MINREX RESOURCES LIMITED — Annual Report 2012

Sep 27, 2012

ABN 81 151 185 867

ANNUAL REPORT For the period from date of incorporation, 30 May 2011, to 30 June 2012

CONTENTS PAGE NO

Corporate Directory	1
Directors' Report	2
Corporate Governance Statement	15
Statement of Comprehensive Income	18
Statement of Financial Position	19
Statement of Cash Flows	20
Statement of Changes in Equity	21
Notes to the Financial Statements	22
Directors' Declaration	35
Independence Audit Report	36
ASX Additional Information	38

CORPORATE DIRECTORY

DIRECTORS

Mr Richard Procter (Non-executive Chairman) Mr Simon Durack (Non-executive Director) Mr Emmanuel Heyndrickx (Non-executive Director)

COMPANY SECRETARY

Mr Pierre Malherbe

REGISTERED OFFICE

LinQ House Level 1 17 Ord Street West Perth WA 6005

Telephone:	+61 8 9488 8888
Facsimile:	+61 8 9481 0666
Website:	www.minrex.com.au

SHARE REGISTRY

Security Transfer Registrars Pty Ltd 770 Canning Highway APPLECROSS WA 6153

Telephone:	+61 8 9315 2333
Facsimile:	+61 8 9315 2233

AUDITORS

Ernst & Young The Ernst & Young Building 11 Mounts Bay Road Perth WA 6000 Australia

STOCK EXCHANGE

Australian Securities Exchange Limited ASX Code: MRR

The Directors present their report for MinRex Resources NL ("MinRex" or "the Company") for the reporting period ended 30 June 2012.

DIRECTORS

The following persons were Directors of MinRex Resources NL during the financial year and up to the date of this report:

Mr Richard Procter - BSc (Eng), MBA, MIMMM, CEng (Non-executive Chairman)

Mr Procter is a mining engineer with over 35 years broad international experience encompassing roles in the corporate, operations, contracting, consulting and mine development areas.

He has held senior industry positions that have demonstrated leadership and management of base and precious metal mining companies (both underground and open pit); development of project assessment including definitive / bankable feasibility studies and their conversion into mining operations; He has managed teams undertaking mining asset evaluations and valuations, including technical and operational audits (full mining asset due diligence and expert reports). He also has been involved in many mining operation start-ups (both small and large) as well as the re-engineering of large ongoing operations.

Mr Simon Durack - BComm, Post Grad Dip Bus, FCA, FCIS (Non-Executive Director)

Mr Durack is a Chartered Accountant and practicing Company Secretary, with over 30 years commercial experience gained working in Australia, South East Asia and Europe.

Mr Durack's commercial experience includes time worked in the Accounting profession with Coopers & Lybrand (now PricewaterhouseCoopers). He has also held many senior financial and secretarial roles with both large public and private entities. In these roles, Mr Durack has been responsible for providing managerial, secretarial and financial advisory input. Mr Durack has also acted as resident Director for several offshore companies with operations in Australia. Mr Durack brings a strong commercial and financial background to the Company.

Mr Emmanuel Heyndrickx – Business Economics (M.Sc), Masters Financial Management (Non-Executive Director)

Mr Heyndrickx is a financial consultant based in London. Mr Heyndrickx holds a degree in Business Economics (M.Sc) from the University of Ghent, Belgium, supplemented with a postgraduate Masters' in Financial Management from the Vlerick Management School, Belgium. Mr Heyndrickx gained some 8 years of Corporate Finance experience with a number of European investment banks based in London (UK), most recently as a Vice-President with the Funds Advisory team at ING's London Branch. During his time as a Corporate Financier, Mr Heyndrickx has lead and executed many public and private mandates both in the UK and in Europe including mergers and acquisitions, ECM (primary/secondary) placings, fund raisings and corporate restructurings. Mr Heyndrickx commenced his career with KPMG where he joined the Financial Services Sector Assurance team in London (UK), working as an external auditor for 4 years for a variety of world leading financial institutions such as HSBC, Deutsche Bank, Credit Suisse and Allianz. A native Dutch speaker, he is fluent in English, French and German.

DIRECTORSHIPS OF OTHER LISTED COMPANIES

Name	Company
Richard Procter	Non-executive Director of Zambezi Resources Limited (appointed September 2009), Non-executive Director of Intercept Minerals Limited (appointed September 2007), Non-executive Director of Millennium Minerals Limited (appointed June 2011); and Executive Director of LinQ Resources Fund NL (appointed May 2011).
Simon Durack	Non-executive Director of Zambezi Resources Limited (appointed August 2009); Non-executive Director of Millennium Minerals Limited (appointed February 2009).
Emmanuel Heyndrickx	Non-executive Director of Zambezi Resources Limited (appointed November 2010).

COMPANY SECRETARY

Mr Pierre Malherbe – BCom(Acc), BCom (InvMgt), MCom (Company Secretary)

Mr Malherbe was appointed as Company Secretary on 3 August 2011. Mr Malherbe's experience both in South Africa and Australia includes 24 years in the Investment Banking, Finance and Mining industries gained with some of the major banks in South Africa where he held senior financial and managerial positions within these Banks and was responsible for managerial, transactional and financial input across all spectrums, including: mining, construction, aviation and other capital intensive projects as well as senior management positions within mining and financial industries in Australia.

INTERESTS IN THE SECURITIES OF THE COMPANY

As at the date of this report, the interests of the Directors in the securities of MinRex Resources NL are:

Director	Fully paid ordinary shares	Partly paid ordinary shares
Richard Procter (indirect interest)	150,000	150,000
Emmanuel Heyndrickx	15,000	15,000
Simon Durack	1	0

PRINCIPAL ACTIVITY

The principal activity of the Company is mineral exploration and development.

RESULTS OF OPERATIONS

MinRex Resources NL was incorporated on 30 May 2011 and this is the Company's first reporting period which represents the thirteen month period from incorporation to 30 June 2012. Therefore, there are no comparative figures.

The Company's net loss attributable to the members of MinRex Resources NL for the reporting period ended 30 June 2012 was \$419,836.

DIVIDENDS

No dividend was paid or declared by the Company in the year and up to the date of this report.

CORPORATE STRUCTURE

MinRex Resources NL is a no- liability mining company, which is incorporated and domiciled in Australia.

REVIEW OF OPERATIONS

Corporate

MinRex Resources NL was incorporated in May 2011 and listed on the ASX on 7 November 2011. An Initial Public Offering for 17, 500,000 shares was made at \$0.20/share, raising a total of \$3.5 million.

Operating Results

The operating loss of the entity after providing for income tax of nil was \$419,836.

Operations

The Company currently has two principal projects in its exploration portfolio – Deflector Extended Gold Project in Western Australia and Heemskirk Tin Project in Tasmania. These projects provide MinRex with a base from which to explore two highly prospective areas of Australia. Significantly, Mutiny Gold Limited is developing its Deflector Project about 3.5 km southwest of MinRex's Western Australian leases. The Company has no current offshore exploration tenements.

Deflector Extended Gold Project

This project area (E59/1657) was originally selected basis its proximity to and alignment with, north-eastern extensions of the Deflector mineralisation trend (Figure 1), which hosts Mutiny Gold Ltd.'s Gullewa Gold Project. Aeromagnetic survey data confirms the presence of the Gearless Well intrusion which extends into the southern sections of the tenement. This granite exhibits a strong spatial association with the Deflector and Golden Stream gold-copper deposits, which occur on the western contact of the intrusion and are coincident with a series of crosscutting northeast - southwest trending faults.

Exploration Program

The Company retained Pathfinder Exploration Pty Ltd (Pathfinder) to carry out an initial surface exploration geochemical program across the lease. This included collection of 187 auger soil and MAGLAG samples, from 10 x 400 m east-west traverse lines with variable 100-200 m sampling stations (Figure 2). While drill access was reasonable, scrub and unfavourable topography restricted sampling in some locations.

Depending on ground conditions and prospectivity, 2 kg auger samples were taken at an average of 1.7 m in depth. Where developed, base of calcrete samples were preferentially collected, together with weathered saprolite or bedrock. ICP-OES analysis was completed on aqua regia digests for Au, Ag, As, Cu, Mo, Ni and W by Ultratrace Geoanalytical Laboratories. Coincident MAGLAG samples were collected and analysed using a portable handheld (Niton) X-Ray Fluorescence spectrometer.

Figure 1: Deflector Extended Prospect – Mineralisation / Structural Trends

Figure 2: Deflector Extended Prospect - Auger + MAGLAG sample locations

Auger Soil Samples – Key Analytical Results

Gold

An irregular Au response was observed in the vicinity of the Deflector structural corridor in the northern sections of the lease, with samples peaking at 17 ppb Au in areas to its immediate west (Figure 3). A larger halo appears downslope from the Cagacaroon Hills, comprising samples assaying up to 12 ppb Au, coincident with a central, northeast-southwest structural lineament. In southern tenement areas, a separate and diffuse Au trend with multiple 7 ppb Au assays was detected, broadly concurrent with a third northeast-southwest trending structure.

Arsenic

Peak As values were observed in the vicinity of the Deflector structure with assays up to 152 ppm and local enrichment traced over a strike length of ~1400 m (Figure 4). Elevated As values were also detected along the northern contact of Gearless Well granite and its flanking northeast-southwest trending structure. Generally broad As enrichment in soil is confirmed by overlapping trends within the MAGLAG dataset.

Copper

An elevated Cu signature is observed in the Deflector structural trend, with peak concentrations of 327 ppm defined. Extensive Cu dispersion is observed across both central and southern lineaments, whilst weaker in downslope areas from the Cagacaroon Hills (Figure 4).

Figure 3: Au (ppb) Proportional Dot Diagram

Figure 4: Cu (ppm) Proportional Dot with MAGLAG Cu (ppm) Inset

Nickel

Ni assays exhibit a strong correlation with Cu and appear anomalous in the vicinity of the Deflector corridor, with peak concentrations of 628 ppm observed (Figure 5).

Planned Follow-up Activities

Auger soil / rock chip geochemistry and MAGLAG data have combined to define three Deflector Extended target areas (Figure 6), which coincide with northeast-southwest structures and appear amenable to sub-surface investigation using inexpensive drilling techniques such as RAB +/- Aircore methods.

These areas include:

Target Area 1: Overlapping elevated auger Au, Cu and As values, supported by high MAGLAG Cu and As assays.

Target Area 2: Coincident Au and Cu enrichment, together with select elevated As assays.

Target Area 3: Coincident elevated auger Au and Cu values, together with spot As and Ni highs.

Figure 5: Ni (ppm) Proportional Dot with MAGLAG Cr (ppm) Inset

Figure 6: Deflector Extended - Prospective Follow-up Target Areas

MinRex will continue its systematic exploration activities at its Deflector Extended prospect to identify the source of enrichment observed to date, with a view to the intersection of economically significant precious and base metal mineralisation.

Heemskirk Tin Project

Derwent Geoscience Pty Ltd (Derwent) was contracted by MinRex Resources NL ('MinRex' or 'Company') to conduct an initial evaluation of its approximately 44 km² exploration lease (EL18/2011), located on the west coast of Tasmania. Work completed over the quarter has included:

• Collation of Open File data from Mineral Resources Tasmania (MRT).
• Field reconnaissance surveys to locate and inspect historical workings and prospective outcrop.
• Sampling of both rock and stream sediment samples from local area prospects.

Historically, the Heemskirk region has contained many small but comparatively rich, vein hosted tin oxide prospects. Exploration activity within the lease area has been sporadic over the last century, with the Peripatetic Mine area receiving the greatest attention. Systematic regional exploration has not been conducted in recent times.

Location and Access

Exploration lease EL18/2011 is a 44 km² area located to the north of Trial Harbour on the west coast of Tasmania and some 325 km from Hobart (Figure 1).

Local Geology

The Heemskirk Batholith is a large igneous intrusion exposed over 120 km² along the west coast of Tasmania near Zeehan. It is dominated by two varieties of granite - the Red Granite occupies the upper portions of this bod and is reintruded by the White Granite along its west margins (Figure 2). Economic mineralisation is spatially associated with late stage greisenisation of pre-existing joints and lineaments, with cassiterite bearing veins often containing a central core of quartz-topaz-tourmaline. In several areas, these are accompanied by sulphide mineralisation, comprising sphalerite, galena, chalcopyrite and bismuthinite.

Figure 1: Heemskirk Tin Project - Exploration lease EL18/2011

Figure 2: Heemskirk Tin Project – Local Geology

Preliminary Exploration Program

Derwent investigated 14 old workings and their surrounds, with alteration and mineralisation trends observed (Figure 3). The margins of North Heemskirk Spur were traversed along with the upper parts of the St. Dizier catchment. The Granite Creek area was also inspected to follow up reports of locally coarse grained, molybdenite-bearing veins.

Multiple sulphide-bearing rock chips and (-2mm) stream sediment samples were collected near historic workings at Iron Blow and McGuiness. Given that two undocumented workings were identified over and above those indicated on MRT maps, it is likely that many more await discovery within the lease area. Some of these will undoubtedly offer further insights into the distribution of local area mineralisation.

Figure 3: Heemskirk Tin Project – Geological Traverses

Follow-up Exploration Activities

At this comparatively early phase of exploration, sequentially planned exploration work at Heemskirk will include:

• Purchase of MRT's local magnetic and radiometric datasets.
• Detailed investigation of areas of advanced argillic alteration.
• Comprehensive prospecting of several historic workings, especially at Iron Blow and the Peripatetic Tin Mine.
• Stream sediment sampling of all major area drainages / catchments.

SIGNIFICANT EVENTS AFTER THE BALANCE DATE

In the opinion of the directors there were no significant changes in the state of affairs of the Company other than those referred to in this financial report.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

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

ENVIRONMENTAL REGULATIONS AND PERFORMANCE

The Company holds participating interests in a number of exploration tenements. The various authorities granting such tenements require the tenement holder to comply with the terms of the grant of the tenement and all directions given to it under those terms of the tenement. There have been no known breaches of the Company's environmental conditions, and no such breaches have been notified by any government agencies during the year ended 30 June 2012.

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS

The Company has made an agreement indemnifying all the Directors and officers of the Company against all losses or liabilities incurred by each Director or officer in their capacity as Directors or officers of the Company to the extent permitted by the Corporation Act 2001. The indemnification specifically excludes wilful acts of negligence. The Company paid insurance premiums in respect of Directors' and Officers' Liability Insurance contracts for current officers of the Company, including officers of the Company's controlled entities. The liabilities insured are damages and legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of entities in the Group. The total amount of insurance premiums paid has not been disclosed due to confidentiality reasons.

DIRECTORS' MEETINGS

During the financial year, the number of meetings of directors held during the year and the number of meetings attended by each director were as follows:

			Audit Committee	Remuneration
	Number of Board Meetings	Number of Board	Meetings Attended	Committee Meeting
Non-executive Director	Eligible to Attend	Meetings Attended		Attended
Mr. Richard Procter	4	4	1	-
Mr. Simon Durack	4	4	1	-
Mr. Emmanuel Heyndrickx	4	4	1	-

PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year.

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of MinRex Resources NL support and have adhered to the principles of sound corporate governance. The Board recognises the recommendations of the Australian Securities Exchange Corporate Governance Council, and considers that MinRex Resources NL is in compliance with those guidelines to the extent possible, which are of importance to the commercial operation of a junior listed resources company. During the financial year, shareholders continued to receive the benefit of an efficient and cost-effective corporate governance policy for the Company. The Company's Corporate Governance Statement and disclosures are contained elsewhere in the annual report.

AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES

Section 307C of the Corporations Act 2001 requires the Company's auditors to provide the Directors of MinRex Resources NL with an Independence Declaration in relation to the audit of the full year financial report. A copy of this declaration appears below.

There were no non audit services provided by the Company's auditor.

Auditor's Independence Declaration to the Directors of MinRex Resources NL

In relation to our audit of the financial report of MinRex Resources NL for the financial period ended 30 June 2012, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.

Ernst & Young

T G Dachs Partner 28 September 2012

SHARE OPTIONS

No options on ordinary shares have been issued since the date of incorporation.

REMUNERATION REPORT (AUDITED)

This report outlines the remuneration arrangements in place for directors of MinRex Resources NL in accordance with the requirements of the Corporation Act 2001 and its Regulations. For the purpose of this report, Key Management Personnel (KMP) of the Company are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company.

Details of Key Management Personnel

Mr Richard Procter	Non-executive Chairman
Mr Simon Durack	Non-Executive Director
Mr Emmanuel Heyndrickx	Non-Executive Director

Remuneration Policy

The Board is responsible for determining and reviewing compensation arrangements for the Directors. The Board assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality board and executive team. The Company does not link the nature and amount of the emoluments of such officers to the Company's financial or operational performance. The expected outcome of this remuneration structure is to retain and motivate Directors.

As part of its Corporate Governance Policies and Procedures, the board has adopted a formal Remuneration Committee Charter. Due to the current size of the Company and number of directors, the board has elected not to create a separate Remuneration Committee but has instead decided to undertake the function of the Committee as a full Board under the guidance of the formal charter.

The rewards for Directors' have no set or pre-determined performance conditions or key performance indicators as part of their remuneration due to the current nature of the business operations. The Board determines appropriate levels of performance rewards as and when they consider rewards are warranted.

The table below shows the performance of the Company as measured by loss per share since incorporation in May 2011:

	As at 30 June 2012
Loss per share (cents)	3.81
Share price per share	\$0.14
Initial public offering subscription price	\$0.20

Details of the nature and amount of each element of the emolument of each Non- Executive of the Company for the financial year are as follows:

2012	Annual Remuneration
Non-Executive Director	Directors Fees	Total
Mr Richard Procter	\$13,000	\$13,000
Mr Simon Durack	\$13,000	\$13,000
Mr Emmanuel Heyndrickx	\$11,000	\$11,000

MinRex Resources NL Corporate Governance Statement

The Board of Directors of MinRex Resources NL is responsible for corporate governance of the Company. The Board guides and monitors the business and affairs of the Company on behalf of the shareholders by whom they are elected and to whom they are accountable.

Upon listing the Company established a set of corporate governance policies and procedures. These were based on the Australian Securities Exchange Corporate Governance Council's (the Council's) "Principles of Good Corporate Governance and Best Practice Recommendations" (the Recommendations). In accordance with the Council's recommendations, the Corporate Governance Statement must now contain certain specific information and must disclose the extent to which the company has followed the guidelines during the period. Where a recommendation has not been followed, that fact must be disclosed, together with the reasons for the departure. For further information on corporate governance policies adopted by the Company, refer to our website: www.minrex.com.

Diversity

The Company is an equal opportunity employer and does not discriminate.

As at 30 June 2012 there were no employees under direct employment of MinRex Resources NL.

Structure of the Board

The skills, experience and expertise relevant to the position of Non-executive Directors at the date of the annual report is included in the Directors' Report. The composition of the Board is to be reviewed regularly to ensure the appropriate mix of skills and expertise is present to facilitate successful strategic direction.

The Directors in office at the date of this statement are:

Name	Position
Mr Richard Procter	Chairman – Non- Executive	Independent
Mr Simon Durack	Non- Executive Director	Independent
Mr Emmanuel Heyndrickx	Non- Executive Director	Independent

Code of Conduct & Policy on Trading in Securities

The Board has adopted a Code of Conduct, which promotes ethical and responsible decision making by Directors, executives and employees.

The Board has also set out the policy on the sale and purchase of securities in the Company by its Key Management Personnel. The purpose of these guidelines is to assist Key Management Personnel to avoid conduct known as 'insider trading'. In some respects, the Company's policy extends beyond the strict requirements of the Corporations Act 2001 (Cth).

Nomination Committee

The Board has established a nomination committee, which meets at least annually, to ensure that the Board continues to operate within the established guidelines. The nomination committee comprised the following members:

Mr Richard Procter (Non-executive Chairman)

Mr Simon Durack

Mr Emmanuel Heyndrickx

Audit and Risk Management Committee

The Board has formally adopted an Audit and Risk Management Committee Charter. The role of the Audit and Risk Committee is to assist the Board in monitoring and reviewing any matters of significance affecting financial reporting and compliance. The Audit and Risk Management committee comprised the following members :

• Mr Richard Procter
• Mr Simon Durack
• Mr Emmanuel Heyndrickx

Performance

The Nomination Committee arrange performance evaluation of the Board, its committees and its individual Directors on an annual basis. This evaluation is based on specific criteria, including the business performance of the Company and its subsidiaries, whether strategic objectives are being achieved and the development of the management and personnel.

Remuneration

The Remuneration Committee is a Committee of the Board. The Charter may be subject to review by the Board at any time..

For the details of remuneration of Directors please refer to the Directors' Report.

The Remuneration committee comprised the following members:

• Mr Richard Procter
• Mr Simon Durack
• Mr Emmanuel Heyndrickx

Assurance

The Board oversees the periodic preparation of formal statements.

Shareholder Communication Policy

Pursuant to Principle 6, the Company's objective is to promote effective communication with its shareholders at all times.

MinRex Resources NL is committed to:

• Ensuring that shareholders and the financial markets are provided with full and timely information
• Complying with continuous disclosure obligations contained in the ASX listing rules and the Corporations Act in Australia
• Communicating effectively with its shareholders and making it easier for shareholders to communicate with the Company

To promote effective communication with shareholders and encourage effective participation at general meetings, information is communicated to shareholders:

• Through the release of information to the market via the ASX
• Through the distribution of the annual report and notices of annual general meeting

MinRex Resources NL Corporate Governance Statement

• Through shareholder meetings and investor relations presentations
• Through letters and other forms of communications directly to shareholders
• By posting relevant information on the Company's website: www.minrexresources.com.au

The external auditors are required to attend the annual general meeting and are available to answer any shareholder questions about the conduct of the audit and preparation of the audit report.

Corporate Governance Compliance

During the financial year MinRex Resources NL has complied with each of the 8 Corporate Governance Principles and the corresponding Best Practice Recommendations, other than in relation to the matters specified below:

Best Practice
Recommendation	Notification of Departure	Explanation of Departure
1.1	The Company has not formally	The Company's Corporate Governance Plan includes a
	disclosed the functions reserved	Board Charter, which discloses the specific responsibilities
	to the management.	of the Board.
		Due to the small size of the Board and of the Company,
		the Board does not consider that the Company is of
		sufficient size to justify the appointment of additional
		executive managers for the sole purpose of satisfying this
		recommendation as it would be cost prohibitive and
		counterproductive.
1.2&1.3	The Company has not	No management team has been formed. The Board is of
	established the process for	the view that the experience and professionalism of the
	evaluating the performance of	persons on the Board is sufficient to ensure that all
	senior executives	significant matters are appropriately addressed and
		actioned.

Statement of Comprehensive Income

For the period from incorporation, 30 May 2011, to 30 June 2012

		2012
	Note	\$
Revenue from ordinary activities
Interest Income		70,012
Expenses
Depreciation and amortisation		(40)
Corporate expenses		(189,791)
Business development expenses		(197,960)
Management and administration expenses	4	(102,057)
(Loss) from ordinary activities before income tax expense		(489,848)
Income tax expense	5	-
Net (loss) attributable to the members of MinRex Resources NL		(419,836)
Other comprehensive income
Other comprehensive income for the period, net of tax		-
Total comprehensive(loss) for the year		(419,836)
Basic (loss) per share attributable to the ordinary equity holders of the company (cents per share)	14	(3.81)
Diluted (loss) per share attributable to the ordinary equity holders of the company (cents per share)	14	(3.81)

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes

Statement of Financial Position As at 30 June 2012

		2012 \$
Current Assets	Note
Cash and cash equivalents	6	2,945,321
Other receivables	7	17,713
Prepayments		2,058
Total Current Assets		2,965,092
Non-Current Assets
Exploration, evaluation and development expenditure	8	89,810
Property, plant and equipment		277
Total Non-Current Assets		90,087
Total Assets		3,055,179
Current Liabilities
Trade and other payables	9	20,401
Total Current Liabilities		20,401
Total Liabilities		20,401
Net Assets		3,034,778
Equity
Contributed equity	10	3,454,614
Accumulated losses	11	(419,836)
Total Equity		3,034,778

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes

Statement of Cash Flows

For the period from incorporation, 30 May 2011, to 30 June 2012

		30 June
	Note	2012
		\$
Cash Flows From Operating Activities
Interest received		69,797
Payments to suppliers and employees		(493,736)
Net cash used in operating activities	6	(423,939)
Cash flows From Investing Activities
Payments for plant and equipment		(317)
Payments for security deposit		(10,000)
Payments for exploration, evaluation and development expenditure		(75,037)
Net cash provided by investing activities		(85,354)
Cash Flows From Financing Activities
Proceeds from issue of shares		3,675,000
Share issue costs		(220,386)
Net cash provided by financing activities		3,454,614
Cash held at the end of the year	6	2,945,321

The above Statement of Cash Flows should be read in conjunction with the accompanying notes

Statement of Changes in Equity

For the period from incorporation, 30 May 2011, to 30 June 2012

	Issued Capital \$	Accumulated Losses \$	Total Equity \$
Net loss for the period	-	(419,836)	(419,836)
Comprehensive income for the period	-	-	-
Total comprehensive loss for the period	-	(419,836)	(419,836)
Transaction with owners recorded directly in equity
Shares issued	3,675,000	-	3,675,000
Transaction costs on share issue	(220,386)	-	(220,386)
Balance at 30 June 2012	3,454,614	(419,836)	3,034,778

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes

1. Corporate Information

The financial report of MinRex Resources NL for the year ended 30 June 2012 was authorised for issue in accordance with a resolution of the directors on 28 September 2012.

MinRex Resources NL is a for profit no- liability mining company, which is incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange.

The nature of the operations and the principal activities of the Company are described in the Directors' Report.

2. Summary of Significant Accounting Policies

(a) Basis of Preparation

The financial report for the period from incorporation to 30 June 2012 is general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2011, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The financial report has also been prepared on a historical cost basis. The financial report is presented in Australian dollars.

MinRex Resources NL was incorporated on 30 May 2011 and this is the Company's first reporting period which represents the thirteen month period from incorporation to 30 June 2012. Therefore, there are no comparative figures.

(b) Compliance with IFRS

The financial report also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.

(c) Accounting policies

In setting the accounting policies, the Company has considered all the new and revised Accounting Standards and Interpretations issued by the AASB that are relevant to its operations and effective from the date of incorporation.

Accounting Standards and Interpretations issued but not yet effective.

A number of Australian Accounting Standards and Interpretations have been issued or amended but are not yet effective. These have not been adopted by the Company for the reporting period ending 30 June 2012. The impact of these new or amended Accounting Standards has yet to be assessed.

Refere nce	Title	Summary	Applicatio n date of standard	Application date for the Company
AASB 2011- 9	Amendments to Australian Accounting Standards – Presentation of Other Comprehensive Income [AASB 1, 5, 7, 101, 112, 120, 121, 132, 133, 134, 1039 & 1049]	This Standard requires entities to group items presented in other comprehensive income on the basis of whether they might be reclassified subsequently to profit or loss and those that will not.	1 July 2012	1 July 2012

MinRex Resources NL Notes to the financial statements for the period from incorporation to 30 June 2012

Refere nce	Title	Summary	Applicatio n date of standard	Application date for the Company
AASB 11	Joint Arrangements	AASB 11 replaces AASB 131 Interests in Joint Ventures and UIG-113 Jointly- controlled Entities – Non-monetary Contributions by Ventures. AASB 11 uses the principle of control in AASB 10 to define joint control, and therefore the determination of whether joint control exists may change. In addition it removes the option to account for jointly controlled entities (JCEs) using proportionate consolidation. Instead, accounting for a joint arrangement is dependent on the nature of the rights and obligations arising from the arrangement. Joint operations that give the venturers a right to the underlying assets and obligations themselves is accounted for by recognising the share of those assets and obligations. Joint ventures that give the venturers a right to the net assets is accounted for using the equity method. Consequential amendments were also made to other standards via AASB 2011-7 and amendments to AASB 128.	1 January 2013	1 July 2013
AASB 13	Fair Value Measurement	AASB 13 establishes a single source of guidance for determining the fair value of assets and liabilities. AASB 13 does not change when an entity is required to use fair value, but rather, provides guidance on how to determine fair value when fair value is required or permitted. Application of this definition may result in different fair values being determined for the relevant assets. AASB 13 also expands the disclosure requirements for all assets or liabilities carried at fair value. This includes information about the assumptions made and the qualitative impact of those assumptions on the fair value determined. Consequential amendments were also made to other standards via AASB 2011-8.	1 January 2013	1 July 2013
AASB 119	Employee Benefits	The main change introduced by this standard is to revise the accounting for defined benefit plans. The amendment removes the options for accounting for the liability, and requires that the liabilities arising from such plans is recognized in full with actuarial gains and losses being recognized in other comprehensive income. It also revised the method of calculating the return on plan assets. The revised standard changes the definition of short term employee benefits. The distinction between short-term and other long-term employee benefits is now based on whether the benefits are expected to be settled wholly within 12 months after the reporting date. Consequential amendments were also made to other standards via AASB 2011-10.	1 January 2013	1 July 2013
AASB 2011- 4	Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements [AASB 124]	This Amendment deletes from AASB 124 individual key management personnel disclosure requirements for disclosing entities that are not companies.	1 July 2013	1 July 2013

MinRex Resources NL Notes to the financial statements for the period from incorporation to 30 June 2012

Refere nce	Title	Summary	Applicatio n date of standard	Application date for the Company
AASB 1053	Application of Tiers of Australian Accounting Standards	This Standard establishes a differential financial reporting framework consisting of two Tiers of reporting requirements for preparing general purpose financial statements: (a) Tier 1: Australian Accounting Standards (b) Tier 2: Australian Accounting Standards – Reduced Disclosure Requirements Tier 2 comprises the recognition, measurement and presentation requirements of Tier 1 and substantially reduced disclosures corresponding to those requirements. The following entities apply Tier 1 requirements in preparing general purpose financial statements: (a) For-profit entities in the private sector that have public accountability (as defined in this Standard) (b) The Australian Government and State, Territory and Local Governments The following entities apply either Tier 2 or Tier 1 requirements in preparing general purpose financial statements: (a) For-profit private sector entities that do not have public accountability (b) All not-for-profit private sector entities (c) Public sector entities other than the Australian Government and State, Territory and Local Governments. Consequential amendments to other standards to implement the regime were introduced by AASB 2010-2, 2011-2, 2011-6, 2011-11 and 2012-1.	1 July 2013	1 July 2013
AASB 2012- 5	Amendments to Australian Accounting Standards arising from Annual Improvements 2009–2011 Cycle; and	AASB 2012-5 makes amendments resulting from the 2009-2011 Annual Improvements Cycle. The Standard addresses a range of improvements, including the following: • repeat application of AASB 1 is permitted (AASB 1); and • clarification of the comparative information requirements when an entity provides a third balance sheet (AASB 101 Presentation of Financial Statements).	1 January 2013	1 July 2013
AASB 2012- 3	Amendments to Australian Accounting Standards – Offsetting Financial Assets and Financial Liabilities;	AASB 2012-3 adds application guidance to AASB 132 Financial Instruments: Presentation to address inconsistencies identified in applying some of the offsetting criteria of AASB 132, including clarifying the meaning of "currently has a legally enforceable right of set-off" and that some gross settlement systems may be considered equivalent to net settlement.	1 January 2014	1 July 2015

MinRex Resources NL
Notes to the financial statements for the period from incorporation to 30 June	2012

Refere Title nce		Summary	Applicatio n date of standard	Application date for the Company
AASB 9	Financial Instruments	AASB 9 includes requirements for the classification and measurement of financial assets. It was further amended by AASB 2010-7 to reflect amendments to the accounting for financial liabilities. These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes are described below. (a) Financial assets that are debt instruments will be classified based on (1) the objective of the entity's business model for managing the financial assets; (2) the characteristics of the contractual cash flows. (b) Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument. (c) Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases. (d) Where the fair value option is used for financial liabilities the change in fair value is to be accounted for as follows: ► The change attributable to changes in credit risk are presented in other comprehensive income (OCI) ► The remaining change is presented in profit or loss If this approach creates or enlarges an accounting mismatch in the profit or loss, the effect of the changes in credit risk are also presented in profit or loss. Consequential amendments were also made to other standards as a result of AASB 9, introduced by AASB 2009-11 and superseded by AASB 2010-7 and 2010- 10.	1 January 2013	1 July 2013

Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. The Company assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The Company has concluded that it is acting as a principal in all of its revenue arrangements. The specific recognition criteria described below must also be met before revenue is recognised:

Interest income

Interest income is recorded using the effective interest rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts through the expected life of the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial asset or liability.

Income tax

The income tax expense (revenue) comprises current income tax expense (income) and deferred tax expense (income).

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at the end of the reporting period. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the period as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity. Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at the end of the reporting period. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised. Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future.

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less.

Receivables

Amounts receivable from third parties are carried at amortised cost. The recoverability of the debts is assessed at balance date and specific allowance is made for any doubtful accounts.

Mining tenements and mineral exploration and evaluation expenditure

Mining tenements are carried at cost, less accumulated impairment losses.

Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the period in which the decision to abandon the area is made.

When production commences, the accumulated exploration, evaluation and development costs for the relevant area of interest are capitalised and amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Property, plant & equipment

Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment losses.

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

Depreciation and amortisation

The depreciable amount of all fixed assets including buildings and capitalised leased assets is calculated using the straight line method, over their estimated useful lives to the economic entity commencing from the time the asset is held ready for use.

The straight line depreciation and amortisation rates used for each class of assets are as follows: Plant & equipment 20%

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the statement of comprehensive income.

Impairment of assets

At each reporting date, the Company reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset's fair value less costs to sell and value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value over its recoverable amount is expensed in profit and loss.

Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Accounts payable

Liabilities are recognised for amounts to be paid in the future for goods or services received, whether or not billed to the Company or Consolidated Entity. Trade accounts payable are normally settled within 30 - 45 days.

Contributed equity

Ordinary shares are classified as equity.

Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity proceeds, net of any income tax benefit.

Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the present value of the expected liability.

Employee benefits

Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave due to be settled within 12 months of the statement of financial position date are recognised in respect of employees' services rendered up to statement of financial position date and measured at amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when leave is taken and measured at the actual rates paid or payable. Liabilities for wages and salaries are included as part of other payables and liabilities for annual and sick leave are included as part of employee benefit provisions.

Long service leave

Liabilities for long service leave are recognised as part of the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees to the statement of financial position date using the projected unit credit method. Consideration is given to expect future salaries and wages levels, experience of employee departures and periods of service. Expected future payments are discounted using national government bond rates at the statement of financial position date with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

Goods and services tax

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of GST.

Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the 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 Board of Directors of MinRex Resources NL.

Earnings per Share

Basic earnings per share ("EPS") is calculated by dividing the net profit attributable to members of the Company for the reporting period, after excluding any costs of servicing equity, by the weighted average number of ordinary shares of the Company, adjusted for any bonus issue.

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

3. Segment Information

For management purposes, the Company is organized into one main operating segment, which involves mining and exploration for gold and other minerals. All of the Company's activities are interrelated, and discrete financial information is reported to the Board (Chief Operating Decision Makers) as a single segment. Accordingly, all significant operating decisions are based upon analysis of the Company as one segment. The financial results from this segment are equivalent to the financial statements of the Company as a while. Total revenue earned by the Company is generated in Australia and all the Company's non-current assets reside in Australia.

4. Management and administration expenses

		30-Jun-12
		\$
	Audit and compliance	14,947
	Bank charges	1,033
	General office expenses	37,242
	Legal and Professional Support	43,296
	Marketing	5,539
		102,057
5.	Income Tax
		2012
		\$
	(a) Income tax expense
	Major components of tax expense for the year:
	Current tax	-
	Deferred tax	-
		-
	(b) Numerical reconciliation between aggregate tax expense recognised in the
	statement of comprehensive income and tax expense calculated per the statutory income tax rate.
	A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Company's applicable tax rate is as follows:
	(Loss) before income tax expense	(419,836)
	Tax at the company rate of 30%	(125,951)
	Deferred tax asset not recognised	(125,951)

Income tax expense / (benefit) -

(c) Deferred tax

The following temporary differences existed at the balance sheet date:
Deferred tax asset
Accruals	(1,954)
Tax losses	123,997
Deferred tax assets not recognised	(125,951)

The Company has \$413,323 in losses for income tax purposes. The aggregate deferred tax benefit of \$125,951 has not been carried forward as an asset in the Statement of Financial Position as realisation of the benefit is not regarded as probable and will only be obtained if:

(a) the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit from the exploration expenditure and tax losses to be realised;

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

(c) no changes in tax legislation adversely affect the Company in realising the benefit from the tax losses.

	30 June-12
	\$
6. Cash and cash equivalents
Reconciliation of Cash and Cash Equivalents
Cash comprises of:
Cash at bank	2,945,321
	2,945,321
Reconciliation of operating loss after tax to the cash flows from operations
Loss from ordinary activities after tax	(419,836)
Non-cash items
Depreciation	40
Change in assets and liabilities
Decrease/(increase) in prepayments	(2,058)
Decrease/(increase) in trade and other receivables	(7,713)
Increase/(decrease) in trade creditors and accruals	5,628
Net cash outflow from operating activities	(423,939)
7. Other receivables
Term deposit	10,000
GST refundable	7,498
Accrued interest	215
	17,713

Accrued interest, goods and services tax and other receivables are non-interest bearing and generally receivable on 30 day terms. The balances are neither past due nor impaired and are fully collectible. Due to the short term nature, their carrying value is assumed to approximate their fair value.

8. Exploration, evaluation and development expenditure

Exploration, evaluation and development assets(a)	89,810
(a) Area of Interest
Deflector Extended Gold Project- Western Australia	68,471
Heemskirk Tin Project - Tasmania	21,339
Carrying amount at end of year 1	89,810
(b) Reconciliation Carrying amount at beginning	-
Additions	89,810
Carrying amount at end of year 1	89,810

1. The ultimate recoupment of costs carried for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective areas of interest. As the projects have not moved to the production stage, costs incurred were continued to be capitalised.

On 18 July 2011, the Company acquired the Deflector Extended Gold Project license located in Western Australia. The total cost of the acquisition was \$10,248 and comprised a cash payment to the vendor. On 12 July 2012, legal title of the license was transferred to the Company.

On 3 April 2012, the Company was granted an exploration licence for Heemskirk in Tasmania for a \$1,000 cash payment. The total area of the Licence Area is 44 sq.km, and is located on the west coast of Tasmania.

		30 June-12 \$
9.	Trade and Other Payables
	Trade payables	167
	Accruals	20,234
		20,401

Trade and other payables are contractually matured within 30 days. Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value.

10. Contributed Equity

		30 June-12
	No.	\$
Ordinary Shares
Issued and fully paid	17,500,001	3,500,000
Partly paid	17,500,000	175,000
	35,000,001	3,675,000

Fully paid shares carry one vote per share and carry the right to dividends.

Partly paid shares at an issue price of \$0.20 have been paid to 1 cent and carry a proportionate right to vote and dividends.

Movements in ordinary shares on issue	No.	\$
At 30 May 2011	-	-
Shares issued for cash on incorporation (i)	1	0.20
Seed capital (ii)	17,500,000	175,000
Issue of ordinary shares for cash (iii)	17,500,000	3,500,000
Cost of Issue		(220,386)
At 30 June 2012	35,000,001	3,454,614

(i) 1 share was issued for cash on incorporation.

(ii) On 5 July 2011, 17,500,000 shares at an issue price of \$0.2 have been paid to 1 cent for cash..

(iii) On 25 October 2011, 17,500,000 fully paid shares were issued.

Capital risk management

The Company's capital comprises share capital less accumulated losses amounting to \$3,034,778 at 30 June 2012. The Company manages its capital to ensure its ability to continue as a going concern and to optimise returns to its shareholders. The Company was ungeared at year end and not subject to any externally imposed capital requirements. Refer to note 15 for further information on the Company's financial risk management policies.

11.	Accumulated losses		30 June-12
			\$
	Movements in accumulated losses were as follows:
	Loss for the reporting period		(419,836)
	At 30 June		(419,836)
			2012
12.	Auditors Remuneration		\$
		The auditor of MinRex Resources NL is Ernst& Young (Australia)
		Amounts received or due and receivable by Ernst & Young (Australia) for
		-an audit or review of the financial report of the entity	5,045
			5,045
13.	(a) Details of Key Personnel	Key Management Personnel Disclosures
	Mr Richard Procter	Non-executive Chairman
	Mr Simon Durack	Non-Executive Director
	Mr Emmanuel Heyndrickx	Non-Executive Director
	(b) Remuneration of Key Management Personnel
			2012
		Compensation of key management personnel of the Group	\$
	Short Term Employee benefits		37,000
			37,000

(c) Directors' Interests

Shares held in MinRex Resources NL	Beginning of period			Net Change during period		End of Period
	Ordinary Shares	Partly paid shares	Ordinary Shares	Partly paid shares	Ordinary Shares	Partly paid shares
Directors
Mr Richard Procter	0	0	150,000	150,000	150,000	150,000,
Mr Emmanuel Heyndrickx	0	0	15,000	15,000	15,000	15,000
Mr Simon Durack	1	0	0	0	1	0
	1	0	165,000	165,000	165,001	165,000

(d) Other transactions with Key Management Personnel There were no other transactions with Key Management Personnel.

(e) Outstanding Balances

The following balances were outstanding at the reporting date in relation to the transactions with related parties:

Current payables – Director's fees o Emmanuel Heyndrickx \$1000

(f)Related Party transactions There were no related Party transactions.

14. (Loss) per Share	2012
Basic and diluted (loss) Per Share	cents per share (3.81)
Weighted Average number of ordinary shares used in calculating basic earnings/(loss)
per share:	11,022,356
Effect of dilution:
Partly paid shares	-
Adjusted weighted average number of ordinary shares used in calculating diluted
loss per share:	11,022,356
There is no impact on diluted loss per share of the 17,500,000 partly paid shares
outstanding at 30 June 2012 because they are anti-dilutive. The partly paid shares
could potentially dilute basic EPS in the future.

15. Financial Risk Management

Exposure to interest rate, liquidity and credit risk arises in the normal course of the Company's business. The Company does not hold or issue derivative financial instruments.

The Company uses different methods as discussed below to manage risks that arise from these financial instruments. The objective is to support the delivery of the financial targets while protecting future financial security.

(a) Liquidity Risk

The Company manages liquidity risk by maintaining sufficient cash facilities to meet the operating requirements of the business. The responsibility for liquidity risk management rests with the Board of Directors.

Maturity analysis for financial liabilities

Financial liabilities of the Company comprise trade and other payables. As at 30 June 2012 all financial liabilities are contractually matured within 30 days.

(b) Interest Rate Risk

Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows or the fair value of financial instruments.

The Company's exposure to market risk for changes to interest rate risk relates primarily to its earnings on cash.

Interest rate sensitivity

The following table demonstrates the sensitivity of the Company's statement of comprehensive income to a reasonably possible change in variable interest rates, with all other variables constant.

	Effect on Post Tax Earnings	Effect on Equity
	Increase/(Decrease)	including accumulated losses
		Increase/(Decrease)
	2012	2012
	\$	\$
Increase 100 basis points	295,532	295,532
Decrease 100 basis points	(295,532)	(295,532)

A sensitivity of 100 basis points has been used as this is considered reasonable given the current level of both short term and long term Australian Dollar interest rates. The change in basis points is derived from a review of historical movements and management's judgement of future trends.

(c) Credit Risk Exposures

Credit risk represents the risk that the counterparty to the financial instrument will fail to discharge an obligation and cause the Company to incur a financial loss. The Company's maximum credit exposure is the carrying amounts of financial assets in the statement of financial position.

At 30 June 2012, the Company held cash at bank. These were held with financial institution with a rating from Standard & Poors of AA or above (long term). The Company has no past due or impaired debtors as at 30 June 2012.

16. Contingent Liabilities

As at the date of this report, no contingent liabilities had been identified in relation to the reporting period ending 30 June 2012.

17. Capital commitments

The company's minimum expenditure commitments in relation to its tenements are:

• 1) Deflector Extended Gold project (E59/1657): \$15,000
• 2) Heemskirk Tin Project (EL 18/2011) : \$26,000 for the first 2 years

18. Events subsequent to Balance Date

There have been no events that have arisen since the balance date that has affected or may significantly affect the operation of the Company,

In accordance with a resolution of the Directors of MinRex Resources NL, I state that:

• 1. In the opinion of the Directors:
• (a) the financial statements and notes of the company are in accordance with the Corporations Act 2001, including:
• (i) giving a true and fair view of the financial position of the company as at 30 June 2012 and of its performance, for the period ended on that date; and
• (ii) complying with Accounting Standard ( including the Australian Accounting Interpretation) and the Corporations Regulations 2001;
• (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;
• (c) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in note 2(b);
• 1. This declaration has been made after receiving the declarations required to be made to the directors in accordance with sections of 295A of the Corporations Act 2001 for the financial year ending 30 June 2012.

On behalf of the Board

Simon Durack Non-executive Director

28 September 2012

Independent auditor's report to the members of MinRex Resources NL

Report on the financial report

We have audited the accompanying financial report of MinRex Resources NL, which comprises the statement of financial position as at 30 June 2012, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the period then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration.

Directors' responsibility for the financial report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the directors determine are necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 2, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards.

Auditor's responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the entity's preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

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

Independence

In conducting our audit we have complied with the independence requirements of the Corporations Act 2001. We have given to the directors of the company a written Auditor's Independence Declaration, a copy of which is included in the directors' report. We confirm that the Auditor's Independence Declaration would be in the same terms if given to the directors as at the time of this auditor's report.

Opinion

In our opinion:

• a. the financial report of MinRex Resources NL is in accordance with the Corporations Act 2001, including:
• i giving a true and fair view of the company's financial position as at 30 June 2012 and of its performance for the period ended on that date; and
• ii complying with Australian Accounting Standards and the Corporations Regulations 2001; and
• b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 2.

Report on the remuneration report

We have audited the Remuneration Report included in pages 13 to 14 of the directors' report for the period ended 30 June 2012. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Opinion

In our opinion, the Remuneration Report of MinRex Resources NL for the period ended 30 June 2012 complies with section 300A of the Corporations Act 2001.

Ernst & Young

T G Dachs Partner Perth 28 September 2012

MinRex Resources NL ASX Additional Information

Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows. The information is current as at 12 September 2012.

(a ) Distribution of Share Holders

Number of Shares Held	Number of Shareholders	Number of Shares
1 - 1,000	2	2
1,001 - 5,000	0
5,001 - 10,000	69	690,000
10,001 - 100,000	98	2,807,400
100,001 and over	35	14,002,599
Total	204	17,500,001

The number of shareholders holding less than a marketable parcel is 2.

Top Twenty Share Holders

	Holder name	Securities	%
1	LION SUPER PL	1,726,000	9.86%
2	JOHN WARDMAN & ASSOC PL	1,500,000	8.57%
3	CAREY D G + CAREY-DOMINGU	1,250,000	7.14%
4	SILVA PL	1,000,000	5.71%
5	BOME ERROL + MELANIE	885,000	5.06%
6	WHIDDON GLENN ROSS	670,000	3.83%
7	TRANSCONTINENTAL INV PL	500,000	2.86%
8	SOUMELIDES GEORGE	500,000	2.86%
9	DOYLE A M + MORETTI L H	500,000	2.86%
10	NAUTICAL HLDGS WA PL	374,770	2.14%
11	HEMISPHERE INV PTNRS PL	370,000	2.11%
12	SURFBOARD PL	350,000	2.00%
13	CHIFLEY PORTFOLIOS PL	346,829	1.98%
14	LOCOPE PL	275,000	1.57%
15	SCE SUPER PL	250,000	1.43%
16	PEARSON JAMES FLORIAN	250,000	1.43%
17	MAIN PETER ROBERT + K G	250,000	1.43%
18	EIGHTNINE PL	250,000	1.43%
19	WILLOW HLDGS PL	200,000	1.14%
20	MCINERNEY TERRY + JUDY	200,000	1.14%
	Total	11,647,599	66.55%

(b) Schedule of Interests in Mining Tenements

Tenement	Project	Registered Holder	MinRex Beneficial Interest
E59/1657	Deflector Extended Gold Project	MinRex Resources NL	100%
EL(18/2011)	Heemskirk Tin Project	MinRex Resources NL	100%

(c) Substantial Shareholder (Holding not less than 5%) As at 12 September 2012

	Holder name	Securities	%
1	LION SUPER PL	1,726,000	9.86%
2	JOHN WARDMAN & ASSOC PL	1,500,000	8.57%
3	CAREY D G + CAREY-DOMINGU	1,250,000	7.14%
4	SILVA PL	1,000,000	5.71%
5	BOME ERROL + MELANIE	885,000	5.06%

(d) Class of Shares and Voting Rights

There is only one class of share. All ordinary shares carry one vote per share. 20 partly paid shares carry the same voting right as one fully paid ordinary share,

(e) Unquoted option securities

Nil

(f) Restricted Securities

17,500,000 partly paid shares of \$0.01 each and which the escrow period for 800,000 partly paid shares ends 12 months from date of issue being 5 July 2012. The period for the remaining 16,700,000 ends 24 months from date of quotation being 11 November 2013.

(g) On-Market Buy Back

There is no current on-market buy back.

(h) Listing rule 11.1.3

Following compliance with listing rule 11.1.3, the Company confirms that it used its cash and assets in a form readily convertible to cash that it had at the time of admission in a way consistent with its business objectives.