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ORA BANDA MINING LTD Annual Report 2004

Sep 27, 2004

65475_rns_2004-09-27_f7564b82-1ba9-44a6-9e00-3d8ec2b40dcb.pdf

Annual Report

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MONARCH RESOURCES LIMITED ABN 69 100 038 266

AND CONTROLLED ENTITIES

FINANCIAL REPORT

FOR THE YEAR ENDED 30 JUNE 2004

MONARCH RESOURCES LIMITED

ABN 69 100 038 266

CORPORATE DIRECTORY

CONTENTS

Directors' report
Statement of financial performance 6
Statement of financial position
Statement of eash flows
Notes to the financial statements
Declaration by directors
Independent audit report

BOARD OF DIRECTORS

Colin L Smith Dip. Mining, WASM, FAusIMM Michael L Kiernan B.Bus. David M Macoboy B.Ec, B.Comm, CPA Phillip P Botsis FAICD, AAIBF (Senior)

COMPANY SECRETARY

Frank J Campagna B.Bus. (Acc), CPA

REGISTERED OFFICE

62 Colin Street West Perth WA 6005

Telephone: (61 8) 9481 6422 $(618)94816433$ Facsimile: E-mail: [email protected] Web-site: www.mrl.net.au

SHARE REGISTRY

Computershare Investor Services Pty Ltd Level 2 45 St George's Terrace Perth WA 6000

Telephone: (61 8) 9323 2000 Facsimile: $(618)$ 9323 2033 E-mail: [email protected] Web-site: www.computershare.com.au

AUDITORS

Ernst & Young

SOLICITORS Stemepreis Paganin

BANKERS National Australia Bank Limited

STOCK EXCHANGE LISTING

Shares in Monarch Resources Limited are quoted on Australian Stock Exchange Limited. ASX code: MRS

This financial report covers both Monarch Resources Limited as an individual entity and the consolidated entity, consisting of Monarch Resources Limited and its controlled entities. Monarch Resources Limited is a company limited by shares, incorporated and domiciled in Australia.

A description of the nature of the consolidated entity's operations and principal activities is included in the attached Directors' Report.

DIRECTORS' REPORT

The Directors of Monarch Resources Limited ("Monarch" or "parent entity") provide hereunder their report on the results and state of affairs of the parent entity and the consolidated entity for the financial year ended 30 June 2004.

DIRECTORS

The names of the Directors of Monarch in office during the course of the financial year and up to the date of this report are as follows:

Colin Lindsay Smith Michael Laurence Kiernan David Michael Macoboy Phillip Peter Botsis

Unless otherwise indicated, all Directors held their position as a Director throughout the entire financial year and up to the date of this report.

PRINCIPAL ACTIVITIES

The principal activity of Monarch and the consolidated entity (which includes the controlled entities of Monarch) during the financial year was mineral exploration and evaluation. There was no significant change in the nature of this activity during the year.

RESULTS OF OPERATIONS

The net loss of the consolidated entity after provision for income tax was \$1,038,200.

REVIEW OF OPERATIONS

During the year the consolidated entity continued its mineral exploration and evaluation activities on its portfolio of tenements located within Western Australia.

Exploration activities during the year included an aerial magnetic survey over the northern section of the Lake Johnston project, ground geophysical surveys at the Mt Day and Round Top Hill projects and drilling programmes at the Mt Day, Mt Gordon and Londonderry projects.

Monarch and Bullion Minerals Limited (Bullion) jointly entered into an option agreement over the Republican project located in Western Australia. The option may be exercised at any time up to 31 December 2005 for the sum of \$312,500 in cash and \$312,500 in shares in Monarch and/or Bullion.

Monarch sold its strategic shareholding in Anzoil NL in January 2004 for net sale proceeds of \$488,114.

The Directors of Monarch will continue to review other resources projects in which the consolidated entity may participate.

DIVIDENDS

No amounts were paid by way of dividend since the end of the previous financial year. The Directors do not recommend the payment of a dividend.

LIKELY DEVELOPMENTS

During the course of the next financial year, the consolidated entity intends to continue its mineral exploration and evaluation activities and to investigate additional resource projects in which the consolidated entity may participate.

In the opinion of the Directors there is no additional information available as at the date of this report on any likely developments which may materially affect the operations of the consolidated entity and the expected results of those operations in subsequent years.

OPTIONS GRANTED OVER UNISSUED SHARES

At the date of this report, 20,965,250 ordinary fully paid shares which are subject to options were unissued. The options are exercisable at 20 cents each on or before 31 July 2006.

Details of options issued and exercised during the financial year are contained in Note 13 to the financial report. Subsequent to the end of the financial year, shareholders approved the issue of 1,280,625 options pursuant to a share purchase plan offer to shareholders.

No person entitled to exercise the options has any right by virtue of the option to participate in any share issue of any other corporation.

SIGNIFICANT CHANGES

Significant changes in the state of affairs of the consolidated entity during the financial year were as follows:

  • (a) In January 2004, Monarch sold its strategic shareholding in Anzoil NL for net sale proceeds of \$488,114.
  • (b) During the year, Monarch exercised its option to acquire the Londonderry project and entered into an option agreement and joint venture agreement over the Republican project.
  • (c) Following a comprehensive technical review of the consolidated entity's Lake Johnston tenement holdings during the year, mineral tenements considered to have low prospectively were relinquished. Deferred exploration expenditure of \$776,123 was written-off to the statement of financial performance.

EVENTS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR

Significant events which have occurred subsequent to the end of the financial year are contained in Note 32 to the financial report.

INFORMATION ON DIRECTORS

DIRECTORS QUALIFICATIONS, EXPERIENCE
AND SPECIAL RESPONSIBILITIES
SHARES
BENEFICIALLY
HELD IN
PARENT ENTITY
Colin L Smith
Chairman
Dip. Mining, WASM, FAusIMM
A Director since March 2002. Mr Smith is an independent minerals
consultant with over 40 years experience, including extensive general
management, corporate and directorial experience in the iron ore, gold,
lead-zinc and uranium industries, primarily in Australia and Ghana. Mr
Smith is also Chairman of Consolidated Minerals Limited.
1,162,500 shares
550,000 options
Michael L Kiernan
Non-Executive Director
B.Bus.
A Director since March 2002. Mr Kiernan has over 30 years experience
in the transport, processing and mining contracting industries. His
experience includes manganese, chromite, gold, iron ore, nickel, barytes
and tin projects. He has held executive positions with Australia's major
transport and mining contractors and is currently Managing Director of
Consolidated Minerals Limited.
13,030,002 shares
6,515,001 options
David M Macoboy
Non-Executive Director
B.Ec, B.Comm, CPA
A Director since March 2002. Mr Macoboy is a certified practising
accountant with degrees in both economics and commerce. He has
extensive experience in banking, finance and general management in a
range of industries having held senior positions in banking, investment
banking, media and mining companies. Mr Macoboy is currently
Finance Director for Consolidated Minerals Limited.
1,131,250 shares
550,000 options
Phillip Peter Botsis
Non-Executive Director
FAICD, AAIBF (Senior)
A Director since February 2003. Mr Botsis has over 25 years
experience in finance and investment. He is the Founder and Managing
Director of Ledge Finance Limited, which provides business finance
services. Ledge Finance has several high-profile mining clients and is a
member of the Association of Mining and Exploration Companies.
1,531,250 shares
1,000,000 options

MEETINGS OF DIRECTORS

The number of meetings of the Board of Directors of Monarch held during the year ended 30 June 2004 and the number of meetings attended by each Director are as follows:

Number held
whilst in office
Number
attended
$C L S$ mith 5 5
M L Kiernan 5. 5
D M Macoboy 5 5
P P Botsis ς 4

Monarch does not have a separate audit committee. The Directors believe that Monarch is not currently of a size nor are its affairs of such complexity as to warrant the establishment of a separate audit committee. Accordingly, all matters capable of delegation to an audit committee are considered by the full Board of Directors.

DIRECTORS' AND EXECUTIVES' REMUNERATION

The Board of Directors considers remuneration policies and practices generally, and determines specific remuneration packages and other terms of employment for any executive directors, senior management and non-executive directors. Executive remuneration and other terms of employment are reviewed annually by the Board having regard to performance, relevant comparative information and independent expert advice. Executives may be provided with longer-term incentives through participation in option schemes, which serve to align the interests of the executives with those of shareholders.

Monarch's remuneration policy for any executive directors and senior management is designed to promote superior performance and long term commitment to Monarch. Remuneration packages are set at levels that are intended to attract and retain executives capable of managing the consolidated entity's Australian operations.

Details of the nature and amount of each element of the emoluments of each Director of Monarch are as follows:

Primary Post-employment
Cash salary Other benefits
Name and fees $($ insurance premiums $)$ Superanmuation Total
\$ S S
Directors
C L Smith 55,573 5,197 w 60,770
ML Kiernan 5,196 ÷. 5,196
D M Macoboy 22,500 5,196 27,696
P P Botsis 30,000 5,196 2,700 37,896

Other than Directors of Monarch, there were no other executive officers of the consolidated entity during the year.

Information on any benefits received by Directors of Monarch by reason of a contract made by the consolidated entity with a Director or a director-related entity are contained in Note 21 of the financial report.

The consolidated entity has entered into indemnity agreements with each of the Directors and officers of the consolidated entity. Under the agreements, the consolidated entity will indemnify those officers against any claim or for any expenses or costs which may arise as a result of work performed in their respective capacities as officers of the consolidated entity or any related entities.

During the financial year, Monarch paid premiums of \$20,785 to insure the Directors and other officers of the consolidated entity. The liabilities insured are for costs and expenses 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 consolidated entity.

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. Generally, these licences specify the environmental regulations applicable to exploration and mining operations in the respective jurisdictions. The consolidated entity aims to ensure that it complies with the identified regulatory requirements in each jurisdiction in which it operates.

Compliance with environmental obligations is monitored by the Board of Directors. No environmental breaches have been notified to the consolidated entity by any government agency during the year ended 30 June 2004.

Signed in accordance with a resolution of the Directors.

ML Kiernan Director

Perth, Western Australia 27 September 2004

STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2004

CONSOLIDATED PARENT ENTITY
NOTE 2004
S
2003
\$
2004
\$
2003
S
Revenue from operating activities 18,671 45,016 18,671 45,016
Revenue from outside operating activities 578,112 32,175 578,112 32,175
Total revenue 2 596,783 77,191 596,783 77,191
Employee and directors' benefits expenses 58,700 40,288 58,700 40,288
Carrying value of investments sold 536,736 26,000 536,736 26,000
Consulting and corporate advisory fees 118,200 73,001 118,200 73,001
Deferred exploration expenditure written-off 776,123 213,918
Provision for diminution in investments 320,038 729,200 320,038
Regulatory expenses 58,023 26,832 58,023 26,832
Other expenses from ordinary activities 87,201 94,389 87,201 94,336
Loss from ordinary activities before income
tax expense 3 (1,038,200) (503, 357) (1,205,195) (503, 304)
Income tax expense 4
Net loss attributable to members of Monarch
Resources Limited (1,038,200) (503, 357) (1,205,195) (503, 304)
Share and option issue expenses (385, 142) (385, 142)
Total changes in equity other than those resulting
from transactions with owners as owners attributable
to members of Monarch Resources Limited (1,038,200) (888, 499) (1,205,195) (888, 446)
Cents Cents
Basic earnings/(loss) per share 30 (2.43) (1.36)
Diluted earnings/(loss) per share 30 (2.43) (1.36)

The accompanying notes form part of these financial statements.

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2004

CONSOLIDATED PARENT ENTITY
NOTE 2004 2003 2004 2003
\$ \$ \$ \$
CURRENT ASSETS
Cash assets 5 149,843 781,167 149,843 781,167
Receivables 6 40,743 30,399 40,743 30,399
Other financial assets 7 482,005 482,005
TOTAL CURRENT ASSETS 190,586 1,293,571 190,586 1,293,571
NON-CURRENT ASSETS
Receivables 8 584,100 240,683
Other financial assets 9 729,200
Deferred exploration expenditure 10 1,914,797 1,763,126 1,121,455 750,996
TOTAL NON-CURRENT ASSETS 1,914,797 1,763,126 1,705,555 1,720,879
TOTAL ASSETS 2,105,383 3,056,697 1,896,141 3,014,450
CURRENT LIABILITIES
Payables 11 100,824 76,638 100,824 76,638
TOTAL CURRENT LIABILITIES 100,824 76,638 100,824 76,638
TOTAL LIABILITIES 100,824 76,638 100,824 76,638
NET ASSETS 2,004,559 2,980,059 1,795,317 2,937,812
EQUITY
Contributed equity 12 3,415,306 3,352,606 3,415,306 3,352,606
Reserves 13 103,148 103,148 103,148 103,148
Accumulated losses 14 (1,556,195) (517,995) (1,723,137) (517, 942)
TOTAL PARENT ENTITY INTEREST 1,962,259 2,937,759 1,795,317 2,937,812
Outside equity interests 15 42,300 42,300
TOTAL EQUITY 16 2,004,559 2,980,059 1,795,317 2,937,812

The accompanying notes form part of these financial statements.

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2004

CONSOLIDATED PARENT ENTITY
NOTE 2004 2003 2004 2003
\$ S \$ S
Cash flows from operating activities
Payments to suppliers and employees (320, 376) (227, 435) (320, 376) (227, 382)
Interest received 18,671 45,016 18,671 45,016
Net cash outflow from operating activities 25 (301,705) (182, 419) (301, 705) (182, 366)
Cash flows from investing activities
Payments for controlled entities, net of cash acquired (29, 147)
Payments for mineral exploration expenditure (836, 609) (380, 215) (493, 192) (139, 532)
Payments for purchase of mining tenements (69,091) (521, 505) (69,091) (521, 505)
Payments for purchase of share investments (54, 731) (828, 043) (54, 731) (857, 243)
Proceeds on sale of share investments 578,112 32,175 578,112 32,175
Net cash outflow from investing activities (382,319) (1,726,735) (38,902) (1,486,105)
Cash flows from financing activities
Proceeds from issues of shares and options 62,700 2,892,894 62,700 2,892,894
Payments for share and option issue expenses (385, 142) (385, 142)
Loans to controlled entities (343, 417) (240, 683)
Loans to other parties (110,000) (110,000)
Proceeds from borrowings 10,000 10,000
Repayment of loans by other corporations 100,000 100,000
Net cash inflow/(outflow) from financing activities 52,700 2,517,752 (290,717) 2,277,069
Net increase/(decrease) in cash held (631, 324) 608,598 (631, 324) 608,598
Cash at the beginning of the financial year 781,167 172,569 781,167 172,569
Cash at the end of the financial year 5 149,843 781,167 149,843 781,167
Non-cash financing and investing activities 26

The accompanying notes form part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2004

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

$11$ BASIS OF PREPARATION OF THE FINANCIAL REPORT

This financial report is a general purpose financial report which has been prepared in accordance with Accounting Standards, Urgent Issues Group Consensus Views and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The financial report has been prepared on an accruals basis and is based on historical cost and does not take into account changing money values or, except where stated, current valuations of noncurrent assets.

Cost is based on the fair values of the consideration given in exchange for assets. Accounting policies adopted are consistent with those applied in the previous financial period, except as specifically noted.

$1.2$ GOING CONCERN

The statement of financial position of the parent entity and the consolidated entity as at 30 June 2004 both disclose a net working capital position of \$89,762. The net cash outflow for the year ended 30 June 2004 for both the parent entity and the consolidated entity was \$631,324. The financial statements have been prepared on the basis that the parent entity and the consolidated entity can continue to meet their commitments and can therefore continue normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business. Given the stage of the parent entity's and the consolidated entity's development and their working capital position as at 30 June 2004, they remain reliant upon equity capital for ongoing funding requirements.

Subsequent to the end of the financial year, the parent entity raised \$409,800 through a share purchase plan offer to shareholders and shortfall placement. The directors of the parent entity are also investigating additional funding initiatives. The parent entity and the consolidated entity may also undertake a rationalisation of their tenement portfolios, including the joint venture or outright sale of projects within the portfolio. The directors believe that at the date of signing of the financial report there are reasonable grounds to believe that the matters set out above will be achieved and thus believe that it is appropriate for the financial statements to be prepared on the basis of the parent entity and the consolidated entity continuing as a going concern.

The financial statements do not include any adjustments relating to the recoverability or classification of recorded asset amounts, or to the amounts or classification of liabilities, which may be necessary should the parent entity and the consolidated entity not be able to continue as a going concern.

PRINCIPLES OF CONSOLIDATION 1.3

The consolidated financial report incorporates the assets and liabilities of all entities controlled by Monarch Resources Limited ("parent entity") as at 30 June 2004 and the results of all controlled entities for the year then ended. Monarch Resources Limited and its controlled entities together are referred to in this financial report as the consolidated entity. A list of controlled entities appears in Note 23. The effects of all transactions between entities in the consolidated entity are eliminated in full.

Where control of an entity is obtained during a financial year, its results are included only from the date upon which control commences. Where control of an entity ceases during a financial year, its results are included for that part of the year during which control existed.

1.4 INVESTMENTS

Investments classified as current assets represent securities in listed companies purchased for resale and are valued at the lower of cost and net realisable value as at balance date.

INCOME TAX 1.5

Tax effect accounting procedures are followed whereby the income tax expense in the statement of financial performance is matched with the accounting profit or loss (after allowing for permanent differences). The future income tax benefit relating to tax losses is not carried forward as an asset unless the benefit can be regarded as being virtually certain of realisation. Income tax on net cumulative timing differences is set aside to the deferred income tax and future income tax benefit accounts at the rates which are expected to apply when those timing differences reverse.

1.6 DEFERRED EXPLORATION EXPENDITURE

Exploration and evaluation costs are accumulated in respect of each separate area of interest.

Exploration and evaluation costs for each area of interest are carried forward where rights of tenure of the area of interest are current and the costs are expected to be recouped through the successful development and exploitation of the area of interest, or by its sale, or where exploration and evaluation activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active and significant operations in relation to the area are continuing.

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 year in which the decision is made. Each area of interest is reviewed at the end of each accounting period and accumulated expenditure is written off to the extent that it is considered that the costs will not be recoverable in the future.

$1.7$ RECOVERABLE AMOUNT

Where the carrying value of an individual non-current asset, other than exploration expenditure, is greater than its recoverable amount, the asset is written down to its recoverable amount. The directors review the carrying values of noncurrent assets at each year end and in determining recoverable amount, the expected net cash flows are not discounted to their present values.

1.8 REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the consolidated entity and the revenue can be reliably measured. Specific criteria for interest receipts to be recognised as revenue are when control of the right to receive the interest payment passes to the consolidated entity.

1.9 FINANCIAL INSTRUMENTS

Financial instruments included in equity

Ordinary share capital bears no special terms or conditions affecting income or capital entitlements of the shareholders. Dividend entitlements are recognised as an appropriation of profit in the period to which they relate.

Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.

Financial instruments included in liabilities

Loans payable are recorded as liabilities and are recognised at the amount of the net proceeds received. Interest is recognised as an expense in the period to which it relates. Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the consideration to be paid in the future for goods and services received.

Financial instruments included in assets

Trade and other debtors are initially recorded at the amount of contracted proceeds.

1.10 EARNINGS PER SHARE

Basic earnings per share is determined by dividing net operating results after income tax attributable to members of the parent entity, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year.

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 shares assumed to have been issued for no consideration in relation to potential ordinary shares.

GOODS AND SERVICES TAX $1.11$

Revenues, expenses and assets are recognised net of goods and services tax (GST), except where the amount of GST incurred is not recoverable. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item.

Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable or payable is included as a current asset or liability in the statement of financial position. Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable or payable are classified as operating eash flows.

$1.12$ CASH

For the purposes of the statement of cash flows, cash includes deposits at call which are readily convertible to cash on hand and which are used in the cash management function on a day to day basis, net of outstanding bank overdrafts.

CONSOLIDATED
2004
2003 PARENT ENTITY
2004
2003
2. OPERATING REVENUE s \$ S \$
(a) Revenue from operating activities
- interest received 18,671 45,016 18,671 45,016
(b) Revenue from outside operating activities
- proceeds on sale of investments 578,112 32,175 578,112 32,175
596,783 77,191 596,783 77,191
3. LOSS FROM ORDINARY ACTIVITIES
Loss from ordinary activities before income tax expense
includes the following specific net gains and expenses:
Net gains
Profit on sale of investments 41,376 6,175 41,376
Other expenses
Insurance costs 30,895 20,042 30,895 20,042
Legal fees 16,256 25,100 16,256 25,100
Rental and outgoings 12,000 8,000 12,000 8,000
Individually significant items
Expenses
Deferred exploration expenditure written-off 776,123 213,918
Provision for diminution in investments 320,038 729,200 320,038
4. INCOME TAX
The difference between income tax expense provided
in the financial statements and the prima facie income
tax expense is reconciled as follows:
Loss from ordinary activities (1,038,200) (503, 357) (1,205,195) (503, 304)
Prima facie tax expense/(benefit) at 30% (311,460) (151,007) (361, 558) (150,991)
Tax effect of permanent differences:
Provision for diminution in investments 218,760
Other non-deductible expenses 7,029 15,871 7,029 15,871
(304, 431) (135, 136) (135,769) (135, 120)
Current year tax losses not brought to account as realisation
is not virtually certain 304,431 135,136 135,769 135,120
Income tax expense
The directors estimate that the potential future income tax
benefit in respect of tax losses not brought to account is: 816,943 137,067 524,847 137,051

The potential benefit of tax losses has not been brought to account in this financial report as realisation of the benefit cannot be regarded as being virtually certain.

The potential future income tax benefit will be obtainable by the consolidated entity only if:

  • (a) the consolidated entity derives future assessable income of a nature and of an amount sufficient to enable the benefit of the deductions for the loss to be realised:
  • the consolidated entity continues to comply with the conditions for deductibility imposed by income tax law; and $(b)$
  • (c) no changes in income tax legislation adversely affects the consolidated entity in realising the benefit of the deduction for the loss.

Tax consolidation legislation

The parent entity and its wholly-owned Australian controlled entities have not formally elected to implement the tax consolidation legislation. Accordingly, the Australian Taxation Office has not been notified that the parent entity will form a tax consolidated group. A review of the impact of the tax consolidation legislation on the consolidated entity is being undertaken to determine whether the consolidated entity will elect to adopt the legislation for the income tax year ending 30 June 2004. The financial effect, should it occur, will be recognised in the financial statements for the year ending 30 June 2005. It is unlikely that there will be any financial impact on the consolidated entity.

CONSOLIDATED PARENT ENTITY
2004 2003 2004 2003
\$ S S \$
CURRENT ASSETS
5. CASH ASSETS
Cash at bank 33,276 76,141 33,276 76,141
Cash on deposit 116,565 705,024 116,565 705,024
Cash on hand 2 2 2
149,843 781,167 149,843 781,167
6. RECEIVABLES
Sundry debtors - other corporations 30,743 30,399 30.743 30,399
Unsecured loan - other parties 10,000 10,000
40,743 30,399 40,743 30,399

Unsecured loan to other parties is interest free and has no fixed terms of repayment.

7. OTHER FINANCIAL ASSETS

Quoted investments – at cost
Shares in other corporations 802,043 802,043
Less provision for diminution (320, 038) (320, 038)
482,005 482,005
stock exchange Market value of investments quoted on prescribed
- shares in other corporations 476,600 476,600
- options in other corporations 6,000 6,000
482,600 482,600
NON-CURRENT ASSETS
8.
RECEIVABLES
Unsecured loans - controlled entities 584,100 240.683

Unsecured loans to controlled entities are interest free and have no fixed terms of repayment.

CONSOLIDATED PARENT ENTITY
2004 2003 2004 2003
\$ s S \$
9. OTHER FINANCIAL ASSETS
Shares in controlled entities - at cost 729,200 729.200
Less provision for diminution (729,200)
729,200
10. DEFERRED EXPLORATION EXPENDITURE
Opening balance 1,763,126 50,000 750,996 50,000
Acquisition costs 69.091 1,292,953 69.091 521,505
Exploration expenditure incurred in current year 858,703 420,173 515,286 179,491
Exploration expenditure written-off (776, 123) (213,918)
1,914,797 1,763,126 1,121.455 750,996

The ultimate recoupment of deferred exploration expenditure carried forward is dependent upon the successful development and exploitation, or alternatively sale, of the respective areas of interest at an amount greater than or equal to the carrying value.

CURRENT LIABILITIES

11. PAYABLES
Sundry creditors and accruals 90.824 66,638 90.824 66,638
Unsecured $\tan -$ other parties 10.000 10.000 10.000. 10.000
100.824 76.638 100.824 76.638

Unsecured loan from other parties is interest free and has no fixed terms of repayment.

12. CONTRIBUTED EQUITY

(a) Share capital

42,871,002 (2003: 42,557,502) ordinary
fully paid shares
3,415,306 3.352,606 3,415.306 3,352,606
(b) Movements in ordinary share capital Shares S
Balance 1 July 2002 25,000,002 223,002
Initial public offering 13,932.500 2.786,500
Issue of share for purchase of mining tenements 3,500,000 700,000
Issue of shares to consultant 125,000 25,000
Less share issue expenses (381, 896)
Balance 30 June 2003 42,557,502 3,352,606
Exercise of options 313,500 62,700
Balance 30 June 2004 42,871,002 3,415,306

Ordinary shares entitle the holder to participate in dividends in proportion to the number of and amounts paid on the shares held. On a show of hands, every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.

CONSOLIDATED PARENT ENTITY
2004 2003 2004 2003
S S S \$
13. RESERVES
Option premium reserve
103,148 103,148 103,148 103,148
Movements in share options Options s
Balance 1 July 2002
Pro-rata rights issue to shareholders
Less option issue expenses
21,278,750 106,394
(3,246)
Balance 30 June 2003 21,278,750 103,148
Exercise of options (313,500)
Balance 30 June 2004 20,965,250 103,148
As at 30 June 2004, the following options over ordinary fully paid shares were outstanding: Options
- exercisable at 20 cents each on or before 31 July 2006 20,965,250
14. ACCUMULATED LOSSES
Accumulated losses at the beginning of the financial year
Net loss attributable to members of the parent entity
517,995
1,038,200
14,638
503,357
517,942
1,205,195
14,638
503,304
Accumulated losses at the end of the financial year 1,556,195 517,995 1,723,137 517,942
15. OUTSIDE EQUITY INTERESTS
Interest in:
Share capital
42,300 42,300
16. TOTAL EQUITY RECONCILIATION
Total equity at the beginning of the financial year
Total changes in equity recognised in the statement of
2,980,059 208,364 2,937,812 208,364
financial performance
Transactions with owners as owners:
(1,038,200) (888, 499) (1,205,195) (888, 446)
Contributions of equity, net of transaction costs
Total changes in outside equity interests
62,700 3,617,894
42,300
62,700 3,617,894
Total equity at the end of the financial year 2,004,559 2,980,059 1,795,317 2,937,812

17. DIRECTOR AND EXECUTIVE DISCLOSURES

Directors

The following persons were directors of Monarch Resources Limited during the financial year:

Non-executive directors $\cal C$ L Smith M L Kiernan D M Macoboy P P Botsis

Executives (other than directors) with the greatest authority for strategic direction and management

The strategic direction and management of the consolidated entity is administered and managed by the board of directors. There are no individuals (other than the directors) who are responsible for the strategic direction and management of the consolidated entity and consequently no individuals meet the definition of specified executive for the purposes of AASB 1046 - Director and Executive Disclosures by Disclosing Entities.

The consolidated entity makes superannuation contributions at a rate of 9% of directors' cash remuneration to defined superannuation funds. The average number of casual employees of the consolidated entity during the financial year was Nil $(2003; 1)$ .

Remuneration report

Principles used to determine the nature and amount of remuneration

Executive remuneration

The parent entity's remuneration policy for any executive directors and senior management is designed to promote superior performance and long term commitment to the consolidated entity. Remuneration packages are set at levels that are intended to attract and retain executives capable of managing the consolidated entity's Australian operations.

Executive remuneration and other terms of employment are reviewed annually having regard to performance, relevant comparative information and expert advice. The parent entity's reward policy aims to align executive's remuneration with shareholders' interests and to retain appropriately qualified personnel.

Non-executive directors remuneration

Shareholders approve the maximum aggregate remuneration for non-executive directors. The Board of Directors recommends the actual payments to directors. Non-executive directors are entitled to statutory superannuation benefits.

Non-executive directors may be entitled to participate in equity based remuneration schemes. All directors are entitled to have their indemnity insurance paid by the consolidated entity.

Details of remuneration

Directors of Monarch Resources Limited

2004

Primary Post-employment Equity Other benefits
Cash salary Insurance
Name and fees Superannuation Options issued premiums Total
S \$ \$ S S
$C L$ Smith 55,573 5,197 60,770
M L Kiernan 5,196 5,196
D M Macoboy 22,500 5,196 27,696
P P Botsis 30,000 2,700 5,196 37,896
Total 108,073 2,700 20,785 131,558

2003

Primary Post-employment Equity Other benefits
Cash salary Insurance
Name and fees Superannuation Options issued premiums Total
S S S
CL Smith 28,648 $\blacksquare$ 4.142 32,790
M L Kiernan 25,000 $\mathbf{u}_\mathrm{c}$ 4,142 29,142
D M Macoboy $\blacksquare$ 4,142 4,142
P P Botsis 12,096 1,107 $\sim$ 4,142 17,345
Total 65,744 1,107 $\overline{\phantom{a}}$ 16,568 83,419

Share holdings

The numbers of shares in the parent entity held during the financial year by each director of the parent entity, including their personally-related entities, are set out below.

Balance at the
start of the year
Received during
the year on the
exercise of options
Other changes during
the year
Balance at the
end of the year
l C L Smith- 1,100,000 1,100,000
l ML Kiernan 13,030,002 13,030,002
D M Macoboy 1,100.000 1,100,000
PP Botsis 1,500.000 1,500,000

Option holdings

The numbers of options over fully paid shares in the parent entity held during the financial year by each director of the parent entity, including their personally-related entities, are set out below.

Balance at
the start of
the year
Granted
during
the year as
remuneration
Exercised
during
the year
Other
changes
during
the year
Balance at
the end
of the year
Vested and
exercisable
at the end
of the year
CL Smith
M L Kiernan
550,000
6,515,001
550,000
6,515,001
550,000
6,515,001
D M Macoboy
P P Botsis
550.000
750,000
250,000 550,000
1,000,000
550,000
1,000,000

Other changes during the year include on-market purchases. Options held by directors were acquired for cash and do not represent any form of remuneration. Accordingly, no options vested during the year.

Other transactions with directors

Transactions during the year between the consolidated entity and directors or their director-related entities are set out in Note $21.$

CONSOLIDATED PARENT ENTITY
2004 2003 2004 2003
S S \$ э
18. REMUNERATION OF AUDITORS
Amounts paid or due and payable to the auditors for:
Auditing the financial report 17,550 17.024 17,550 17,024
Taxation services 6.800 700 6.800 700
Independent accountants' report. 13,840 13,840
24,350 31.564 24.350 31,564

19. EXPENDITURE COMMITMENTS

  • (a) Under the terms of mineral tenement licences held by the consolidated entity, minimum annual expenditure obligations of \$724,000 (2003: \$590,000) may be required to be expended during the forthcoming financial year in order for the tenements to maintain a status of good standing. This expenditure may be incurred by the consolidated entity or its joint venture partners and may be subject to variation from time to time in accordance with Department of Industry and Resources regulations.
  • (b) The parent entity has entered into an option agreement for the right to acquire a 50% interest in the Republican project for a consideration of \$312,500 in cash and \$312,500 in shares in the parent entity and/or its joint venture partner. The option may be exercised at any time prior to 31 December 2005.

20. SEGMENT INFORMATION

The consolidated entity operates predominantly in one business and geographical segment, being mineral exploration in Western Australia, and all of the assets of the consolidated entity are deployed for these purposes. The consolidated entity's primary segmentation is its business segmentation.

21. RELATED PARTIES

Transactions with related parties

During the financial year, fees of \$20,000 (2003: \$75,000) were paid in the normal course of business to Athena Capital Pty Ltd (Laurence James Kiernan) for the provision of corporate advisory services to the consolidated entity.

During the financial year, the consolidated entity paid a total of \$12,000 (2003: \$8,000) to a public company, of which Messrs C L Smith, M L Kiernan and D M Macoboy are directors and shareholders, for the rental of office facilities on normal commercial terms.

Transactions with related parties in the wholly owned group

During the financial year, unsecured loan advances were made between the parent entity and its controlled entities. All such loans were interest free. Loan balances between the parent entity and its controlled entities are disclosed in the financial report of the parent entity. Intra-entity loan balances have been eliminated in the financial report of the consolidated entity.

Other transactions with directors and specified executives are set out in Note 17.

22. FINANCIAL INSTRUMENTS

(a) Credit risk exposure

Credit risk relates to the risk that a counter party will default on its contractual obligations resulting in financial loss to the consolidated entity. The exposure of the consolidated entity to credit risk at balance date in relation to each class of recognised financial asset is the carrying amount of the assets as indicated in the statement of financial position.

(b) Net fair values

The fair values of all financial assets and liabilities approximate their carrying values as indicated in the statement of financial position.

(c) Interest rate risk exposure

Interest rate risk represents the risk that the value of a financial instrument will fluctuate as a result of changes in market interest rates. The exposure of the consolidated entity to interest rate risk and the effective weighted average interest rate for classes of financial assets and liabilities is set out below.

Note Floating
interest
rate
Fixed interest
maturing in:
1 year
or less
Non-interest
bearing
Total
\$ S \$ S
30 June 2004
Financial assets
Cash assets 5 149,841 2 149,843
Receivables 6 ۰ 40,743 40,743
149,841 40,745 190,586
Weighted average interest rate 3.1%
Financial liabilities
Payables $\blacksquare$ - 100,824 100,824
100,824 100.824
Weighted average interest rate
Floating Fixed interest
maturing in:
interest 1 year Non-interest
Note rate or less bearing Total
S \$ S S
30 June 2003
Financial assets
Cash assets 5 781,165 2 781,167
Receivables 6 30,399 30,399
Other financial assets 7 ۰ 482,005 482,005
781,165 512,406 1,293,571
Weighted average interest rate $3.7\%$
Financial liabilities
Payables 11 76,638 76,638
- 76,638 76,638
Weighted average interest rate

23. INVESTMENTS IN CONTROLLED ENTITIES

Country of Class Equity holding
Name of entity incorporation of shares 2004 2003
$\frac{1}{2}$ %
Monarch Nickel Pty Ltd Australia Ordinary 100 100
Monarch Gold Pty Ltd Australia Ordinary 80 80

Acquisition of controlled entities

During the previous financial year, the parent entity acquired all the issued capital of Monarch Nickel Pty Ltd (formerly Rainbush Investments Pty Ltd) for a consideration of \$560,000 and 80% of the issued capital of Monarch Gold Pty Ltd (formerly Delvale Investments Pty Ltd) for a consideration of \$169,200. Details of the acquisitions are as follows:

2004 2003
Consideration \$ S
- shares issued 700,000
- cash paid 29,200
729,200
Fair value of identifiable net assets of controlled entities acquired
Cash assets 53
Deferred exploration expenditure 771,447
771,500
Less outside equity interests (42,300)
Consideration 729,200
Outflow of cash to acquire controlled entity, net of cash acquired
Cash consideration (29,200)
Less cash acquired 53
Outflow of eash (29, 147)

24. INTERESTS IN JOINT VENTURES

26.

30.

The parent entity holds an 80% interest and is manager of a joint venture arrangement, known as the Lake Johnston Joint Venture, for the exploration for minerals. Under the terms of the joint venture, the remaining 20% interest held by a third party is free carried. Accordingly, the consolidated entity contributes 100% of the funding for the joint venture activities.

The net contribution of the Lake Johnston Joint Venture to the consolidated operating loss before income tax of the consolidated entity was Nil. Included in the statement of financial position as at 30 June 2004 is an amount of \$534,712 (2003: \$189,986) in deferred exploration expenditure relating to this joint venture.

25. RECONCILIATION OF NET CASH OUTFLOW FROM OPERATING ACTIVITIES TO OPERATING LOSS AFTER INCOME TAX

CONSOLIDATED PARENT ENTITY
2004 2003 2004 2003
S \$ S \$
Net cash outflow from operating activities (301,705) (182, 419) (301,705) (182,366)
Deferred exploration expenditure written-off (776, 123) (213,918)
Profit on sale of investments 41,376 41,376
Provision for diminution in investments (320, 038) (729, 200) (320, 038)
Changes in operating assets and liabilities
Increase/(decrease) in receivables (1, 527) 28,910 (1,527) 28,910
Increase/(decrease) other operating assets (22, 373) (22, 373)
(Increase)/decrease in payables (221) (7, 437) (221) (7, 437)
Operating loss after income tax (1,038,200) (503, 357) (1,205,195) (503, 304)
NON CASH FINANCING AND INVESTING ACTIVITIES
Issue of shares as part consideration for the purchase of
mining tenements 700,000 700,000
Issue of shares for corporate advisory services 25,000 25,000
725.000 725,000
EARNINGS PER SHARE
Weighted average number of ordinary shares on issue
used in the calculation of basic earnings per share
42,725,732 37,090,728
Weighted average number of ordinary shares on issue
used in the calculation of diluted earnings per share 42,725,732 37,090,728
Loss used in the calculation of basic and diluted earnings
per share (1,038,200) (503, 357)

No dilutive potential ordinary shares existed as at balance date, therefore diluted loss per share is the same as basic loss per share.

The following movements in ordinary shares and options occurred subsequent to balance date:

  • 2,561,250 shares were issued pursuant to a share purchase plan and shortfall placement.

31. INTERNATIONAL FINANCIAL REPORTING STANDARDS

The Australian Accounting Standards Board (AASB) is adopting International Financial Reporting Standards (IFRS) for application to reporting periods beginning on or after 1 January 2005. The AASB has issued Australian equivalents to IFRS and the Urgent Issues Group will issue abstracts corresponding to IASB interpretations originated by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee. The adoption of Australian equivalents to IFRS will be first reflected in the consolidated entity's financial statements for the half-year ending 31 December 2005 and the year ending 30 June 2006. Information about how the transition to Australian equivalents to IFRS is being managed and the key differences in accounting policies that are expected to arise, is set out below.

Entities complying with Australian equivalents to IFRS for the first time will be required to restate their comparative financial statements to amounts reflecting the application of IFRS to that comparative period. Most adjustments required on transition to IFRS will be made, retrospectively, against opening retained earnings as at 1 July 2004.

The consolidated entity has commenced an internal analysis of key financial reporting differences as well as planning for the conversion to IFRS in relation to accounting policies and procedures, reporting systems, business processes and business structures. Expert external consultants will also be engaged to perform diagnostics and conduct impact assessments to identify key areas that will be impacted by the transition to IFRS, where considered necessary.

Major changes identified to date that will be required to the consolidated entity's existing accounting policies include the following:

Exploration and evaluation expenditure on mineral resources

Uncertainty remains in relation to accounting for extractive industries within the IFRS regime with no specific standard finalised. If the stated "grandfathering" approach embodied in Exposure Draft 6 "Exploration for and Evaluation of Mineral Resources" is implemented, then the consolidated entity's existing policy of accounting for exploration and evaluation activity will comply with IFRS requirements and therefore no difference is expected to result either from the recognition of exploration and evaluation assets or from impairment testing.

Income tax

Under AASB 112 Income Taxes, deferred tax balances are determined using the balance sheet method which calculates temporary differences based on the carrying amounts of an entity's assets and liabilities in the statement of financial position and their associated tax bases. In addition, current and deferred taxes attributable to amounts recognised directly in equity are also recognised directly in equity. This will result in a change to the current accounting policy, under which deferred tax balances are determined using the income statement method, items are only tax-effected if they are included in the determination of pre-tax accounting profit or loss and/or taxable income or loss and current and deferred taxes cannot be recognised directly in equity.

The impact on the consolidated entity has not yet been determined.

Equity-based compensation benefits

Under AASB 2 Share-based Payment, equity-based compensation to employees will be recognised as an expense in respect of the services received. This will result in a change to the current accounting policy, under which no expense is recognised for equity-based compensation.

The above should not be regarded as a complete list of changes in accounting policies that will result from the transition to Australian equivalents to IFRS, as not all standards have been analysed as yet, and some decisions have not yet been made where choices of accounting policies are available. For those reasons it is not yet possible to quantify the impact of the transitions to Australian equivalents to IFRS on the consolidated entity's financial position and reported results.

32. SUBSEQUENT EVENTS

In August 2004, the parent entity raised equity funds of \$409,800 through a share purchase plan offer to shareholders and a shortfall placement. The share purchase plan offered for subscription a maximum of \$5,000 worth of shares in the parent entity at a subscription price of 16 cents per share and a free attaching option for every two shares subscribed for. A total of 2,561,250 shares were issued as a result of the share purchase plan and shortfall placement.

Shareholder approval was received on 10 September 2004 for the issue of options pursuant to the share purchase plan. A total of 1,280,625 options will be issued upon lodgement by the parent entity of a prospectus for the options.

DECLARATION BY DIRECTORS

The Board of Directors of Monarch Resources Limited declares that:

  • the financial statements and associated notes comply with Accounting Standards, the Corporations Regulations 2001 $(a)$ and other mandatory professional reporting requirements;
  • $(b)$ the financial statements and associated notes give a true and fair view of the financial position as at 30 June 2004 and performance of the parent entity and the consolidated entity for the financial year ended on that date;
  • (c) at the date of this declaration, there are reasonable grounds to believe that the parent entity will be able to pay its debts as and when they fall due.

The consolidated financial report has been made out in accordance with Australian Accounting Standards and the Corporations Act 2001.

Signed in accordance with a resolution of the Directors.

ML Kiernan Managing Director

Perth, Western Australia 27 September 2004

EI FINST & YOUNG

■ Central Park 152 St Georgias Terrace Pouh WA 6000 Australia

(RC) Box M939 Penh WA 6843

Independent audit report to members of Monarch Resources Limited

Scope

The financial report and directors' responsibility

The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows, accompanying notes to the financial statements, and the directors' declaration for Monarch Resources Limited (the company) and the consolidated entity, for the year ended 30 June 2004. The consolidated entity comprises both the company and the entities it controlled during that year.

The directors of the company are responsible for preparing a financial report that gives a true and fair view of the financial position and performance of the company and the consolidated entity, and that complies with Accounting Standards in Australia, in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.

Audit approach

We conducted an independent audit of the financial report in order to express an opinion on it to the members of the company. Our audit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected.

We performed procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards in Australia, and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company's and the consolidated entity's financial position, and of their performance as represented by the results of their operations and cash flows.

We formed our audit opinion on the basis of these procedures, which included:

  • examining, on a test basis, information to provide evidence supporting the amounts and ٠ disclosures in the financial report, and
  • assessing the appropriateness of the accounting policies and disclosures used and the ۰ reasonableness of significant accounting estimates made by the directors.

While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls.

We performed procedures to assess whether the substance of business transactions was accurately reflected in the financial report. These and our other procedures did not include consideration or judgement of the appropriateness or reasonableness of the business plans or strategies adopted by the directors and management of the company.

Independence

We are independent of the company, and have met the independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001. In addition to our audit of the financial report, we were engaged to undertake the services disclosed in the notes to the financial statements. The provision of these services has not impaired our independence.

Audit opinion

In our opinion, the financial report of Monarch Resources Limited is in accordance with:

  • the Corporations Act 2001, including: $(a)$
  • giving a true and fair view of the financial position of Monarch Resources Limited $(i)$ and the consolidated entity at 30 June 2004 and of their performance for the year ended on that date; and
  • $(ii)$ complying with Accounting Standards in Australia and the Corporations Regulations 2001; and
  • other mandatory financial reporting requirements in Australia. (b)

Inherent Uncertainty Regarding Going Concern

Without qualification to the opinion expressed above, attention is drawn to the following matter.

As a result of the matters described in Note 1 of the financial report relating to going concern, there is significant uncertainty whether the company and consolidated entity will be able to continue as going concerns without obtaining further funds to continue its exploration and development activities, and therefore whether they will be able to pay their debts as and when they fall due and realise their assets and extinguish their liabilities in the normal course of business at the amounts stated in the financial report. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the company and consolidated entity not be able to continue as going concerns.

Ernst & Young

Ernst & Young

your Buckingham

Gavin A Buckingham Partner Perth 27 September 2004