) (155,000) (71,536) (56,907) (71,536) (56,907) (1,492) (2,562) (1,492) (2,562) (657,605) (1,684,502) (690,668) (1,293,225) (257,682) (224,287) (257,682) (224,287) (72,912) (53,403) (72,912) (53,403) (247,068) (176,644) (247,068) (176,644) (130,319) (285,108) (129,827) (251,134) |
|
| (2,339,546) (2,256,691) (2,257,844) (1,744,492) - - - - |
||
| (2,339,546) (2,256,691) (2,257,844) (1,744,492) |
||
| (2,339,546) (2,256,691) (2,257,844) (1,744,492) |
Total comprehensive income for the year is attributable to the owners of Mindax Limited.
earnings per share for loss from continuing operations attributable to ordinary equity holders of the company Loss per share: 19 (1.7787) (1.7548) Basic and diluted (cents per share)
The above Statement of comprehensive income should be read in conjunction with the accompanying notes.
38
stAteMeNts of fiNANciAL PositioN for the fiNANciAL yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
| Assets current assets Cash and cash equivalents Trade and other receivables total current assets Non-current assets Receivables Other fnancial assets Property, plant and equipment Exploration & evaluation expenditure Other total non-current assets total assets LiABiLities current liabilities Trade and other payables Borrowings Provisions total current liabilities total liabilities Net assets eQuity Contributed equity Reserves Retained earnings total equity |
Note | consolidated company |
|---|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
||
| 26(a) 9 9 10 11 12 13 14 15 16 17 18 18 |
10,955,903 7,831,681 10,930,428 7,806,206 362,647 314,245 361,397 279,584 |
|
| 11,318,550 8,145,926 11,291,825 8,085,790 |
||
| - - 7,100,927 3,875,823 - - 110 110 377,843 208,988 377,843 208,988 8,253,063 5,421,693 1,819,616 2,147,020 1,785 2,065 1,785 1,785 |
||
| 8,632,691 5,632,746 9,300,281 6,233,726 |
||
| 19,951,241 13,778,672 20,592,106 14,319,516 |
||
| 312,732 396,951 337,380 403,280 3,664 5,532 3,664 5,532 72,482 77,622 72,482 77,622 |
||
| 388,878 480,105 413,526 486,434 |
||
| 388,878 480,105 413,526 486,434 |
||
| 19,562,363 13,298,567 20,178,580 13,833,082 |
||
| 25,896,134 17,905,692 25,896,134 17,905,692 624,151 11,251 624,151 11,251 (6,957,922) (4,618,376) (6,341,705) (4,083,861) |
||
| 19,562,363 13,298,567 20,178,580 13,833,082 |
The above Statement of financial position should be read in conjunction with the accompanying notes.
39
finAnCiAl stAtements
stAteMeNts of chANGes iN eQuity for the fiNANciAL yeAr eNDeD 30 JuNe 2010
| consolidated Balance at 1 July 2008 total comprehensive income for the year Proft for the year Other comprehensive income total comprehensive income for the year transactions with owners in their capacity as owners Contributions of Equity, net of transaction costs Share-based payment expense Expiry of unexercised employee options Balance at 30 June 2009 total comprehensive income for the year Proft for the year Other comprehensive income total comprehensive income for the year transactions with owners in their capacity as owners Contributions of Equity, net of transaction costs Share-based payment expense Balance at 30 June 2010 |
Note | contributed equity $ retained earnings $ option reserve $ total equity $ |
|---|---|---|
| 17 18 17 18 |
10,270,579 (2,387,485) 28,700 7,911,794 (2,256,691) - (2,256,691) |
|
| - - - |
||
| (2,256,691) - (2,256,691) 7,635,113 - - 7,635,113 - - (17,449) (17,449) 25,800 - 25,800 |
||
| 17,905,692 (4,618,376) 11,251 13,298,567 |
||
| 17,905,692 (4,618,376) 11,251 13,298,567 |
||
| (2,339,546) - (2,339,546) |
||
| - - - |
||
| (2,339,546) - (2,339,546) 7,990,442 - - 7,990,442 - - 612,900 612,900 |
||
| 25,896,134 (6,957,922) 624,151 19,562,363 |
||
| 25,896,134 (6,957,922) 624,151 19,562,363 |
The above Statements of changes in equity should be read in conjunction with the accompanying notes.
40
finAnCiAl stAtements
stAteMeNts of chANGes iN eQuity for the fiNANciAL yeAr eNDeD 30 JuNe 2010
| company Balance at 1 July 2008 total comprehensive income for the year Proft for the year Other comprehensive income total comprehensive income for the year transactions with owners in their capacity as owners Contributions of Equity, net of transaction costs Share-based payment expense Expiry of unexercised employee options Balance at 30 June 2009 total comprehensive income for the year Proft for the year Other comprehensive income total comprehensive income for the year transactions with owners in their capacity as owners Contributions of Equity, net of transaction costs Share-based payment expense Balance at 30 June 2010 |
Note | contributed equity $ retained earnings $ option reserve $ total equity $ |
|---|---|---|
| 17 18 17 18 |
10,270,579 (2,365,169) 28,700 7,934,110 (1,744,492) - (1,744,492) |
|
| - - - |
||
| (1,744,492) - (1,744,492) 7,635,113 - - 7,635,113 - - (17,449) (17,449) 25,800 - 25,800 |
||
| 17,905,692 (4,083,861) 11,251 13,833,082 |
||
| 17,905,692 (4,083,861) 11,251 13,833,082 |
||
| (2,257,844) - (2,257,844) |
||
| - - - |
||
| (2,257,844) - (2,257,844) 7,990,442 - - 7,990,442 - - 612,900 612,900 |
||
| 25,896,134 (6,341,705) 624,151 20,178,580 |
||
| 25,896,134 (6,341,705) 624,151 20,178,580 |
The above statements of changes in equity should be read in conjunction with the accompanying notes.
41
stAteMeNts of cAsh fLoWs for the fiNANciAL yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
| cash fows from operating activities Interest received Payments to suppliers and employees Interest and other costs of fnance paid Net cash (outfow) from operating activities cash fows from investing activities Payment for investment securities Amounts advanced to subsidiary Payment for property, plant and equipment Payment for exploration expenditure Recovery of exploration expenditure – JV Partner Net cash (outfow) from investing activities cash fows from fnancing activities Proceeds from issues of equity securities Proceeds from borrowings Payment for share issue costs Repayment of borrowings Net cash infow from fnancing activities Net increase/(decrease) in cash and cash equivalents cash and cash equivalents at the beginning of the fnancial year cash and cash equivalents at the end of the fnancial year |
Note | consolidated company |
|---|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
||
| 26(b) 26(a) |
299,480 459,747 299,480 459,747 (1,284,237) (1,004,872) (1,186,093) (825,790) (1,492) (2,512) (1,492) (2,512) |
|
| (986,249) (547,637) (888,105) (368,555) |
||
| - - - (100) - - (3,225,104) (1,702,479) (240,390) (132,881) (240,390) (132,881) (4,310,658) (3,048,610) (513,713) (981,203) 669,984 564,456 - - |
||
| (3,881,064) (2,617,035) (3,979,207) (2,816,663) |
||
| 8,590,000 1,845,810 859,0000 1,845,810 19,796 - 19,796 - (596,597) (26,981) (596,597) (26,981) (21,664) (63,533) (21,664) (63,533) |
||
| 7,991,535 1,755,296 7,991,535 1,755,296 |
||
| 3,124,222 (1,409,376) 3,124,223 (1,429,922) 7,831,681 9,241,057 7,806,205 9,236,127 |
||
| 10,955,903 7,831,681 10,930,428 7,806,205 |
The above Statement of cash flows should be read in conjunction with the accompanying notes.
42
finAnCiAl stAtements
Notes to the fiNANciAL stAteMeNts for the fiNANciAL yeAr eNDeD 30 JuNe 2010
| Note | coNteNts |
|---|---|
| 1 | Summary of signifcant accounting policies |
| 2 | Financial risk management |
| 3 | Revenues |
| 4 | Expenses |
| 5 | Income taxes |
| 6 | Key management personnel disclosures |
| 7 | Share-based payments |
| 8 | Remuneration of auditors |
| 9 | Trade and other receivables |
| 10 | Other non-current fnancial assets |
| 11 | Property, plant and equipment |
| 12 | Exploration and evaluation expenditure |
| 13 | Other non-current assets |
| 14 | Current trade and other payables |
| 15 | Current borrowings |
| 16 | Current provisions |
| 17 | Contributed equity |
| 18 | Reserves & accumulated losses |
| 19 | Earnings per share |
| 20 | Commitments for expenditure |
| 21 | Contingent liabilities and contingent assets |
| 22 23 24 25 26 27 |
Joint ventures Subsidiaries Segment information Related party disclosures Notes to the statement of cash fows Subsequent events |
43
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
1. suMMAry of siGNificANt AccouNtiNG PoLicies
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements include separate financial statements for Mindax Limited as an individual entity and the consolidated entity consisting of Mindax Limited and its subsidiaries.
The financial statements were authorised for issue by the directors on 23 September 2010.
BAsis of PrePArAtioN
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards (‘AASB’), other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Interpretations and the Corporations Act 2001 .
Compliance with IFRS
The consolidated financial statements of the Mindax Limited Group and the separate financial statements of Mindax Limited also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
The financial statements have been prepared on the basis of the historical cost convention and is presented in Australian dollars.
Financial statement presentation
The group has applied the revised AASB 101 Presentation of Financial Statements which became effective on 1 January 2009. The revised standard requires the separate presentation of a statement of comprehensive income and a statement of changes in equity. All non-owner changes in equity must now be presented in the statement of comprehensive income. As a consequence, the group had to change the presentation of its financial statements. Comparative information has been re-presented so that it is also in conformity with the revised standard. Separate financial statements for Mindax Limited are no longer presented as a consequence of the change to the Corporations Act 2001, however, the company has maintained its presentation of financial statements under a ASIC Class order, [CO 10/564] allowing companies, registered schemes and disclosing entities to continue to include the Parent entity financial statements in the financial reports.
A) PriNciPLes of coNsoLiDAtioN
Subsidiaries
i)
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Mindax Limited (“company”) as at 30 June 2010 and the results of all subsidiaries for the year then ended. Mindax Limited and its subsidiaries together are referred to in this financial report as the Group or the consolidated entity.
Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies, generally accompanying a shareholding of more than one-half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.
The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group.
The Group applies a policy of treating transactions with minority interest as transactions with parties external to the Group. Disposals to minority interest result in gains and losses for the Group that are recorded in the income statement. Purchases from minority interest result in goodwill, being the difference between any consideration paid and the relevant share acquired of the carrying value of identifiable net assets of the subsidiary.
B)
seGMeNt rePortiNG
Operating segments are reported in a manner consistent with the internal reporting provided to the Managing Director, who is the Group’s chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the strategic steering committee.
Change in accounting policy
The Group has adopted AASB 8 Operating Segments from 1 January 2009. AASB 8 replaces AASB 114 Segment Reporting. The new accounting policy in respect of segment operating is presented as follows.
Comparative segment information has been represented in conformity with the transitional requirements of AASB 8. Since the change in accounting policy only impacts presentation disclosure aspects, there is no impact on earnings per share.
44
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An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating segment’s operating results are reviewed regularly by the Managing Director to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.
Segment results that are reported to the Managing Director include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets, head office expenses, and income tax assets and liabilities.
Segment capital expenditure is the total cost incurred on exploration expenditure, to acquire property, plant and equipment, and intangible assets other than goodwill.
c) foreiGN curreNcy
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in Australian dollars, which is Mindax Limited’s functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Translation differences on non-monetary assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss. Translation differences on non-monetary assets such as equities classified as available-for-sale financial assets are included in the fair value reserve in equity.
D)
reveNue recoGNitioN
Revenue is measured at the 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.
The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the Group’s activities as described below. The Group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.
Revenue is recognised for the major business activities as follows:
Interest Income
Interest is recognised on a time proportion basis using the effective interest method. When a receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income. Interest income on impaired loans is recognised using the original effective interest rate.
Dividends
Dividends are recognised as revenue when the right to receive payment is established.
e)
GoverNMeNt GrANts
Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all attached conditions.
Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to match them with the costs that they are intended to compensate.
Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred income and are credited to profit or loss on a straight-line basis over the expected lives of the related assets.
f)
iNcoMe tAx
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.
Deferred income tax is provided in full, using the liability method, on temporary difference arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from the initial recognition of an asset or liability in a transaction other than a business combination, that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply then the deferred income tax asset is realised or the deferred income tax liability is settled.
45
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
1. suMMAry of siGNificANt AccouNtiNG PoLicies (CONTINUED)
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it probable that future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax liabilities and assets are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.
Tax Consolidation
The Company and all its wholly-owned Australian resident entities are part of a tax-consolidated group under Australian taxation law. Mindax Limited is the head entity in the tax-consolidated group. Tax expense/income, deferred tax liabilities and deferred tax assets arising from temporary differences of the members of the tax-consolidated group are recognised in the separate financial statements of the members of the tax-consolidated group using the ‘separate taxpayer within group’ approach.
G)
LeAses
Leases of property, plant and equipment where the Group, as lessee, has substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease’s inception at the fair value of the leased property or, if lower, the present value of the minimum lease payments. The corresponding rental obligations, net of finance charges, are included in other short-term and long-term payables. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant and equipment acquired under finance leases is depreciated over the asset’s useful life or over the shorter of the asset’s useful life and the lease term if there is no reasonable certainty that the Group will obtain ownership at the end of the lease term.
Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.
h)
iMPAirMeNt of Assets
Intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which they are separately identifiable cash flows which are largely independent of the cash inflows from other assets or groups of assets (cash generating units). Non-financial assets other than goodwill are reviewed for possible reversal of the impairment at each reporting date.
i)
cAsh AND cAsh eQuivALeNts
For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.
J)
trADe receivABLes
Trade receivables are recognised initially at fair value. Trade receivables are generally due for settlement within 30 days.
k) iNvestMeNts AND other fiNANciAL Assets
Investments are recognised and derecognised on trade date where purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, net of transaction costs.
Subsequent to initial recognition, investments in subsidiaries are measured at cost. Subsequent to initial recognition, investments in associates are accounted for under the equity method in the consolidated financial statements and the cost method in the company financial statements.
46
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Other financial assets are classified into the following specified categories: financial assets ‘at fair value through profit or loss’, ‘held-to-maturity’ investments, ‘available-for-sale’ financial assets, and ‘loans and receivables’. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.
Loans and receivables
Trade receivables, loans, and other receivables are recorded at amortised cost less impairment.
L) ProPerty, PLANt AND eQuiPMeNt
Plant and equipment and equipment under finance lease are stated at cost less accumulated depreciation and impairment. Cost includes expenditure that is directly attributable to the acquisition of the item. In the event that settlement of all or part of the purchase consideration is deferred, cost is determined by discounting the amounts payable in the future to their present value as at the date of acquisition.
Depreciation is provided on plant and equipment. Depreciation is calculated on a diminishing value basis so as to write off the net cost or other revalued amount of each asset over its expected useful life to its estimated residual value. The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period.
The following estimated useful lives are used in the calculation of depreciation:
Plant and equipment 2.5 – 20 years
M) JoiNt veNtures
Jointly controlled assets and operations
Interests in jointly controlled assets and operations are reported in the financial statements by including the consolidated entity’s share of assets employed in the joint ventures, the share of liabilities incurred in relation to the joint ventures and the share of any expenses incurred in relation to the joint ventures in their respective classification categories.
Jointly controlled entities
Interests in jointly controlled entities are accounted for under the equity method in the consolidated financial statements and the cost method in the company financial statements.
N) exPLorAtioN, evALuAtioN AND DeveLoPMeNt exPeNDiture
Exploration, evaluation and development costs are accumulated in respect of each separate area of interest.
Exploration and evaluation costs are carried forward where right of tenure of the area of interest is current and they are expected to be recouped through sale or successful development and exploitation of the area of interest, or, where exploration and evaluation activities in the area of interest have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.
Development costs related to an area of interest are carried forward to the extent that they are expected to be recouped either through sale or successful exploitation of the area of interest.
When an area of interest is abandoned or the directors decide that it is not commercial, any accumulated costs in respect of that area are written off in the financial period the decision is made.
o) trADe AND other PAyABLes
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
P)
BorroWiNGs
Borrowings are recorded initially at fair value, net of transaction costs.
Subsequent to initial recognition, borrowings are measured at amortised cost with any difference between the initial recognised amount and the redemption value being recognised in profit and loss over the period of the borrowing using the effective interest rate method.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.
47
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
1. suMMAry of siGNificANt AccouNtiNG PoLicies (CONTINUED)
Q) fiNANciAL iNstruMeNts issueD By the coMPANy
Debt and equity instruments
Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement.
s) eMPLoyee BeNefits
General
Employee benefit expenses arising in respect of wages and salaries, annual leave, long service leave and other types of employee benefits are charged to the income statement in the period in which they are incurred. Contributions to superannuation funds by the Company are charged to the income statement when due. A superannuation scheme is not maintained on behalf of employees.
Wages, salaries, annual leave and sick leave
Transaction costs on the issue of equity instruments
Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction of the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred directly in connection with the issue of those equity instruments and which would not have been incurred had those instruments not been issued.
Interest and dividends
Interest and dividends are classified as expenses or as distributions of profit consistent with the balance sheet classification of the related debt or equity instruments or component parts of compound instruments.
r)
ProvisioNs
Provisions for legal claims, service warranties and make good obligations are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
Liabilities for employee benefits for wages, salaries and annual leave expected to be settled within 12 months of the reporting date represent present obligations resulting from employee’s services provided to reporting date, are measured at undiscounted amounts based on remuneration wage and salary rates that the entity expects to pay at reporting date.
Long service leave
The liability for long service leave is recognised in provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.
Retirement benefit obligations
The Group makes statutory superannuation guarantee contributions in respect of each employee to their nominated complying superannuation plan. In certain circumstances, pursuant to an employee’s employment contract the Group may also make salary sacrifice superannuation contributions in addition to the statutory guarantee contribution.
Share based payments
Share-based compensation benefits are provided to employees via the Mindax Limited Employee and Consultants Option Scheme (EOS). Information relating to this scheme is set out in note 7.
t) coNtriButeD eQuity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.
48
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u) eArNiNGs Per shAre
i) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
-
» The after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and
-
» The weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.
ii) Basic earnings per share
Basic earnings per share is calculated by dividing:
-
» The profit attributable to equity holders of the company, excluding any costs of servicing equity other than ordinary shares; and
-
» By the weighted average number of ordinary shares outstanding during the financial year, adjustment for bonus elements in ordinary shares issued during the year and excluding treasury shares (note 19).
GooDs AND services tAx (Gst)
v)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the balance sheet.
i) Significant accounting judgements
In the process of applying the Group’s accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements:
Capitalisation of exploration and evaluation expenditure
The Group has capitalised significant exploration and evaluation expenditure on the basis either that this is expected to be recouped through future successful development (or alternatively sale) of the Areas of Interest concerned or on the basis that it is not yet possible to assess whether it will be recouped.
As at 30 June 2010, the carrying value of capitalised exploration expenditure is $8,253,063.
ii) Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Impairment of capitalised exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.
Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flows.
W) AccouNtiNG estiMAtes & JuDGeMeNts
In preparing this Financial Report the Group has been required to make certain estimates and assumptions concerning future occurrences. There is an inherent risk that the resulting accounting estimates will not equate exactly with actual events and results.
49
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
1. suMMAry of siGNificANt AccouNtiNG PoLicies (CONTINUED)
x) NeW AccouNtiNG stANDArDs AND iNterPretAtioNs
Certain new accounting standards have been published that are not mandatory for 30 June 2010 reporting periods. The Group has not applied any of the following in preparing this financial report. In all cases the entity intends to apply these standards from application date as indicated in the table below.
| Afected standard | Nature and impact of change to Accounting Policy | Application * | Application Date for Group |
|
|---|---|---|---|---|
| AASB 2009-8 | The amendments made by the AASB to AASB 2 confrm that | 1 January 2010 | 1 July 2010 | |
| Amendments to | an entity receiving goods or services in a group share-based | |||
| Australian Accounting | payment arrangement must recognise an expense for those | |||
| Standards – Group | goods or services regardless of which entity in the group | |||
| Cash-Settled Sharebased | settles the transaction or whether the transaction is settled in | |||
| Payment Transactions | shares or cash. They also clarify how the group share-based | |||
| [AASB 2] | payment arrangement should be measured, that is, whether | |||
| it is measured as an equity- or a cash-settled transaction. | ||||
| There will be no impact on the group’s or the parent entity’s | ||||
| fnancial statements. | ||||
| AASB 2009-10 | The amendment to AASB 132 addresses the accounting | 1 February 2010 | 1 July 2010 | |
| Amendments to | for rights issues that are denominated in a currency other | |||
| Australian Accounting | than the functional currency of the issuer. Provided certain | |||
| Standards – Classifcation | conditions are met, such rights issues are now classifed as | |||
| of Rights Issues [AASB | equity regardless of the currency in which the exercise price | |||
| 132] | is denominated. Previously, these issues had to be accounted | |||
| for as derivative liabilities. The amendment must be applied | ||||
| retrospectively in accordance with AASB 108. As the group | ||||
| has not made any such rights issues, the amendment will | ||||
| not have any efect on the group’s or the parent entity’s | ||||
| fnancial statements. | ||||
| AASB 9 Financial | AASB 9 addresses the classifcation and measurement of | 1 January 2013 | To be decided | |
| Instruments and AASB | fnancial assets and is likely to afect the group’s accounting | |||
| 2009-11 Amendments | for its fnancial assets. The group is yet to assess its full | |||
| to Australian Accounting | impact. The group has not yet decided when to adopt | |||
| Standards arising from AASB 9 Revised AASB 124 Related Party Disclosures and AASB 2009-12 Amendments to Australian Accounting Standards |
AASB 9. The amendment of AASB 124 removes the requirement for government-related entities to disclose details of all transactions with the government and other government- related entities and clarifes and simplifes the defnition of a related party. When the amendments are applied, the group and the parent will need to disclose any transactions between its subsidiaries and its associates. However, it has yet to put systems into place to capture the necessary information. It is therefore not possible to disclose the fnancial impact, if any, of the amendment on the related party disclosures. |
1 January 2011 | 1 July 2011 |
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| Afected standard | Nature and impact of change to Accounting Policy | Application * | Application Date for Group |
|---|---|---|---|
| AASB Interpretation 19 | AASB Interpretation 19 clarifes the accounting when an | 1 July 2010 | 1 July 2010 |
| Extinguishing fnancial | entity renegotiates the terms of its debt with the result that | ||
| liabilities with equity | the liability is extinguished by the debtor issuing its own | ||
| instruments and AASB | equity instruments to the creditor (debt for equity swap). It | ||
| 2009-13 Amendments | requires a gain or loss to be recognised in proft or loss which | ||
| to Australian Accounting | is measured as the diference between the carrying amount | ||
| Standards arising from | of the fnancial liability and the fair value of the equity | ||
| Interpretation 19 | instruments issued. It is not expected to have any impact on | ||
| the group or the parent entity’s fnancial statements since | |||
| it is only retrospectively applied from the beginning of the | |||
| earliest period presented (1 July 2009) and the group has not | |||
| entered into any debt for equity swaps since that date. | |||
| AASB 2009-14 | The amendment to Interpretation 14 removes an | 1 January 2011 | 1 July 2011 |
| Amendments to | unintended consequence of the interpretation related to | ||
| Australian Interpretation | voluntary prepayments when there is a minimum funding | ||
| – Prepayments of a | requirement in regard to the entity’s defned beneft | ||
| Minimum Funding | scheme. It permits entities to recognise an asset for a | ||
| Requirement | prepayment of contributions made to cover minimum | ||
| funding requirements. The group does not make any such | |||
| prepayments. The amendment is therefore not expected | |||
| to have any impact on the group’s or the parent entity’s | |||
| fnancial statements. |
- Applicable to reporting periods commencing on or after the given date.
51
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
2. fiNANciAL risk MANAGeMeNt
The Group’s activities expose it to a variety of financial risks: market risk (including interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of the financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group does not use derivative financial instruments, however the Group uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate, aging analysis for credit risk and at present are not exposed to price risk.
Risk management is carried out by the Board of Directors with assistance from suitably qualified external advisors. The Board provides written principles for overall risk management and further policies will evolve commensurate with the evolution and growth of the Company.
The Group and the Company hold the following financial instruments:
| financial assets Cash and cash equivalents Trade and other receivables financial liabilities Trade and other payables Borrowings |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 10,955,903 7,831,681 10,930,428 7,806,206 362,647 314,245 361,397 279,584 |
|
| 11,318,550 8,145,926 11,291,825 8,085,790 |
|
| 312,732 396,951 337,380 403,280 3,664 5,532 3,664 5,532 |
|
| 316,396 402,483 341,045 408,812 |
The Group’s principal financial instruments comprise cash and short-term deposits.
The main purpose of these financial instruments is to fund the Group’s operations.
It is, and has been throughout the period under review, the Group’s policy that no trading in financial instruments shall be undertaken. The main risks arising from the Group are cash flow (interest rate risk, liquidity risk and credit risk). The Board reviews and agrees policies for managing each of these risks and they are summarised below.
The Company has identified material business risks associated with its day-to-day operations and the possible impacts on the Company as a consequence. This is recorded in the Company’s internal register and is continuously being developed and updated. The Company aims to review its’ risk management policies on a quarterly basis to mitigate material risks identified from eventuating and to ensure a sound internal control system is in place.
The Managing Director and Company Secretary are required to report to the Board if any material business risks that significantly impact on the business have arisen since the last Board meeting and if an effective internal control policy is in place and has been followed (as applicable).
As part of the Company’s internal risk management policies, the Managing Director and Company Secretary have completed a formal review identifying risk areas and internal controls required to mitigate such risk. Such review will occur on an ongoing basis.
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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 or financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters.
i)
Foreign exchange risk
The Company does not currently operate internationally and therefore its exposure to foreign exchange risk arising from currency exposures is limited.
ii)
Price risk
The Group is not exposed to equity securities price risk and holds no equity investments. The Group is not exposed to any price risks as its activity is predominantly mineral exploration and no sales of product have been made to date.
iii)
Cash flow and interest rate risk
The Group’s only interest rate risk arises from cash and cash equivalents held. Term deposits and current accounts held with variable interest rates expose the group to cash flow interest rate risk.
If interest rates had increased or decreased by 100 basis points from the year end rates with all other variables held constant, posttax loss for the year would have been $109,559 higher/lower (2009: 78,317) for the Group and $109,304 higher/lower (2009: 78,062) for the Company, as a result of higher/lower interest income from cash and cash equivalents. Other components of equity would have been correspondingly higher/lower.
The following sets out the Group’s exposure to interest rate risk, including the effective weighted average interest rate by maturity periods:
| 30 June 2010 consolidated Note Weighted average interest rate |
total $ |
|---|---|
| financial assets Cash and cash equivalents 26(a) 4.44% financial liabilities Borrowings 15 8.06% Total |
10,955,903 (3,664) |
| 10,952,239 |
| 30 June 2009 consolidated Note Weighted average interest rate |
total $ |
|---|---|
| financial assets Cash and cash equivalents 26(a) 4.32% financial liabilities Borrowings 15 4.70% Total |
7,831,681 (5,532) |
| 7,826,149 |
53
finAnCiAl stAtements
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
2. fiNANciAL risk MANAGeMeNt (CONTINUED)
B) creDit risk
The Group does not have any significant concentrations of credit risk. Credit risk is managed by the Board and arises from cash and cash equivalents as well as credit exposure including outstanding receivables and committed transactions.
All cash balances held at banks are held at internationally recognised institutions. The majority of receivables are immaterial to the Group. Given this, the credit quality of financial assets that are neither past due or impaired can be assessed by reference to historical information about default rates.
The maximum exposure to credit risk at reporting date is the carrying amount of the financial assets as summarised at the start of Note 2.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates: Financial assets that are neither past due and not impaired are as follows:
| cash and cash equivalents ‘AA’ S&P rating trade and other receivables ‘AA’ S&P rating Group 1 Group 2 receivables (Non current) Group 1* |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 10,955,903 7,831,681 10,930,428 7,806,206 160,938 160,176 160,938 160,176 132,232 59,494 132,232 24,833 69,477 94,575 68,227 94,575 - - 7,101,037 3,875,933 |
*Group 1: Existing customers (more than 6 months) with no defaults in the past
*Group 2: Non credit rating financial assets
c) LiQuiDity risk
Prudent liquidity risk management implies maintaining sufficient cash balances and access to equity funding.
The Group’s exposure to the risk of changes in market interest rates relate primarily to cash assets and floating interest rates.
The directors monitor the cash-burn rate of the group on an on-going basis against budget and the maturity profiles of financial assets and liabilities to manage its liquidity risk.
As at reporting date the Group had sufficient cash reserves to meet its requirements. The Group has no access to credit standby facilities or arrangements for further funding or borrowings in place.
The financial liabilities the Group had at reporting date were trade and other payables incurred in the normal course of the business. These were non interest bearing and were due within the normal 30-60 days terms of creditor payments. Borrowings consist of insurance premium funding, of which the balance is payable over the next 12 months at a weighted average interest rate of 8.06%.
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D)
fAir vALue estiMAtioN
The fair value of financial assets and liabilities must be estimated for recognition and measurement or for disclosure purposes.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair values due to their short term nature. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Group for similar financial instruments.
The consolidated entity’s principle financial instruments consist of cash and deposits with banks, accounts receivable, trade, other and finance borrowings payable. The main purpose of these non-derivative financial instruments is to finance the entity’s operations.
3. reveNues
| reveNues . |
|
|---|---|
| from continuing operations Interest revenue: Bank deposits Other revenue: Other |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 254,519 521,390 254,519 521,390 |
|
| 193 128,572 114,466 215,520 |
|
| 254,712 649,962 368,985 736,910 |
4. exPeNses
Loss before income tax has been arrived at after charging the following expenses. The line items below are amounts attributable to continuing operations:
| Finance costs: Other interest expense Depreciation of non-current assets Employee beneft expense: Other employee benefts |
(1,492) (2,562) (1,492) (2,562) |
|---|---|
| (71,536) (56,907) (71,536) (56,907) |
|
| (350,923) (259,889) (350,923) (259,889) |
55
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
5. iNcoMe tAxes
| iNcoMe tAxes 5. |
|
|---|---|
| iNcoMe tAx exPeNse/(BeNefit) A) Current tax Deferred tax R & D tax rebate Deferred income tax (revenue)/expense Included in income tax expense comprises: Decrease/(increase) in deferred tax assets Decrease/(increase) in deferred tax liabilities |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| - - - - - - - - - - - - |
|
| - - - - |
|
| - - - - - - - - |
|
| - - - - |
B) NuMericAL recoNciLiAtioN of iNcoMe tAx BeNefit to PriMA fAcie tAx PAyABLe
| Loss from continuing operations before income tax expense Income tax (beneft) at 30% (2009: 30%) Tax efect of amounts which are (deductible)/taxable: Share-based payments Tenement expenditure write-of/(recovery) ITRAA 1997 s40-730 Exploration Expenditure Write-of for business related capital costs Sundry non-deductible items Sundry non-assessable/deductible items Under/(over) provision in prior years R & D tax rebate Income tax expense/(beneft) not recognised Total income tax expense/(beneft) |
(2,339,546) (2,256,691) (2,257,844) (1,744,492) (701,864) (677,007) (677,353) (523,348) 183,870 2,505 183,870 2,505 197,281 499,107 207,201 387,968 (1,046,693) (718,737) (108,979) (258,852) (58,178) (38,486) (58,178) (38,486) 54,845 48,987 54,845 48,987 (48,100) (57,054) (48,100) (57,054) |
|---|---|
| (1,418,839) (940,685) (446,694) (438,280) - - - - - - - - (1,418,839) (940,685) (446,694) (438,280) |
|
| - - - - |
56
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c) tAx Losses
| consolidated | consolidated | company | company | |
|---|---|---|---|---|
| 2010 | 2009 | 2010 | 2009 | |
| $ | $ | $ | $ | |
| Unused tax losses for which no deferred tax assets | ||||
| has been recognised | 13,963,302 | 9,233,838 | 8,299,277 | 6,810,290 |
| Potential tax beneft at 30% | 4,188,991 | 2,770,151 | 2,489,783 | 2,043,087 |
| uNrecoGNiseD teMPorAry DiffereNces ) |
||||
| eferred tax assets and liabilities not recognised relate to the following: | ||||
| Deferred tax assets | ||||
| Tax losses | 4,188,991 | 2,770,151 | 2,489,783 | 2,043,087 |
| Capital raising costs | 184,017 | 61,426 | 184,017 | 61,426 |
| Other temporary diferences | 36,988 | 41,461 | 36,988 | 41,461 |
| Deferred tax liabilities | ||||
| Capitalised exploration expenditure | (2,678,878) | (1,626,508) | (748,844) | (644,106) |
| Other temporary diferences | (14,683) | (20,614) | (14,683) | (20,614) |
| Net deferred tax assets | 1,716,435 | 1,225,916 | 1,947,261 | 1,481,254 |
D) uNrecoGNiseD teMPorAry DiffereNces
Deferred tax assets and liabilities not recognised relate to the following:
The deferred tax assets arising from these balances has not been recognised as an asset because recovery of tax losses is not probable at this point in time. The potential tax benefit will only be obtained if the relevant company derives future assessable income of a nature and an amount sufficient to enable the benefit to be realised; and
-
i) the relevant company continues to comply with the conditions for deductibility imposed by the law; and
-
ii) no changes in tax legislation adversely affect the relevant company in realising the benefit.
Tax Consolidation
Relevance of tax consolidation to the consolidated entity
The Company and its wholly-owned Australian resident entities have formed a tax-consolidated group. On adoption of the tax consolidation legislation, the entities in the tax consolidated group entered into a tax sharing arrangement which, in the opinion of the directors, limits the joint and several liability of the wholly-owned entities in the case of a default by the head entity, Mindax Limited. The members of the tax-consolidated group are identified at note 23.
As the tax consolidated group has not entered into a tax funding agreement, no compensation has been received or paid for any current tax payable or deferred tax assets relating to tax losses assumed by the parent entity since implementation of the tax consolidation regime.
57
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
6. key MANAGeMeNt PersoNNeL DiscLosures
A) key MANAGeMeNt PersoNNeL coMPeNsAtioN
The aggregate compensation of the key management personnel of the consolidated entity and the company is set out below:
| Short-term employee benefts Post-employment benefts Other long-term benefts Termination benefts Share-based payment |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 508,688 427,132 508,688 427,132 40,796 35,418 40,796 35,418 - - - - - - - - 445,500 (21,500) 445,500 (21,500) |
|
| 994,984 441,050 994,984 441,050 |
Detailed remuneration disclosures are provided in sections B of the remuneration report.
B) eQuity iNstruMeNt DiscLosures reLAtiNG to key MANAGeMeNt PersoNNeL
i) Options provided as remuneration and shares issued on exercise of such options
Details of options provided as remuneration and shares issued on the exercise of such options, together with terms and conditions of the options, can be found in section C of the remuneration report.
ii) Options holdings
The number of options over ordinary shares in the company held during the financial year by each director of Mindax Limited including their personally related parties, are set out below.
| 2010 | Bal @ 1/7/09 No. Granted as compensation No. exercised No. Net other change No. Bal @ 30/06/10 No. vested and exercisable No. unvested No. |
|---|---|
| G.C. George N.J. Smith G.J. Bromley A. Tsang B. Chow |
- 250,000 - 1,448,312 1,698,312 1,698,312 - - 250,000 - 1,581,550 1,831,550 1,831,550 - - 500,000 - 2,797,500 3,297,500 3,297,500 - - 250,000 - 16,075,055 16,325,055 16,325,055 - - 250,000 - 70,000 320,000 320,000 - |
| - 1,500,000 - 21,972,417 23,472,417 23,472,417 - |
58
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| 2009 | Bal @ 1/7/08 No. Granted as compensation No. exercised No. Net other change No. Bal @ 30/06/09 No. vested and exercisable No. unvested No. |
|---|---|
| G.C. George N.J. Smith G.J. Bromley A. Tsang |
- - - - - - - - - - - - - - 500,000 660,000 - (1,160,000) - - - - - - - - - - |
| 500,000 660,000 - (1,160,000) - - - |
iii) Share holdings
The numbers of shares in the Company held during the financial year by each director of Mindax Limited, including their personally related parties, are set out below. There were no shares granted during the reporting period as compensation.
| 2010 | Balance@ 1/7/09 No. received on exercise of options No. Net other change No. Balance@ 30/06/10 No. |
|---|---|
| G.C. George N.J. Smith G.J. Bromley A. Tsang B. Chow |
2,786,625 - 110,000 2,896,625 3,103,100 - 60,000 3,163,100 6,355,001 - (760,000) 5,595,001 30,785,112 - 1,445,000 32,230,112 - - 140,000 140,000 |
| 43,029,838 - 995,000 44,024,838 |
| 2009 | Balance@ 1/7/08 No. received on exercise of options No. Net other change No. Balance@ 30/06/09 No. |
|---|---|
| G.C. George N.J. Smith G.J. Bromley A. Tsang |
2,786,625 - - 2,786,625 3,078,100 - 25,000 3,103,100 6,355,001 - - 6,355,001 17,928,243 - 12,856,869 30,785,112 |
| 30,147,969 - 12,881,869 43,029,838 |
Here are no loans or other transactions at the end of the current year and prior year to Directors of Mindax Limited.
59
finAnCiAl stAtements
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
6. key MANAGeMeNt PersoNNeL DiscLosures (CONTINUED)
c) other trANsActioNs With key MANAGeMeNt PersoNNeL
A director, Mr Nicholas Smith is the principal of Portcullis Advisory Pty Ltd. Portcullis Advisory Pty Ltd has provided legal and corporate consultancy services to Mindax Limited for several years on normal commercial terms and conditions.
A director, Mr Gilbert George is the principal of Gilbert George & Associates Pty Ltd. Gilbert George & Associates Pty Ltd has provided business consultancy services to Mindax Limited and subsidiaries for several years on normal commercial terms and conditions.
A director, Mr Andrew Tsang has previously provided underwriting services to Mindax Limited during the year ended 30 June 2009 on a commercial, arm’s length basis.
A director, Mr Benjamin Chow is principal of Benjamin Chow & Associates, which has provided business consultancy services to Mindax Limited during the year ended 30 June 2010 on a commercial, arm’s length basis.
A director, Mr Gregory Bromley is the principal of Bromley & Co. Bromley & Co has provided geological and corporate services to Mindax Limited and its subsidiaries in prior years on normal commercial terms and conditions.
Aggregate amounts of each of the above types of other transactions with key management personnel of Mindax Limited:
| Amounts recognised as expense Professional fees Management & secretarial fees Amounts capitalised Exploration & evaluation expenditure Prospectus issue & raising costs Aggregate amounts payable to key management personnel of the Group at balance date to the above types of other transactions: current liabilities |
consolidated |
|---|---|
| 2010 $ 2009 $ |
|
| 5,950 171,411 - 63,600 |
|
| 49,450 8,388 - 26,981 |
|
| - 5,830 |
7. shAre-BAseD PAyMeNts
A) eMPLoyee AND coNsuLtANt oPtioN scheMe
The current Mindax Limited Employee and Consultant Option Scheme (‘EOS’) was approved by shareholders at a general meeting held on 27 November 2008. The purpose of the EOS is to provide a means by which employees (including directors of the Company) and consultants, upon whom the responsibilities for the successful growth of the Company rest, can share in such growth and recognise the ability and efforts of those who have contributed to the success of the Company.
60
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The key terms of the EOS include:
-
»
-
»
-
Options are issued to selected Eligible Employees for free;
-
The allotment of options with any attaching conditions is at the discretion of the Board of Directors;
-
» Shares allotted on the exercise of the options are to be issued at an exercise price which is the greater of:
-
› 120% of the market value of the shares on the day the option is issued;
-
›
-
25 cents; or
-
› any greater exercise price determined by the Board and advised to the Employee or Consultant when Options are offered to the Employee or Consultant,
-
» Options are unlisted and not transferable except with prior written approval of the Board; and
-
» Options carry no dividend rights or voting rights.
The Company had a total of 2,450,000 employee and consultant options over ordinary shares in the Company as at 30 June 2010 (2009: 350,000).
During the year the Company issued 300,000 unlisted options to arms length employees and consultants pursuant to its Employee and Consultant Option Scheme. Each option is exercisable at $0.48 and has an expiry date of 12 October 2012.
In addition to the above, the Company also issued the following unlisted options:
-
»
-
»
-
1,500,000 options to Directors approved at the Company’s 2009 Annual General Meeting.
-
300,000 options to arms length consultants pursuant to the Company’s Employee and Consultant Option Scheme.
Each of the 1,800,000 options vested on 31 March 2010 (having satisfied the relevant vesting condition), have an exercise price of $0.60 and an expiry date of 31 March 2012.
Set out below are summaries of options granted:
| Grant date expiry date exercise price $ |
Balance at start of the year Number Granted during the year Number exercised during the year Number cancelled during the year Number Balance at end of the year vested and exercisable at end of year Number |
|---|---|
| 2010 10-Jan-08 10-Jan-11 0.25 4-Aug-08 1-Aug-12 0.53 12-Oct-09 12-Oct-10 0.48 16-Dec-09 31-Mar-12 0.60 total Weighted average exercise price |
100,000 - - - 100,000 100,000 250,000 - - - 250,000 250,000 - 300,000 - - 300,000 300,000 - 1,800,000 - - 1,800,000 1,800,000 |
| 350,000 2,100,000 - - 2,450,000 2,450,000 |
|
| $0.45 $0.58 - - $0.58 $0.58 |
The weighted average remaining contractual life of share options outstanding at the end of the period was 1.56 years
61
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
7. shAre-BAseD PAyMeNts (CONTINUED)
| Grant date expiry date exercise price $ |
Balance at start of the year Number Granted during the year Number exercised during the year Number cancelled during the year Number Balance at end of the year vested and exercisable at end of year Number |
|---|---|
| 2009 21-Dec-05 21-Dec-08 0.25 10-Jan-08 10-Jan-11 0.25 4-Aug-08 1-Aug-12 0.53 23-Dec-08 30-Jun-11 0.60 total Weighted average exercise price |
600,000 - - (600,000) - - 100,000 - - - 100,000 100,000 - 250,000 - - 250,000 250,000 - 660,000 - (660,000) - - |
| 700,000 910,000 - (1,260,000) 350,000 350,000 |
|
| $0.25 $0.58 - $0.43 $0.58 $0.58 |
The weighted average remaining contractual life of share options outstanding at the end of the period was 2.64 years
B) exPeNses ArisiNG froM shAre-BAseD PAyMeNt trANsActioNs
Total expenses arising from share based payment transactions recognised during the period as part of employee benefit expense were as follows:
| Options issued under EOS | consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 612,900 8,351 612,900 8,351 |
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c) fAir vALue of oPtioNs GrANteD
The assessed fair value at grant date of options granted during the year ended 30 June 2010 are outlined below. The fair value at grant date is independently determined using a Black Scholes option pricing model that takes into account the exercise price, the option term, the share price at grant date and expected price volatility of the underlying share and the risk-free interest rate for the term of the option.
The model inputs for options granted during the year ended 30 June 2010 included:
| Exercise price Grant date Expiry date Share price at grant date Expected price volatility of the Company’s shares Expected dividend yield Risk-free interest rate fair value |
300,000 employee options issued 12 october 2009 1,500,000 Director options issued 16 December 2009 300,000 consultant options issued 16 December 2009 |
|---|---|
| $0.48 $0.60 $0.60 12 October 2009 16 December 2009 16 December 2009 12 October 2012 31 March 2012 31 March 2012 $0.42 $0.53 $0.53 100% 100% 100% 0% 0% 0% 5.75% 5.75% 5.75% $0.261 $0.297 $0.297 |
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information.
8. reMuNerAtioN of AuDitors
| reMuNerAtioN of AuDitors . |
|
|---|---|
| Auditor of the parent entity BDO Audit (WA) Pty Ltd Audit or review of the fnancial report |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 49,238 28,138 49,238 23,138 |
During the financial year, no amounts were paid or payable to the auditor for non audit services.
63
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
9. trADe & other receivABLes
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----- Start of picture text -----
||||||
|---|---|---|---|---|
|consolidated|company|
|2010|2009|2010|2009|
|$|$|$|$|
|current|
|Term Deposits to support Bank Guarantees|160,938|160,176|160,938|160,176|
|-|-|-|
|Goods and services tax (GST) recoverable|34,661|
|Other tax credits recoverable|655|11,081|655|11,081|
|Advance for expenditure|1,765|15|515|15|
|Prepayments|42,545|34,095|42,545|34,095|
|Accrued income|25,167|60,465|25,167|60,465|
|Other receivables|131,577|13,752|131,577|13,752|
|362,647|314,245|361,397|279,584|
----- End of picture text -----
A) iMPAireD trADe receivABLes
There are no impaired trade receivables for both the Group and the Company in 2009 or 2010.
B) PAst Due But Not iMPAireD
There are no trade receivables past due but not impaired.
c) other receivABLes
These amounts generally arise from transactions outside the usual operating activities of the Group. Interest may be charged at commercial rates where the terms of repayment exceed six months. Collateral is not normally obtained.
D) fAir vALue AND creDit risk
Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair value. Refer to note 2 for information on the risk management policy of the Group.
Non current
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----- Start of picture text -----
||||
|---|---|---|
|-|-|
|Inter-entity loan to subsidiary|7,100,927|3,875,823|
----- End of picture text -----
The receivable is carried at cost and non interest bearing. There is no impairment to the receivable for the year ending 30 June 2009 or 2010.
10. other NoN-curreNt fiNANciAL Assets
Shares in controlled entities (refer Note 23) (i)
-
- 110 110
i) These financial assets are carried at cost.
64
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11. ProPerty, PLANt AND eQuiPMeNt
| At 1 July 2008 Cost or fair value Accumulated depreciation Net book amount year ended 30 June 2009 Opening net book amount Additions Depreciation charge Closing net book amount At 30 June 2009 Cost or fair value Accumulated depreciation Net book amount year ended 30 June 2010 Opening net book amount Additions Depreciation charge Closing net book amount At 30 June 2010 Cost or fair value Accumulated depreciation Net book amount |
consolidated company |
|---|---|
| Plant and equipment at cost $ Leasehold improvements $ total $ Plant and equipment at cost $ Leasehold improvements $ total $ |
|
| 268,453 268,453 268,453 268,453 (135,439) - (135,439) (135,439) - (135,439) |
|
| 133,014 - 133,014 133,014 - 133,014 |
|
| 133,014 - 133,014 133,014 - 133,014 93,447 39,434 132,881 93,447 39,434 132,881 (51,588) (5,319) (56,907) (51,588) (5,319) (56,907) |
|
| 174,873 34,115 208,988 174,873 34,115 208,988 |
|
| 361,900 39,434 401,334 361,900 39,434 401,334 (187,027) (5,319) (192,346) (187,027) (5,319) (192,346) |
|
| 174,873 34,115 208,988 174,873 34,115 208,988 |
|
| 174,873 34,115 208,988 174,873 34,115 208,988 240,391 - 240,391 240,391 - 240,391 (63,630) (7,906) (71,536) (63,630) (7,906) (71,536) |
|
| 351,634 26,209 377,843 351,634 26,209 377,843 |
|
| 602,291 39,434 641,725 602,291 39,434 641,725 (250,657) (13,225) (263,882) (250,657) (13,225) (263,882) |
|
| 351,634 26,209 377,843 351,634 26,209 377,843 |
Aggregate depreciation allocated during the year is recognised as an expense and disclosed in note 4 to the financial statements.
65
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
12. exPLorAtioN & evALuAtioN exPeNDiture
| exPLorAtioN & evALuAtioN exPeNDiture 2. |
|
|---|---|
| Deferred exploration costs brought forward Deferred exploration costs this year Exploration costs previously deferred, now written of Deferred exploration costs carried forward |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 5,421,693 4,689,593 2,147,020 3,802,617 3,488,975 2,416,602 363,264 (362,372) (657,605) (1,684,502) (690,668) (1,293,225) |
|
| 8,253,063 5,421,693 1,819,616 2,147,020 |
The ultimate recoupment of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective areas.
13. other NoN-curreNt Assets
| Other curreNt trADe AND other PAyABLes Trade payables Other creditors and accruals 14. |
1,785 2,065 1,785 1,785 |
|---|---|
| 224,142 218,429 224,142 218,429 85,590 178,522 113,238 184,851 |
|
| 312,732 396,951 337,380 403,280 |
A) risk exPosure
Details of the Group’s exposure to risks arising from current trade and other payables are set out in Note 2.
15. curreNt BorroWiNGs
| unsecured Other loans – premium funding Less unexpired interest |
3,959 5,792 3,959 5,792 (295) (260) (295) (260) |
|---|---|
| 3,664 5,532 3,664 5,532 |
A) risk exPosure
Details of the Group’s exposure to risks arising from current and non current borrowings are set out in Note 2.
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16. curreNt ProvisioNs
| curreNt ProvisioNs 6. |
|
|---|---|
| Employee benefts | consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 72,482 77,622 72,482 77,622 |
A) AMouNts Not exPecteD to Be settLeD WithiN the Next 12 MoNths
The entire obligation is presented as current, since the group does not have an unconditional right to defer settlement. It is also expected that all annual leave entitlements will be taken in the next 12 months.
17. coNtriButeD eQuity
145,695,756 fully paid ordinary shares (2009: 129,115,756) 25,896,134 17,905,692 25,896,134 17,905,692
| fully paid ordinary shares Opening balance Issue of shares: 30 June 2009 - pursuant to exercise of listed options at $0.20 per share 30 June 2009 - pursuant to underwriting agreement 14 January 2010 - for working capital at $0.50 per share pursuant to a share placement program 24 May 2010 - for working capital at $0.52 per share pursuant to a share placement program - transaction costs arising on share issue Closing balance |
2010 2009 |
|---|---|
| No. $ No. $ |
|
| 129,115,756 17,905,692 90,805,286 10,270,579 - - 30,538,713 6,107,743 - - 7,771,757 1,554,351 1,580,000 790,000 - - 15,000,000 7,800,000 - - - (599,558) - (26,981) |
|
| 145,695,756 25,896,134 129,115,756 17,905,692 |
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
67
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
17. coNtriButeD eQuity (CONTINUED)
A) shAre oPtioNs
Unissued ordinary shares of Mindax Limited under option as at the date of this report are 70,388,809. Share options carry no right to dividends and no voting rights.
During the year, 67,938,809 options were issued for nil cost (64,938,809 effective 15 February 2010 pursuant to a bonus issue to eligible shareholders and 3,000,000 effective 25 May 2010 as part of a share placement) with an exercise price of $0.75 and an expiry date of 1 December 2011.
Further information relating to options issued under the EOS plan are detailed in note 7.
B) cAPitAL risk MANAGeMeNt
The Group’s objective when managing capital is to safeguard their ability to continue as a going concern and to provide returns for shareholders and benefits for other stakeholders and to maintain capital structure to reduce the cost of capital.
The net assets of the Company are equivalent to capital. Net capital is obtained through capital raisings on the Australian Securities Exchange.
The Board of Directors monitors capital on an ad-hoc basis. No formal targets are in place for return on capital, or gearing ratios as the Group has not derived any income from their mineral exploration and currently has no debt facilities in place.
18. reserves & AccuMuLAteD Losses
| reserves & AccuMuLAteD Losses 18. |
|
|---|---|
| reserves A) Employee equity-settled benefts employee equity-settled benefts reserve Balance at beginning of fnancial year Share-based payment Options exercised Options cancelled Balance at end of fnancial year |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 624,151 11,251 624,151 11,251 11,251 28,700 11,251 28,700 612,900 10,960 612,900 10,960 - - - - (28,409) - (28,409) |
|
| 624,151 11,251 624,151 11,251 |
The employee equity settled benefits reserve arises on the grant of share options to parties under the Employee and Consultant Option Scheme. Amounts are transferred out of the reserve and into issued capital when the options are exercised. Further information about share-based payments to employees is made in note 7 to the financial statements.
i) Nature and purposes of reserves
The share-based payments reserve is used to recognise the fair value of options issued to employees and consultants.
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B) AccuMuLAteD Losses
| Balance at beginning of fnancial year Net loss attributable to members of the parent entity Expiry of unexercised employee options Balance at end of fnancial year |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| (4,618,376) (2,387,485) (4,083,861) (2,365,169) (2,339,546) (2,256,691) (2,257,844) (1,744,492) - 25,800 - 25,800 |
|
| (6,957,922) (4,618,376) (6,341,705) (4,083,861) |
19. eArNiNGs Per shAre
| eArNiNGs Per shAre 19. |
|
|---|---|
| BAsic Loss Per shAre A) From continuing operations Total basic loss per share |
consolidated |
| 2010 cents per share 2009 cents per share |
|
| (1.7787) (1.7548) |
|
| (1.7787) (1.7548) |
B) DiLuteD Loss Per shAre
The Company’s potential ordinary shares, being its options granted, are not considered dilutive as conversion of these options would result in a decrease in the net loss per share.
c) recoNciLiAtioNs of eArNiNGs useD iN cALcuLAtiNG eArNiNGs Per shAre
| Basic loss from continuing operations | consolidated |
|---|---|
| 2010 $ 2009 $ |
|
| (2,339,546) (2,256,691) |
D) WeiGhteD AverAGe NuMBer of shAres useD As the DeNoMiNAtor
| Weighted average number of ordinary shares for the purposes of basic loss per share |
2009 No. 2009 No. |
|---|---|
| 131,527,920 128,598,771 |
69
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
20. coMMitMeNts for exPeNDiture
| coMMitMeNts for exPeNDiture 20. |
|
|---|---|
| exPLorAtioN coMMitMeNts A) Not longer than 1 year Longer than 1 year and not longer than 5 years Longer than 5 years |
consolidated company |
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 1,782,795 1,304,475 247,500 254,375 8,226,845 6,822,900 1,460,000 1,503,000 2,213,880 1,813,100 390,000 440,000 |
|
| 12,223,520 9,940,475 2,097,500 2,197,375 |
The above commitments include exploration commitments of 53% relating to the Yilgarn Avon Joint Venture.
B) LeAse coMMitMeNts
Operating leases
Leasing arrangements
Operating leases relate to office equipment and office and storage facilities with lease terms of between 1 to 3 years. The current office lease term expires on 30 September 2011 with the option to renew for a further three year term. The Company/consolidated entity does not have an option to purchase the leased asset at the expiry of the lease period.
These commitments are not provided for in the financial statements.
Non-cancellable operating lease payments
| Non-cancellable operating lease payments | |
|---|---|
| Not longer than 1 year Longer than 1 year and not longer than 5 years Longer than 5 years |
238,119 233,451 238,119 233,451 59,835 289,889 59,835 289,889 - - - - |
| 297,954 523,340 297,954 523,340 |
The group leases various office equipment under cancellable operating leases. The group is required to give 14 days notice for termination of these leases.
cancellable operating lease payments
| cancellable operating lease payments | |
|---|---|
| Not longer than 1 year Longer than 1 year and not longer than 5 years Longer than 5 years |
534 - 534 - 133 - 133 - - - - - |
| 667 - 667 - |
70
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c) reMuNerAtioN coMMitMeNts
| Directors Commitments under non-cancellable employment contracts not provided for in the fnancial statements and payable: Not longer than 1 year Longer than 1 year and not longer than 5 years |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| 295,000 285,000 295,000 285,000 147,500 427,500 147,500 427,500 |
|
| 442,500 712,500 442,500 712,500 |
21. coNtiNGeNt LiABiLities AND coNtiNGeNt Assets
Contingent liabilities
Term deposits of $33,000 have been temporarily secured by the Company’s bankers to provide a bank guarantee of $13,000 and $20,000 in favour of the Minister for State Development as unconditional performance bonds on EL 57/619 and 57/555 respectively.
A term deposit of $124,042 has also been secured by the Company’s bankers to provide a bank guarantee in support of the lease agreement for the Company’s business premises.
Since the last annual reporting date, there has been no other material change of any contingent liabilities or contingent assets.
22. JoiNt veNtures
On behalf of the present 53/47 joint venture (previously a 50/50 arrangement but pursuant to the Company’s ASX Release on 2 June 2010, Quasar Resources Pty Ltd has elected to dilute its interest) with Quasar Resources Pty Ltd (“YAJV”), Mindax Limited (through its wholly owned subsidiary, Mindax Energy Pty Ltd), has made further application for a number of additional exploration licences in the area. The YAJV has a land position of in excess of 4,500 sq km in South Western Australia with exploration having commenced on granted licences. The YAJV is an unincorporated joint venture with the consolidated entity having reported its share of assets employed, liabilities incurred and expenses incurred in their respective categories of the financial statements. Information relating to the joint venture partnership is set out below.
| current assets Cash & cash equivalents Trade & other receivables Non current assets Exploration & evaluation expenditure |
consolidated |
|---|---|
| 2010 $ 2009 $ |
|
| 25,475 25,475 9,911 35,594 |
|
| 35,386 61,069 |
|
| 2,173,589 1,329,562 |
|
| 2,173,589 1,329,562 |
71
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
finAnCiAl stAtements
23. suBsiDiAries
| Name of entity country of incorporation |
ownership interest |
|---|---|
| 2010 % 2009 % |
|
| Parent entity Mindax Limited Australia subsidiaries Mindax Energy Pty Ltd (1) Australia Yilgiron Pty Ltd (2) Australia |
100 100 100 100 |
(1) Incorporated on 23 January 2006
- (2) Incorporated on 2 September 2008
24. seGMeNt iNforMAtioN
The group has adopted AASB 8 Operating Segments from 1 July 2009 whereby segment information is presented using a ‘management approach’, i.e. segment information is provided on the same basis as information used for internal reporting purposes.
This has resulted in the segment being disaggregated into four reportable segments based on the minerals present in the Projects detailed in the Quarterly Activities Report released to the Australian Securities Exchange each quarter, prepared by the Managing Director. Based on the contents of this report, the four reportable segments identified are:
-
Uranium (Comprising the Yilgarn Avon Joint Venture (JV) – Palaeochannel Project and other non JV projects)
-
Gold (Comprising the Meekatharra and Sandstone Wide Project)
-
Copper and Gold (Comprising the Yilgarn Avon Joint venture – Mortlock Project)
-
Iron Ore (Comprising the Mt Forrest and Panhandle Project)
72
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Segment information provided to the executive management committee for the year ended 30 June 2010 is as follows:
| consolidated | uranium $ Gold $ copper and Gold $ iron ore $ total $ |
|---|---|
| year ended 30 June 2010 Total segment revenue Intersegment revenue Revenue from external customers Reportable segment loss year ended 30 June 2009 Total segment revenue Intersegment revenue Revenue from external customers Reportable segment loss total segment assets 30 June 2010 30 June 2009 |
- - - - - - - - - - |
| - - - - - |
|
| - - - - - |
|
| - - - - - - - - - - |
|
| - - - - - |
|
| - - - - - |
|
| 1,460,934 1,440,818 716,792 4,634,519 8,253,063 |
|
| 710,895 1,169,421 619,542 2,921,835 5,421,693 |
Reportable segment assets can be reconciled directly to the statement of financial position and as such reconciliation to the consolidated entities assets has not been disclosed.
| total proft or loss for reportable segments Intersegment eliminations unallocated amounts Finance costs Interest revenue Other revenue Depreciation and amortisation Share-based payments Other expenses Loss before income tax from continuing operations |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| (1,492) (2,562) (1,492) (2,562) 254,519 521,390 254,519 521,390 193 128,572 114,466 215,520 (71,536) (56,907) (71,536) (56,907) (612,900) (8,351) (612,900) (8,351) (1,908,330) (2,838,833) (1,940,901) (2,413,582) |
|
| (2,339,546) (2,256,691) (2,257,844) (1,744,492) |
73
finAnCiAl stAtements
Notes to the fiNANciAL stAteMeNts for the yeAr eNDeD 30 JuNe 2010
25. reLAteD PArty DiscLosures
A) PAreNt eNtity
The parent entity within the Group is Mindax Limited.
(B) suBsiDiAry
Interests in subsidiaries are set out in Note 23.
c) key MANAGeMeNt PersoNNeL
Disclosures relating to key management personnel are set out in Note 6.
D) trANsActioNs AND BALANces With reLAteD PArties
The following transactions occurred with related parties:
| other income JV operator fee charged to subsidiaries other transactions Purchase of services: other related parties outstanding balances arising from sales/purchases of goods & services current payables (purchases of services) Other related parties Loans to/from related parties Loans to subsidiaries Beginning of the year Loans advanced Loan repayments made Interest charged Interest received End of year |
consolidated company |
|---|---|
| 2010 $ 2009 $ 2010 $ 2009 $ |
|
| - - 114,274 141,241 55,400 206,780 55,400 206,780 - 5,830 - 5,830 - - 3,875,823 918,109 - - 3,225,104 2,957,714 - - - - - - - - - - - - |
|
| - - 7,100,927 3,875,823 |
All loans advanced to and payable to the Company’s wholly owned subsidiaries are unsecured and subordinate to other liabilities. Interest is not charged on the outstanding intercompany loan balance.
74
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26. Notes to the stAteMeNt of cAsh fLoWs
A) recoNciLiAtioN of cAsh AND cAsh eQuivALeNts
For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the balance sheet as follows:
| consolidated | consolidated | company | company | |
|---|---|---|---|---|
| 2010 | 2009 | 2010 | 2009 | |
| $ | $ | $ | $ | |
| Cash and cash equivalents | 10,955,903 | 7,831,681 | 10,930,428 | 7,806,205 |
| recoNciLiAtioN of Loss for the PerioD to Net ) |
cAsh fLoWs froM oPerAtiNG Activities | |||
| Loss for the period | (2,339,546) | (2,256,691) | (2,257,844) | (1,744,492) |
| Depreciation and amortisation of non-current assets | 71,536 | 56,907 | 71,536 | 56,907 |
| Equity settled share-based payment | 612,900 | 8,351 | 612,900 | 8,351 |
| Write-of of tenement expenditure | 657,605 | 1,663,691 | 690,668 | 1,293,200 |
| Changes in net assets and liabilities, net of efects from acquisition | ||||
| and disposal of businesses: | ||||
| (Increase)/decrease in assets: | ||||
| Current receivables | 19,217 | (23,858) | 19,217 | 13,796 |
| Other current assets | (6,402) | (81,423) | (6,402) | (81,423) |
| Other non-current assets | 280 | 280 | - | - |
| Increase/(decrease) in liabilities: | ||||
| Current payables | 3,301 | 39,238 | (13,040) | 39,238 |
| Current provisions | (5,140) | 45,868 | (5,140) | 45,868 |
| Net cash (outfow) from operating activities | (986,249) | (547,637) | (888,105) | (368,555) |
B) recoNciLiAtioN of Loss for the PerioD to Net cAsh fLoWs froM oPerAtiNG Activities
27. suBseQueNt eveNts
On 18 August 2010, Mindax Limited announced that it would commence an infrastructure study to determine alternatives for rail and road connections between its Mt Forrest Iron Project and a deepwater port. It has established a wholly owned subsidiary, YilgIron Infrastructure Pty Ltd, to facilitate this.
There has not been any other matter or circumstance, other than that referred to in the financial statements or notes thereto, that has arisen since the end of the financial year, that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial years.
75
ADDitionAl Asx infoRmAtion
The additional information, dated 9 September 2010, is required by ASX Limited Listing Rules and not disclosed elsewhere in this report.
Distribution of Shareholders (ASX Code ‘MDX’):
| spread of holdings | Number |
|---|---|
| 1 - 1,000 | 45 |
| 1,001 - 5,000 | 62 |
| 5,001 - 10,000 | 75 |
| 10,001 - 100,000 | 212 |
| 100,001 - and over totAL |
82 476 |
Number of shareholders holding less than a marketable parcel: 46
Distribution of Optionholders (ASX Code ‘MDXO’):
| spread of holdings 1 - 1,000 |
Number 55 |
|---|---|
| 1,001 - 5,000 | 117 |
| 5,001 - 10,000 | 70 |
| 10,001 - 100,000 | 171 |
| 100,001 - and over | 51 |
| totAL | 464 |
Substantial Shareholders:
| shareholder Name Andrew Tsang* LAP Exploration Pte Ltd Jupiter Mines Limited Tse Ngai Yeung totAL |
Number of shares 32,230,112 15,262,599 13,213,579 8,080,000 68,786,290 |
% 22.12 10.48 9.07 5.55 47.22 |
|
|---|---|---|---|
Voting rights:
-
a) Ordinary shares: on a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.
-
b) Options: no voting rights.
Quoted Securities and Restricted Securities:
The Company is listed on ASX Limited.
a) Quoted securities:
Shares (ASX Code: MDX) – all 145,695,756 ordinary fully paid shares on issue are quoted securities.
Options (ASX Code: MDXO) – 64,938,809 options with an exercise price of $0.75 and an expiry date of 1 December 2011 are quoted securities.
b) Restricted securities:
There are no restricted securities.
Unlisted Options:
The Company has on issue the following unlisted options over unissued shares:
-
a) #100,000 employee options with an exercise price of $0.25 and an expiry date of 10 January 2011;
-
b) #250,000 employee options with an exercise price of $0.53 and an expiry date of 1 August 2012;
-
c) #300,000 employee and consultant options with an exercise price of $0.48 and an expiry date of 12 October 2012;
-
d) #300,000 consultant options with an exercise price of $0.60 and an expiry date of 31 March 2012;
-
e) ##1,500,000 director options with an exercise price of $0.60 and an expiry date of 31 March 2012;
-
f) ###3,000,000 options held by LAP Exploration Pte Ltd with an exercise price of $0.75 and an expiry date of 1 December 2011.
# The options were issued pursuant to the Company’s Employee and Consultant Option Scheme.
## The options were issued pursuant to shareholder approval obtained at the Company’s 2009 AGM.
### The options were issued as part of the share placement to LAP Exploration Pte Ltd, announced to the market on 24 May 2010.
- The interest held with respect to 1,355,979 and 80,000 of these shares is held by Chunxiang Zeng (wife of Andrew Tsang) and Xiang Rong (Australia) Construction Group Pty Ltd (an entity controlled by Andrew Tsang) respectively.
76
tWeNty LArGest shArehoLDers (Asx coDe ‘MDx’)
ADDitionAl Asx infoRmAtion
| shArehoLDer | NuMBer of shAres | PerceNtAGe |
|---|---|---|
| MR ANDREW TSANG | 30,794,133 | 21.136 |
| HSBC CUSTODY NOMINEES (AUS) LTD | 25,177,166 | 17.281 |
| LAP EXPLORATION PTE LTD | 15,262,599 | 10.476 |
| JUPITER MINES LIMITED | 13,213,579 | 9.069 |
| MR GUO XIONG ZENG | 5,833,971 | 4.004 |
| MS LICI ZENG | 4,841,102 | 3.323 |
| CHIPINGI PTY LTD |
4,720,000 | 3.240 |
| PORTCULLIS CORPORATE ADVISORY PTY LTD | 2,868,900 | 1.969 |
| MCNEIL NOMINEES PTY LIMITED | 2,500,000 | 1.716 |
| MR GILBERT CHARLES GEORGE | 2,336,625 | 1.604 |
| MRS WENZHEN ZHANG | 1,444,478 | 0.991 |
| MR CHAOHUI ZHANG | 1,399,000 | 0.960 |
| MR YUANWEN ZHU | 1,375,000 | 0.944 |
| MS CHUNXIANG ZENG | 1,355,979 | 0.931 |
| MR NENGYAN ZHANG | 1,262,677 | 0.867 |
| PHILLIP SECURITIES (HONG KONG) LTD |
1,243,307 | 0.853 |
| MR HEMING HE | 1,153,877 | 0.792 |
| MR WENBIN WANG | 949,500 | 0.652 |
| MR GREGORY JOHN BROMLEY & MRS CAROLINE MURIEL BROMLEY |
875,000 | 0.601 |
| MR JOHN BURGESS & MRS ERNESTINE BURGESS totAL |
817,500 119,424,393 |
0.561 81.968 |
77
tWeNty LArGest oPtioNhoLDers (Asx coDe ‘MDxo’)
ADDitionAl Asx infoRmAtion
| oPtioNhoLDer | NuMBer of oPtioNs | PerceNtAGe | |
|---|---|---|---|
| MR ANDREW TSANG | 15,397,066 | 23.710 | |
| HSBC CUSTODY NOMINEES (AUS) LTD | 12,501,776 | 19.252 | |
| JUPITER MINES LIMITED | 6,606,789 | 10.174 | |
| MR GUO XIONG ZENG | 2,916,985 | 4.492 | |
| MS LICI ZENG | 2,420,551 | 3.727 | |
| CHIPINGI PTY LTD |
2,360,000 | 3.634 | |
| PORTCULLIS CORPORATE ADVISORY PTY LTD | 1,434,450 | 2.209 | |
| MCNEIL NOMINEES PTY LIMITED | 1,250,000 | 1.925 | |
| MR GILBERT CHARLES GEORGE | 1,168,312 | 1.799 | |
| MR YUANWEN ZHU | 687,500 | 1.059 | |
| MS CHUNXIANG ZENG | 677,989 | 1.044 | |
| MR NENGYAN ZHANG | 631,338 | 0.972 | |
| PHILLIP SECURITIES (HONG KONG) LTD |
624,635 | 0.962 | |
| MR CHAOHUI ZHANG | 619,500 | 0.954 | |
| MR HEMING HE | 576,938 | 0.888 | |
| MR WENBIN WANG | 445,000 | 0.685 | |
| MR GREGORY JOHN BROMLEY & MRS CAROLINE MURIEL BROMLEY |
437,500 | 0.674 | |
| BRUMBY CAPITAL PTY LTD | 418,774 | 0.645 | |
| MR JOHN BURGESS & MRS ERNESTINE BURGESS |
408,750 | 0.629 | |
| MR MICHAEL FRANCIS KELLY totAL |
407,302 51,991,155 |
0.627 80.062 |
78
ADDitionAl Asx infoRmAtion
iNterest iN MiNiNG teNeMeNts
| tenement No | Project | Locality | status | interest (%) |
|---|---|---|---|---|
| E29/533 | Bulga Downs | Bulga Downs | granted | 100 |
| E29/534 | Bulga Downs | Bulga Downs | granted | 100 |
| E51/1034 | Meekatharra | Sherwood | granted | 100 |
| E57/555 | Maynard North | Youanmi | granted | 100 |
| E57/598 | Maynard North | Booylgoo Springs | granted | 100 |
| E57/787 | Maynard Hills | Black Hill | granted | 100 |
| E57/788 | Maynard North | Black Hill | granted | 100 |
| M29/257 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/258 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/314 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/348 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/349 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/350 | Mt Forrest | Bulga Downs | granted | 100 |
| M29/351 | Mt Forrest | Bulga Downs | granted | 100 |
| E70/2518 | Yilgarn-Avon SENL | Meenar | granted | 42 |
| E70/2519 | Yilgarn-Avon SENL | Goomalling - Koo | granted | 42 |
| E70/2520 | Yilgarn-Avon SENL | Goomalling - Hulogine | granted | 42 |
| E70/2521 | Yilgarn-Avon SENL | Jurakine | granted | 42 |
| E70/2668 | Yilgarn-Avon SENL | Botherling | granted | 42 |
| E70/2920 | Yilgarn-Avon | Bonnie Rock | granted | 53 |
| E70/2986 | Yilgarn-Avon | Mukinbudin | granted | 53 |
| E70/3039 | Yilgarn-Avon | Brookton | granted | 53 |
| E70/3040 | Yilgarn-Avon | South Kellerberrin | granted | 53 |
| E70/3165 | Yilgarn-Avon | Yenyenning Lakes | granted | 53 |
| E70/3168 | Yilgarn-Avon | Quairading | granted | 53 |
| E70/3171 | Yilgarn-Avon | Doodlakine | granted | 53 |
| E70/3178 | Yilgarn-Avon | Bella North | granted | 53 |
| E70/3266 | Yilgarn-Avon | Canternatting Pool | granted | 53 |
| E70/3480 | Yilgarn-Avon | Cunderdin | granted | 53 |
| E70/3481 E70/3482 E70/3483 E70/3616 E70/3617 E70/3641 E70/3661 E70/3662 E70/3820 E70/3887 E77/1336 E77/1337 E77/1405 |
Yilgarn-Avon SENL Yilgarn-Avon SENL Yilgarn-Avon SENL Yilgarn-Avon SENL Yilgarn-Avon SENL Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon Yilgarn-Avon |
Goomalling Grass Valley/Avon Karrabein Hulongine Youloning Kellerberrin Mukinbudin Mukinbudin Mortlock Kellerberrin Mukinbudin Mukinbudin Jinadarra |
granted granted granted granted granted granted granted granted granted application granted granted granted |
53 53 53 53 53 53 53 53 53 53 53 53 53 |
| E77/1709 | Yilgarn-Avon | Mukinbudin | application | 53 |
| E77/1710 | Yilgarn-Avon | Mukinbudin | application | 53 |
79
==> picture [39 x 37] intentionally omitted <==
ABN 28 106 866 442
==> picture [421 x 271] intentionally omitted <==
Level 2, 25 richardson street West Perth WA 6005 telephone: 08 9485 2600 facsimile: 08 9485 2500 Website: www.mindax.com.au