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ORBMINCO LIMITED — Annual Report 2018
Mar 1, 2018
65473_rns_2018-03-01_b8627f57-4107-4731-825a-29566a7f54b0.pdf
Annual Report
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Financial Report
Woomera Exploration Limited
Year Ended 30 June 2017
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
The Directors present their report together with the financial report of Woomera Exploration Limited ("the Company or WEX") for the year ended 30 June 2017.
Principal activities
The Company holds a number of exploration licences in South Australia and engages in exploration activities including identifying future drill targets and maintaining its tenements in good standing. The Company proposes to undertake further exploration activities on such tenements in the future subject to further capital raisings.
The Company is working towards a listing on the ASX either by way of an IPO or a back door listing, the timing of which will depend on a number of factors including market conditions and satisfaction of regulatory requirements.
Review and results of operations
During the financial year, the Company entered into binding terms sheets to acquire 100% of two private companies, Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd. These companies hold 10 lithium tenements (2 granted licences and 8 applications), situated in Western Australia. Three of the tenements are in the Pilbara region and are within the Pilgangoora province, which has proven lithium resources as spodumene bearing pegmatites. The Pilgangoora tenements lie within the same granitoid complex that hosts the 129Mt spodumene deposit of Pilbara Minerals Limited.
The other 7 tenements are in the vicinity of the Ravensthorpe/Norseman region of WA. Two of the Ravensthorpe tenements are near the Mt Cattlin spodumene mine. The other tenements overlay Lakes Sharpe, Dundas, Cowan, Dumbleyung and Peak Charles, and have been identified by Geoscience Australia for their high concentrations of lithium in brine.
WEX has agreed to pay to the vendors a total of \$500,000 and to issue 6.25 million WEX shares by way of consideration, and the transactions are conditional on securing an ASX Listing for WEX.
The net loss of the Company after income tax for the financial year ended 30 June 2017 was \$94,228 (2016: \$42,328).
Significant changes in the state of affairs
As part of the preparation for a proposed IPO or back door listing, WEX completed a 53:100 consolidation during the financial year (i.e. 53 new shares were issued for every 100 shares held)("Consolidation"). The Consolidation reduced the then current 123,275,242 shares on issue (calculated on a fully diluted basis) to a more IPO manageable 65,335,878. The Consolidation was recommended by WEX's financial advisers in order to enhance the Company's proposed offering and to avoid any overreach with the pre IPO valuation.
There have been no other significant changes in the state of affairs of the Company other than the issue of additional shares following the completion of seed capital raisings.
Dividends paid or recommended
No dividends have been paid or provided by the Company.
After balance date events
The Company entered into a binding heads of agreement with Oz Exploration Pty Ltd (a wholly owned subsidiary of ASX listed OZ Minerals Limited) ("OZE") pursuant to which OZE has agreed to explore our Eastern Musgrave province tenements (ELs 5041, 5042 and 5287 and ELA 2017/0039)("Tenements") via a farmin arrangement and joint venture.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
The key terms of the OZE transaction are as follows:
- OZE will complete a Reverse Circulation drilling program totalling approximately 3,850m on the Tenements within the first 12 months of the grant of native title access ("Stage 1 Commitment");
- On completion of the Stage 1 Commitment, OZE may elect to earn a 51% interest in the Tenements by funding \$2.5 million of exploration expenditure (inclusive of the Stage 1 Commitment expenditure) within a further 6 months ("Stage 2 Commitment"), following such earn-in the parties will form a JV;
- Within 60 days of commencing the JV, OZE may elect by notice in writing to earn a further 24% interest in the Tenements by spending a further \$5 million on exploration within a further two years (securing a 75% interest for total expenditure of \$7.5 million);
- WEX will manage the exploration during the Stage 1 and Stage 2 Commitment periods pursuant to the directions made by an exploration committee established by the parties;
- During the JV period, OZE will be solely responsible for exploration programs and budgets;
- OZE will be the first manager of the JV and shall remain so while it still holds the larger JV interest.
The Company has also entered into a binding term sheet with Caason Investments Pty Ltd ("Caason") with respect to a proposed back door listing of the Company's shares via ASX listed Ausroc Metals Limited (ASX:ARK)("ARK"). ARK is an ASX listed company which is currently the subject of a Deed of Company Arrangement. Caason is the largest creditor of ARK and has agreed to procure ARK to acquire 100% of the issued shares of WEX which will then issue that same number of shares in ARK to the WEX shareholders upon readmission to the ASX.
The existing debts of ARK will be extinguished as part of the transaction. WEX has also agreed to appoint a Board nominee of Caason to the merged entity.
There has not arisen in the interval between 30 June 2017 and the date of this report any other item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in future years.
Likely developments
Plans are well underway for WEX to seek a back door listing of its shares via ARK in early 2018. This will depend on the successful completion of a capital raising. Although there can be no certainty that the proposed back door will be achieved, the WEX Board believes that the Company has good prospects for a successful outcome.
It is proposed that ARK will raise up to \$7 million via a prospectus in conjunction with its readmission to the ASX. The minimum subscription is expected to be \$4 million. Sequoia Corporate Finance Pty Ltd has entered into a mandate letter with WEX to act as Lead Manager for the back door listing or IPO. It will be necessary to raise the minimum subscription in order to achieve the readmission of ARK to the ASX.
Environmental issues
The operations of the Company are not subject to any particular and significant environmental regulation under a law of the Commonwealth or a State or Territory. To the best of the Company's knowledge no member of the Company has incurred any material environmental liability during the year.
Information on Directors
The Directors of the Company at any time during or since the end of the financial year are as set out below. Details of Directors' qualifications, experience and special responsibilities are as follows.
Neville Wayne Martin LLB (University of Adelaide) – Chairman, Non-Executive Director (Appointed 30 May 2011)
Mr Martin is the Non-Executive Chairman of the Company and is a former partner (now consultant) with the law firm Minter Ellison. He has over 40 years' experience in corporate law and mining, oil and gas law. He is also a director of ASX Listed Sundance Energy Australia Limited.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
David John Lindh LLB – Non-Executive Director (Appointed 22 May 2012)
Mr Lindh is a non-executive director of the Company. He is a consultant in corporate and commercial matters and is the former Chairman of ASX listed Centrex Metals Limited and was a non-executive director of ETSA Corporation, Electranet and ASX Listed company Enterprise Energy Ltd. He is also Chairman of currently NSX listed NuCannaCo Science Limited.
Donald Maxwell Triggs B.Sc. (University of Adelaide) – Executive Director (Appointed 23 May 2012)
Mr Triggs is an executive director of the Company and senior executive holding the position of Exploration Director. He has over 30 years' experience consulting to the resource, utilities and information technology sectors. He is a former General Manager of ASX Listed Primary Resources Limited.
Gerard Anderson – Managing Director (Appointed 5 September 2016)
Mr Anderson is a geologist with 42 years' experience in exploration, mine and resource geology, principally in iron ore, gold and base metals. Gerard's senior management positions have included Exploration Superintendent of the Boddington Gold Mine, Chief Geologist of the Bronzewing Gold Mine, Chief Geologist Kalgoorlie Consolidated Gold Mines, General Manager Golden Grove Operations, General Manager Newmont Joint Ventures, Managing Director of ASX Listed companies Croesus Mining NL, Centrex Metals Limited and Archer Exploration Limited.
Company Secretary
Jonathan Lindh was appointed as Company Secretary on 27 May 2014. Jonathan is an Australian qualified lawyer with over 10 years' legal, company secretarial and corporate advisory experience, predominantly in the energy and resources sector. He holds a Bachelor of Laws, a Bachelor of International Studies and post graduate qualifications in corporate finance and corporate governance.He also serves as company secretary of various other listed and unlisted public and private companies.
Meetings of Directors
The number of Directors' meetings (including meetings of committees of Directors) and number of meetings attended by each of the Directors of the Company during the financial year are:
| Board Meetings | ||
|---|---|---|
| Director | A | B |
| Neville Martin | 7 | 7 |
| David Lindh | 7 | 7 |
| Donald Triggs | 7 | 7 |
| Gerard Anderson | 7 | 7 |
A – Number of meetings attended
B – Number of meetings held during the time the director held office during the year
Shares Issued on Exercise of Remuneration Options
Gerard Anderson exercised 200,000 options for 200,000 shares at an exercise price of \$0.05 each on 24 February 2017.
Options
At the date of signing this report, there were no options on issue.
Indemnification and insurance of officers
Indemnification
The Company is required to indemnify the Directors and other officers of the Company against any liabilities incurred by the Directors and officers that may arise from their position as Directors and officers of the Company. No costs were incurred during the year pursuant to this indemnity.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
Insurance premiums
The Company has not paid insurance premiums in respect of Directors' and officers' either during the year or since the end of the year.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. There were no such proceedings brought or interventions on behalf of the Company with leave from the Court under section 237 of the Corporations Act 2001.
Non-audit Services
During the year, Grant Thornton, the Company's auditors, performed certain other services in addition to their statutory audit duties. The Board has considered the non-audit services provided during the year and is satisfied that the provision of those non-audit services during the year is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001.
Details of the amounts paid to the auditors of the Company, Grant Thornton, and its related practices for audit and non-audit services provided during the year are set out in Note 4 to the Financial Statements.
Auditor's Independence Declaration
The auditor's independence declaration as required by section 307C of the Corporations Act 2001 for the year ended 30 June 2017 is set out immediately following the end of the Directors' report.
The Report of Directors is signed in accordance with a resolution of the Board of Directors:
Dated this 23rd day of October 2017
____________________________ N. W. Martin Chairman

Grant Thornton House Level 3 170 Frome Street Adelaide, SA 5000 Correspondence to: GPO Box 1270 Adelaide SA 5001
T 61 8 8372 6666 F 61 8 8372 6677 E [email protected] W www.grantthornton.com.au
Auditor's Independence Declaration to the Directors of Woomera Exploration Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Woomera Exploration Limited for the year ended 30 June 2017, I declare that, to the best of my knowledge and belief, there have been:
- a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
- b no contraventions of any applicable code of professional conduct in relation to the audit.
GRANT THORNTON AUDIT PTY LTD Chartered Accountants
J L Humphrey
Partner - Audit & Assurance Adelaide, 23 October 2017
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another's acts or omissions. In the Australian context only, the use of the term 'Grant Thornton' may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2017
| Note | 2017 \$ |
2016 \$ |
|
|---|---|---|---|
| Revenue | - | - | |
| Other revenue | - | - | |
| Total revenue | - | - | |
| Administration expenses | (13,280) | (3,284) | |
| Accounting & audit fees | (7,000) | (2,531) | |
| Advertising | (495) | - | |
| Professional services expense | (38,500) | (9,004) | |
| Finance expense | (33) | (197) | |
| Impairment expense | (34,920) | (27,312) | |
| Loss before income tax expense | (94,228) | (42,328) | |
| Income tax expense | 2 | - | - |
| Loss for the year attributable to members of the parent entity | (94,228) | (42,328) | |
| Other comprehensive income for the year. | - | - | |
| Total comprehensive income for the year attributable to members of the parent entity |
(94,228) | (42,328) | |
| Earnings per share - Basic Earnings per share (cents) |
13 | (0.15) | (0.07) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
| Note | 2017 \$ |
2016 \$ |
|
|---|---|---|---|
| Current assets | |||
| Cash and cash equivalents | 5 | 208,461 | 12,381 |
| Other receivables | 2,384 | 605 | |
| Total current assets | 210,845 | 12,986 | |
| Total non-current assets | |||
| Intangible assets – software | 680 | - | |
| Exploration assets | 6 | 265,737 | 188,252 |
| 266,417 | 188,252 | ||
| Total assets | 477,262 | 201,238 | |
| Current liabilities | |||
| Trade and other payables | 7 | 82,845 | 88,665 |
| Share subscriptions received in advance | 129,992 | - | |
| Total current liabilities | 212,837 | 88,665 | |
| Total non-current liabilities | - | - | |
| Total liabilities | 212,837 | 88,665 | |
| Net assets | 264,425 | 112,573 | |
| Equity | |||
| Issued capital | 8 | 624,608 | 378,528 |
| Retained losses | (360,183) | (265,955) | |
| Total equity | 264,425 | 112,573 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2017
| Issued Capital \$ |
Retained Losses \$ |
Total \$ |
|
|---|---|---|---|
| Balance as at 30 June 2015 | 302,477 | (223,627) | (78,850) |
| Shares issued for the year Loss for the year |
76,051 - |
- (42,328) |
76,051 (42,328) |
| Other comprehensive income | - | - | - |
| Balance as at 30 June 2016 | 378,528 | (265,955) | 112,573 |
| Balance as at 30 June 2016 | 378,528 | (265,955) | 112,573 |
| Shares issued for the year Loss for the year Other comprehensive income |
246,080 - - |
- (94,228) - |
246,080 (94,228) - |
| Balance as at 30 June 2017 | 624,608 | (360,183) | 264,425 |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2017
| Note | 2017 \$ |
2016 \$ |
|
|---|---|---|---|
| Cash flows from operating activities | |||
| Cash receipts in the course of operations | - | - | |
| Cash payments to suppliers | (56,908) | (33,917) | |
| Interest received | - | 2 | |
| Net cash (used in) operating activities | 10(a) | (56,908) | (33,915) |
| Cash flows from investing activities | |||
| Payments for software licences | (680) | - | |
| Payments for exploration assets | (112,404) | (34,746) | |
| Net cash (used in) investing activities | (113,084) | (34,746) | |
| Cash flows from financing activities | |||
| Proceeds received for shares issued | 246,080 | 50,385 | |
| Proceeds received for shares not yet issued | 129,992 | - | |
| Short term loans from shareholders | - | 26,000 | |
| Repayment of short term loans to shareholders | (10,000) | - | |
| Net cash provided by financing activities | 366,072 | 76,385 | |
| Net increase (decrease) in cash | 196,080 | 7,724 | |
| Cash at the beginning of the financial year | 12,381 | 4,657 | |
| Cash at the end of the financial year | 5 | 208,461 | 12,381 |
NOTE 1 - STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
This general purpose financial statements of the Company have been prepared in accordance with the requirements of the Corporations Act 2001 (Cth), Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. Compliance with Australian Accounting Standards results in full compliance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Woomera Exploration Limited is an unlisted public company, registered and domiciled in Australia. Woomera Exploration Limited is a for profit entity for the purpose of preparing the financial statements.
The financial statements for the year ended 30 June 2017 were approved and authorised by the Board of Directors on October 2017.
The Financial Report has been prepared on an accruals basis, and is based on historical costs, modified by the measurement at fair value of selected on-current assets, financial assets and financial liabilities.
The significant policies which have been adopted in the preparation of this financial report are summarised below.
(a) Operating segment
An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This includes start-up operations which are yet to earn revenues. Management will also consider other factors in determining operating segments such as the existence of a line manager and the level of segment information presented to the Board of Directors.
Operating segments have been identified based on the information provided to the chief operating decision makers – being the Board.
The Company aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in the nature of the minerals targeted.
Operating segments that meet the quantitative criteria, as prescribed by AASB 8, are reported separately. However, an operating segment that does not meet the quantitative criteria is still reported separately where information about the segment would be useful to users of the financial statements.
The Directors have considered the requirements of AASB 8 – Operating Segments and the internal reports that are reviewed by the Board in allocating resources have concluded that at this time there are no separately identifiable segments.
(b) Finance income and expense
Finance income comprises interest income on funds invested, gains on disposal of financial assets and changes in fair value of financial assets held at fair value through profit or loss. Finance expenses comprise changes in the fair value of financial assets held at fair value through profit or loss and impairment losses on financial assets.
Interest income is recognised as it accrues in profit or loss, using the effective interest rate method. All income is stated net of goods and services tax (GST).
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
(c) Exploration and evaluation expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that right of tenure is current and those costs are expected to be recouped through the successful development of the area (or, alternatively by its sale) or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and operations in relation to the area are continuing.
Refer key judgements – note 1(k)(ii)
(d) Financial instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the provisions to the instrument. For financial assets, this is equivalent to date that the Company commits itself to either the purchase or sale of the asset.
Financial instruments are initially measured at fair value plus transaction costs, except where the instrument is classified as 'fair value through profit and loss', in which case the costs are expensed to profit or loss immediately.
Classification and subsequent measurement
Financial instruments are subsequently measured at either fair value or amortised cost using the interest method or cost. Fair value represents the amount for which an asset could be exchanged, or a liability settle, between knowledgeable willing parties. Where available, quoted prices in an active market are used to determine fair value.
(i) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost. Loans and receivables are included in current assets except for those not expected to mature within 12 months after the end of the reporting period.
(ii) Financial liabilities Non-derivative financial liabilities are subsequently measured at cost.
Impairment
At each reporting date, the Company assesses whether there is objective evidence that a financial instrument has been impaired.
(e) 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 to profit or loss.
Where it is not probable 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.
(f) Trade and other receivables
Trade and other receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Company provides money, goods or services directly to a debtor with no intention of selling the receivables. They are included in current assets, except for those with maturities greater than 12 months after the balance date which are classified as non-current assets.
Trade and other receivables are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method, less provision for impairment. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss.
(g) Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Company prior to the end of the reporting period which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months from the reporting date. They are recognised initially at their fair value and subsequently amortised cost using the effective interest rate method. Trade and other payables are stated at amortised cost.
(h) Income Tax
Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity.
Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian Taxation Office (ATO) and other fiscal authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements.
Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.
Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. Deferred tax on temporary differences associated with investments in subsidiaries and joint ventures is not provided if reversal of these temporary differences can be controlled by the Company and it is probable that reversal will not occur in the foreseeable future.
Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are always provided for in full.
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which deductible temporary differences can be utilised.
Deferred tax assets and liabilities are offset only when the Company has a right and intention to set-off current tax assets and liabilities from the same taxation authority.
Changes in deferred tax assets or liabilities are recognised as a component of tax income or expense in profit or loss, except where they relate to items that are recognised in other comprehensive income (such as the revaluation of land) or directly in equity, in which case the related deferred tax is also recognised in other comprehensive income or equity, respectively.
(i) Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.
(j) Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the 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 statement of financial position are shown inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST components of investing and financing activities, which are disclosed as operating cash flows.
(k) Critical accounting estimates and judgements
The Directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends of economic data, obtained both externally and within the Company.
i) Key estimates – impairment
The Company assesses impairment at each reporting date by evaluating conditions specific to the Company that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined.
ii) Key judgements – exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Company decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.
(l) Adoption of the new and revised accounting standards
The Company has adopted the following revisions and amendments to AASB's issued by the Australian Accounting Standards Board and IFRS issued by the International Accounting Standards Board, which are relevant to and effective for the Company's financial statements for the annual period beginning 1 July 2016:
- AASB 2014-3 Amendments to Australian Accounting Standards Accounting for Acquisitions of Interests in Joint Operations;
- AASB 2014-4 Amendments to Australian Accounting Standards Clarification of Acceptable Methods of Depreciation and Amortisation;
- AASB 2015-1 Amendments to Australian Accounting Standards Annual Improvements to Australian Accounting Standards 2012-2014 Cycle;
- AASB 2015-2 Amendments to Australian Accounting Standards Disclosure Initiative: Amendments to AASB 101
- AASB 1057 Application of Australian Accounting Standards;
- AASB 2014-8 Amendments to Australian Accounting Standards arising from AASB 9 (December 2014) – Application of AASB 9 (December 2009) and AASB 9 (December 2010); and
- AASB 2015-3 Amendments to Australian Accounting Standards arising from the Withdrawal of AASB 1031 Materiality
Management has reviewed the requirements of the above standards and has concluded that there was no effect on the classification or presentation of balances.
(m) Recently issued accounting standards to be applied in future accounting periods
The accounting standards that have not been early adopted for the period ended 30 June 2016, but will be applicable to the Company in future reporting periods are detailed below. Apart from these standards, we have considered other accounting standards that will be applicable in future reporting periods, however they have been considered insignificant to the Company.
| Standard / Interpretation | Effective Date |
|---|---|
| AASB 9 Financial Instruments, AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010), AASB 2014-1 Amendments to Australian Accounting Standards (Part E- Financial Instruments), AASB 2014-7 Amendments to Australian Accounting Standards arising from AASB 9 (December |
1 January 2018 |
| 2014). AASB 16 'Leases' |
1 January 2019 |
| AASB 2016-1 'Amendments to Australian Accounting Standards - Recognition of Deferred Tax Assets for Unrealised Losses' |
1 January 2017 |
| AASB 2016-2 'Amendments to Australian Accounting Standards - Disclosure Initiative: Amendments to AASB 107' |
1 January 2017 |
There are no other standards that are not yet effective and that are expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.
NOTE 2 - INCOME TAX EXPENSE
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| The components of tax expense comprise: Current income tax charge |
- - |
- - |
| The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax as follows: |
||
| Prima facie income tax benefit calculated at 27.5% on loss from ordinary activities |
25,913 | 12,698 |
| Deferred tax asset in respect of tax losses not brought to account | (27,913) | (12,698) |
| Income tax expense attributable to loss from ordinary activities | - | - |
| Income tax losses | ||
| Deferred tax asset arising from carried forward tax losses not recognised at reporting date as the asset is not regarded as meeting the probable criteria |
||
| - tax losses at 27.5% | 84,577 | 58,664 |
NOTE 3 - REMUNERATION OF DIRECTORS AND KEY MANAGEMENT PERSONNEL
(a) Directors and Key Management Personnel
The names and positions held by Directors and Key Management Personnel of the Company during the financial year are:
| Directors | Position |
|---|---|
| Neville Wayne Martin | Director |
| David Lindh | Director |
| Donald Triggs | Director |
| Gerard Anderson | Director |
(b) Directors' Remuneration
No remuneration has been paid to the Directors during the year.
NOTE 4 - AUDITORS' REMUNERATION
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Remuneration of the auditor for: | ||
| - Audit services |
6,200 | 2,500 |
| - Taxation and other services |
800 | - |
| 7,000 | 2,500 |
NOTE 5 - CASH AND CASH EQUIVALENTS
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Cash at Bank and on hand | 208,461 | 12,381 |
| 208,461 | 12,381 | |
The above figures are reconciled to cash at the end of the financial year as shown in the statement of cash flows as follows:
| Cash and cash equivalents | 208,461 | 12,381 |
|---|---|---|
NOTE 6 – EXPLORATION ASSET
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Opening balance | 188,252 | 159,883 |
| Additions through normal activities | 112,405 | 55,861 |
| Impairment of exploration assets | (34,920) | (27,312) |
| Closing balance | 265,737 | 188,252 |
Exploration assets represent expenditure on exploration licenses in the north of South Australia.
Impairment expense for the financial year represents capitalised costs for exploration on tenements which have since been relinquished.
NOTE 7 - TRADE AND OTHER PAYABLES
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Trade payables and accruals | 47,745 | 43,565 |
| Short term loans from shareholders | 35,100 | 45,100 |
| 82,845 | 88,665 |
Included in short term loans from shareholders are cash advances received from two shareholders/Directors - Mr David Lindh and Mr Neville Martin. The amount of the loans are \$24,000 and \$11,100 respectively. The loans are considered to be short term and are non-interest bearing.
NOTE 8 - ISSUED CAPITAL
| Issued and paid-up share capital | Number of shares |
\$ | |
|---|---|---|---|
| (a) | Ordinary shares | ||
| Balance at 30 June 2015 | 117,118,233 | 302,477 | |
| Shares issued during the year | 2,599,600 | 76,051 | |
| Balance at 30 June 2016 | 119,717,833 | 378,528 | |
| Shares issued during the year | 3,557,409 | 246,080 | |
| Share consolidation | (57,939,364) | - | |
| Balance at 30 June 2017 | 65,335,878 | 624,608 |
Effective 12 May 2017, the shareholders of the company approved a share consolidation be undertaken which resulted in 53 for 100 consolidation.
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders' meetings.
In the event of winding up of the Company ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation.
(a) Capital management
Management effectively manages the Company's capital by assessing the Company's financial risks and adjusting its capital structure accordingly. The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Company's capital is shown as issued capital in the statement of financial position.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 9 - FINANCIAL INSTRUMENTS
The company's financial instruments consist of cash and cash equivalents, other receivables, and trade and other payables.
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Cash and cash equivalents | 208,461 | 12,381 |
| Other receivables | 2,384 | 605 |
| Trade and other payables | (82,845) | (88,665) |
| Net financial liabilities | 128,000 | (75,679) |
Net fair values of financial assets and liabilities
Fair values are amounts at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arms- length transaction. The carrying value of financial assets and financial liabilities held are approximate to their fair value.
NOTE 10 - NOTES TO THE STATEMENTS OF CASH FLOWS
(a) Reconciliation of loss from ordinary activities after income tax to net cash provided by operating activities
| 2017 \$ |
2016 \$ |
|
|---|---|---|
| Loss from ordinary activities after income tax | (94,228) | (42,328) |
| Non-cash flows in loss | ||
| Impairment of exploration assets | 34,920 | 27,312 |
| Net cash (used in) operating activities before changes in assets and liabilities |
(59,308) | (15,016) |
| Change in assets and liabilities during the financial year | ||
| (Increase) / decrease in other current assets | (1,780) | (365) |
| Increase / (decrease) in trade payables (excluding loans) | 4,180 | (18,534) |
| Net cash provided by/(used in) operating activities | (56,908) | (33,915) |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 11 - RELATED PARTIES
(a) Directors' transactions with the Company
The company has incurred professional expenses totalling \$21,420 and \$39,000 with Jonathan Lindh (Company Secretary) and Don Triggs (Director) respectively for services provided during the year.
Unsecured director loans of \$11,100 and \$24,000 from Neville Martin and David Lindh and their related entities, respectively, remain outstanding at year end.
(b) Equity holdings: Directors interests (direct or indirect) in shares and options of the company as at 30 June 2017 are as follows
| Opening Balance | Issued during the year | Closing balance |
|---|---|---|
| 16,859,999 | 100,000 | 11,378,837 |
| 31,433,333 | 100,000 | 15,652,667 |
| 17,000,000 | - | 8,177,901 |
| 2,200,000 | 200,000 | 1,272,000 |
| Closing balance | ||
| - | - | - |
| - | - | - |
| - | - | - |
| Opening Balance | Excersied |
NOTE 12 – INTEREST IN SUBSIDIARIES
| CONTROLLED ENTITY | COUNTRY OF INCORPORATION | 2017 | 2016 |
|---|---|---|---|
| Norsa Exploration Pty Ltd | Australia | 100% | 100% |
NOTE 13 - EARNINGS PER SHARE
The weighted average number of shares for the purpose of diluted earnings per share can be reconciled to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows:
| Weighted average number of shares used in basic earnings per share | 2017 64,023,618 |
2016* 62,247,888 |
|---|---|---|
| Profit / (loss) per share – basic (cents) | (0.15) | (0.07) |
* post consolidation
In accordance with AASB 133 'Earnings per Share', there are no dilutive securities.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 14 – PARENT ENTITY INFORMATION
Information relating to Woomera Exploration Ltd (the parent entity)
| 2017 | 2016 | |
|---|---|---|
| \$ | \$ | |
| Current assets | ||
| Cash and cash equivalents | 208,461 | 12,381 |
| Other receivables | 2,384 | 605 |
| Total current assets | 210,845 | 12,986 |
| Total non-current assets | ||
| Intangible assets - software | 680 | - |
| Exploration assets | 265,737 | 188,252 |
| 266,417 | 188,252 | |
| Total assets | 477,262 | 201,238 |
| Current liabilities | ||
| Trade and other payables | 82,845 | 88,665 |
| Share subscriptions received in advance | 129,992 | - |
| Total current liabilities | 212,837 | 88,665 |
| Total liabilities | 212,837 | 88,665 |
| Net assets | 264,425 | 112,573 |
| Equity | ||
| Issued capital | 624,608 | 378,528 |
| Retained losses | (360,183) | (265,955) |
| Total equity | 264,425 | 112,573 |
| Total comprehensive loss for the year | (94,228) | (42,328) |
NOTE 15 - EVENTS SUBSEQUENT TO BALANCE DATE
There has not arisen in the interval between 30 June 2017 and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in future years.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 16 - COMPANY DETAILS
The registered office and principal place of business of the Company is:
Level 4, 22 Grenfell Street Adelaide SA 5000
NOTE 17 - GOING CONCERN
The financial report has been prepared on the basis of going concern. The Company incurred a loss of \$94,228 for the year ended 30 June 2017 and had net cash outflows from operations and investing activities of \$169,992 as at 30 June 2017. The Company's ability to continue as a going concern is contingent upon successfully raising additional capital and/or the support of director related entities for the provision of working capital loans.
If additional funds are not raised the going concern basis may not be appropriate, with the result that the Company may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and in amounts different from those stated in this financial report. No allowance for such circumstances has been made in the financial report.
DIRECTORS' DECLARATION FOR THE YEAR ENDED 30 JUNE 2017
1 In the opinion of the Directors of Woomera Exploration Limited:
- (a) the financial statements and notes, as set out on pages 7 to 21, are in accordance with the Corporations Act 2001, including:
- (i) giving a true and fair view of the financial position as at 30 June 2017 and of the performance for the year ended on that date of the Company; and
- (ii) complying with Accounting Standards.
- (b) In the Directors' opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Dated this 23rd day of October 2017
____________________________
N. W. Martin Chairman

Grant Thornton House Level 3 170 Frome Street Adelaide, SA 5000 Correspondence to: GPO Box 1270 Adelaide SA 5001
T 61 8 8372 6666 F 61 8 8372 6677 E [email protected] W www.grantthornton.com.au
Independent Auditor's Report to the members of Woomera Exploration Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Woomera Exploration Limited (the Company) and its subsidiary (the Group), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:
- a giving a true and fair view of the Group's financial position as at 30 June 2017 and of its performance for the year ended on that date; and
- b complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another's acts or omissions. In the Australian context only, the use of the term 'Grant Thornton' may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.

Material Uncertainty Related to Going Concern
We draw attention to Note 17 in the financial report which indicates that the Group incurred a net loss of \$94,228 during the year ended 30 June 2017 and had net cash outflows from operations and investing activities of \$169,992 as at 30 June 2017. These conditions, along with other matters as set forth in Note 17, indicate that a material uncertainty exists that may cast doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Responsibilities of the Directors for the Financial Report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001. The Directors responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at:
http://www.auasb.gov.au/auditors_responsibilities/ar3.pdf. This description forms part of our auditor's report.
GRANT THORNTON AUDIT PTY LTD Chartered Accountants
J L Humphrey Partner - Audit & Assurance Adelaide, 23 October 2017

Financial Report
Woomera Exploration Limited
Year Ended 30 June 2016
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2016
The Directors present their report together with the financial report of Woomera Exploration Limited ("the Company or WEX") for the year ended 30 June 2016.
Principal activities
The Company is still in the formation stage and has no current business activities. It does, however, hold a number of exploration licences in South Australia and proposes to undertake exploration activities on such tenements in the future subject to further capital raisings.
Review and results of operations
The net loss of the company after income tax for the financial year ended 30 June 2016 was \$42,328 (2015: 168,600).
Significant changes in the state of affairs
There have been no significant changes in the state of affairs of the Company.
Dividends paid or recommended
No dividends have been paid or provided by the Company.
After balance date events
There has not arisen in the interval between 30 June 2016 and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in future years.
Likely developments
The company was incorporated on the $30th$ May 2011 and is the holder of a number of exploration licences in South Australia. The company intends to undertake exploration activities on its tenements in due course following a capital raising from shareholders and other investors.
Environmental issues
The operations of the Company are not subject to any particular and significant environmental regulation under a law of the Commonwealth or a State or Territory. To the best of the Company's knowledge no member of the Company has incurred any material environmental liability during the year.
DIRECTORS' REPORT (CONT) FOR THE YEAR ENDED 30 JUNE 2016
Information on Directors
The Directors of the Company at any time during the financial year are as set out below. Details of Directors' qualifications, experience and special responsibilities are as follows.
Neville Wayne Martin LLB (University of Adelaide) - Chairman, Non-Executive Director (Appointed 30 May $2011)$
Neville Martin is a consultant with the law firm Minter Ellison in Adelaide, and has over 35 years experience in corporate and commercial law. He is a former director of Stuart Petroleum Limited and Austin Exploration Limited (oil and gas exploration companies listed on the ASX) and was the Chairman of the ASX listed Adelaide Energy Limited. He is currently a non-executive director of ASX listed Sundance Energy Ltd and Pawnee Energy Limited.
David John Lindh LLB - Non-Executive Director (Appointed 22 May 2012)
Mr Lindh has over 30 years experience as both a lawyer and company director. Mr Lindh is currently the chairman of ASX listed Pawnee Energy Ltd and has been the Chairman of Enterprise Energy Ltd, Orca Petroleum Ltd and Centrex Metals Ltd.
Mr Lindh is also a director of various other unlisted companies and a consultant with Minter Ellison lawyers in Adelaide. Mr Lindh was awarded a Medal of the Order of Australia in recognition of his services to business and equestrian sport.
Donald Maxwell Triggs B.Sc. (University of Adelaide) - Executive Director (Appointed 23 May 2012)
Donald Triggs has over thirty years experience consulting to the Resource, Utilities, and Information Technology sectors. Clients have included CRA/Rio Tinto, Normandy, MIM, Xstrata, Optima Energy, Telstra, Santos, New Hampton Goldfields and Mineral Deposits Limited. He is the former General Manager of the ASX listed company, Primary Resources Limited and is currently director of Norsa Exploration Pty Ltd and is managing exploration projects in the West Pilbara. Musgrave Block and Gawler Craton.
Company Secretary
Jonathan Lindh was appointed as Company Secretary on 27 May 2014. Jonathan has over 10 years' legal and corporate advisory experience predominantly in the energy and resources sector. He holds a Bachelor of Laws, a Bachelor of International Studies and post graduate qualifications in corporate finance and corporate governance.
Meetings of Directors
The number of Directors' meetings (including meetings of committees of Directors) and number of meetings attended by each of the Directors of the Company during the financial year are:
| Board Meetings | ||
|---|---|---|
| Director | А | в |
| Neville Martin | 2 | $\mathcal{P}$ |
| David Lindh | 2 | 2 |
| Donald Triggs | 2 | 2 |
A - Number of meetings attended
B - Number of meetings held during the time the director held office during the year
DIRECTORS' REPORT (CONT) FOR THE YEAR ENDED 30 JUNE 2016
Shares Issued on Exercise of Remuneration Options
No shares were issued to Directors as result of the exercise of options during the financial year.
Directors' Interests in shares and options
Directors' relevant interests in shares and options of the Company are disclosed in Note 11 to the financial statements.
Options
At the date of signing this report, there were 1,000,000 WEX options on issue exercisable at \$0.05 each on or before 30 June 2017.
Indemnification and insurance of officers
Indemnification
The Company is required to indemnify the Directors and other officers of the Company against any liabilities incurred by the Directors and officers that may arise from their position as Directors and officers of the Company. No costs were incurred during the year pursuant to this indemnity.
Insurance premiums
The Company has not paid insurance premiums in respect of Directors' and officers' either during the year or since the end of the year.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. There were no such proceedings brought or interventions on behalf of the Company with leave from the Court under section 237 of the Corporations Act 2001.
Non-audit Services
During the year, Grant Thornton, the Company's auditors, performed certain other services in addition to their statutory audit duties. The Board has considered the non-audit services provided during the year and is satisfied that the provision of those non-audit services during the year is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001.
Details of the amounts paid to the auditors of the Company, Grant Thornton, and its related practices for audit and non-audit services provided during the year are set out in Note 4 to the Financial Statements.
Auditor's Independence Declaration
The auditor's independence declaration as required by section 307C of the Corporations Act 2001 for the year ended 30 June 2016 is set out immediately following the end of the Directors' report.
The Report of Directors is signed in accordance with a resolution of the Board of Directors:
Dated this 31st day of October 2016
wedth
David J. Lindh OAM Director

Level 1, 67 Greenhill Rd Wayville SA 5034
Correspondence to: GPO Box 1270 Adelaide SA 5001
T 61 8 8372 6666 F 61 8 8372 6677 E [email protected] W www.grantthornton.com.au
AUDITOR'S INDEPENDENCE DECLARATION TO THE DIRECTORS OF WOOMERA EXPLORATION LIMITED
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Woomera Exploration Limited for the year ended 30 June 2016, I declare that, to the best of my knowledge and belief, there have been:
- no contraventions of the auditor independence requirements of the Corporations Act 2001 $\rm{a}$ in relation to the audit; and
- $\mathbf b$ no contraventions of any applicable code of professional conduct in relation to the audit.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
Justin Humphrey Partner - Audit & Assurance
Adelaide, 31 October 2016
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.
'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context
requires. Grant Thorn entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another's
acts or omiss GTIL is not an Australian related entity to Grant Thornton Australia Limited
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2016
| Note | 2016 | 2015 | |
|---|---|---|---|
| Revenue | |||
| Total revenue | |||
| Administration expenses | (3, 284) | (7, 419) | |
| Accounting & audit fees | (2, 531) | (2,500) | |
| Professional service expense | (9,004) | (26, 556) | |
| Finance expense | (197) | (146) | |
| Impairment expense | (27, 312) | (131, 979) | |
| Loss before income tax expense | (42, 328) | (168, 600) | |
| Income tax expense | $\overline{\mathbf{2}}$ | ||
| Loss for the year attributable to members of the parent entity | (42, 328) | (168, 600) | |
| Other comprehensive income for the year. | |||
| Total comprehensive income for the year attributable to members of the parent entity |
(42, 328) | (168, 600) |
$\mathcal{A}_1$
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2016
| Note | 2016 \$ |
2015 \$ |
|
|---|---|---|---|
| Current assets | |||
| Cash and cash equivalents | 5 | 12,381 | 4,657 |
| Other receivables | 605 | 250 | |
| Total current assets | 12,986 | 4,907 | |
| Total non-current assets | |||
| Exploration assets | 6 | 188,252 | 159,883 |
| 188,252 | 159,883 | ||
| Total assets | 201,238 | 164,790 | |
| Current liabilities | |||
| Trade and other payables | $\overline{7}$ | 88,665 | 85,940 |
| Total current liabilities | 88,665 | 85,940 | |
| Total non-current liabilities | |||
| Total liabilities | 88,665 | 85,940 | |
| Net assets | 112,573 | 78,850 | |
| Equity | |||
| Issued capital | 8 | 378,528 | 302,477 |
| Retained losses | (265, 955) | (223, 627) | |
| Total equity | 112,573 | 78,850 | |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2016
| Issued Capital \$ |
Retained Losses \$ |
Total \$ |
|
|---|---|---|---|
| Balance as at 30 June 2014 | 222,477 | (55, 027) | 167,450 |
| Shares issued for the year | 80,000 | 80,000 | |
| Loss for the year | (168, 600) | (168, 600) | |
| Other comprehensive income | - | ||
| Balance as at 30 June 2015 | 302,477 | (223, 627) | (78, 850) |
| Shares issued for the year | 76,051 | 76,051 | |
| Loss for the year | (42, 328) | (42, 328) | |
| Other comprehensive income | |||
| Balance as at 30 June 2016 | 378,528 | (265,955) | 112,573 |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2016
| Note | 2016 S |
2015 S |
|
|---|---|---|---|
| Cash flows from operating activities | |||
| Cash receipts in the course of operations | 2 | 2 | |
| Cash payments in the course of operations | (33, 917) | (23, 323) | |
| Net cash (used in) operating activities | 10(a) | (33, 915) | (23, 321) |
| Cash flows from investing activities | |||
| Payments for exploration assets | (34, 746) | (62,495) | |
| Net cash (used in) investing activities | (34, 746) | (62, 495) | |
| Cash flows from financing activities | |||
| Proceeds received for shares issued | 50,385 | 80,000 | |
| Loans from shareholders | 26,000 | 5,348 | |
| Net cash provided by financing activities | 76,385 | 85,348 | |
| Net increase (decrease) in cash | 7,724 | (468) | |
| Cash at the beginning of the financial year | 4,657 | 5,125 | |
| Cash at the end of the financial year | 5 | 12,381 | 4,657 |
NOTE 1 - STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The following report covers Woomera Exploration Limited and its controlled entities (The Group), an unlisted public Company, incorporated and domiciled in Australia.
Basis of preparation $(a)$
This general purpose financial report has been prepared in accordance with Australian Accounting Standards, Australian Accounting reduced disclosure requirements of the Australian Accounting Standard Board (AASB) and the Corporation Act 2001. The company is a for-profit-entity for financial reporting purposes under Australian Accounting Standards.
Material accounting policies adopted in the preparation of this financial report are presented below and have been consistently applied unless otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs, modified where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
Income Tax $(b)$
The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred income tax (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 reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses.
Current and deferred income tax (expense)/benefit 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 is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the Income Statement except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Company will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.
NOTE 1 - STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT)
$(c)$ Impairment of assets
At each reporting date, the Company reviews the carrying values of its 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 to the statement of profit or loss and other comprehensive income.
$(d)$ Cash and Cash Equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts.
$(e)$ Exploration, development and evaluation expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that right of tenure is current and those costs are expected to be recouped through the successful development of the area (or, alternatively by its sale) or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and operations in relation to the area are continuing.
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 costs for the relevant area of interest are 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.
Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal and rehabilitation of the site in accordance with clauses of the mining permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly, the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.
$(f)$ New and revised standards that are effective for these financial statements
There are no other standards that are not yet effective and that are expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016
NOTE 2 - INCOME TAX EXPENSE
| 2016 | 2015 5 |
|
|---|---|---|
| The components of tax expense comprise: | ||
| Current income tax charge | ||
| The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax as follows: |
||
| Prima facie income tax benefit calculated at 30% on loss from ordinary activities |
12,698 | 45,966 |
| Deferred tax asset in respect of tax losses not brought to account | (12, 698) | (45,966) |
| Income tax expense attributable to loss from ordinary activities | ||
| Income tax losses | ||
| Deferred tax asset arising from carried forward tax losses not recognised at reporting date as the asset is not regarded as meeting the probable criteria |
||
| - tax losses at 30% | 58,664 | 45,966 |
NOTE 3 - REMUNERATION OF DIRECTORS AND KEY MANAGEMENT PERSONNEL
Directors and Key Management Personnel $(a)$
The names and positions held by Directors and Key Management Personnel of the Company during the financial year are:
| Directors | Position |
|---|---|
| Neville Wayne Martin | Director |
| David Lindh | Director |
| Donald Triggs | Director |
$(b)$ Directors' Remuneration
No remuneration has been paid to the Directors during the year.
NOTE 4 - AUDITORS' REMUNERATION
| 2016 S |
2015 S |
||
|---|---|---|---|
| Remuneration of the auditor for: | |||
| $\overline{\phantom{a}}$ | Audit services | 2,500 | 2,500 |
| $\overline{\phantom{a}}$ | Taxation and other services | - | 6,000 |
| 2,500 | 8,500 | ||
NOTE 5 - CASH AND CASH EQUIVALENTS
| 2016 | 2015 | |
|---|---|---|
| Cash at Bank and on hand | 12,381 | 4.657 |
| 12,381 | 4,657 |
NOTE 6 - EXPLORATION ASSET
| 2016 | 2015 | |
|---|---|---|
| Opening balance | 159.883 | 183.272 |
| Additions through normal activities | 55.861 | 108,590 |
| Impairment of exploration assets | (27.312) | (131,979) |
| Closing balance | 188.252 | 159,883 |
Exploration assets represent expenditure on exploration licenses in the north of South Australia.
NOTE 7 - TRADE AND OTHER PAYABLES
| 2016 | 2015 | |
|---|---|---|
| Trade payables and accruals | 43,565 | 66,840 |
| Other payables | 45,100 | 19,100 |
| 88,665 | 85,940 | |
NOTE 8 - ISSUED CAPITAL
| Issued and paid-up share capital | Number of shares |
\$ | |
|---|---|---|---|
| (a) | Ordinary shares Balance at 30 June 2014 |
105,961,166 | 222,477 |
| Shares issued during the year | 8,733,334 | 80,000 | |
| Balance at 30 June 2015 | 114,694,500 | 302,477 | |
| Shares issued during the year | 2,599,600 | 76,051 | |
| Balance at 30 June 2016 | 117,294,100 | 378,528 |
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders' meetings.
In the event of winding up of the Company ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation.
NOTE 9 - FINANCIAL INSTRUMENTS
The company's financial instruments consist of cash and cash equivalents and trade and other payables.
| 2016 | 2015 | |
|---|---|---|
| Cash and cash equivalents | 12.381 | 4.657 |
| Trade and other payables | (88, 665) | (85,940) |
| Net financial liabilities | (76, 284) | (81, 283) |
Net fair values of financial assets and liabilities
Fair values are amounts at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arms- length transaction. The carrying value of financial assets and financial liabilities held are approximate to their fair value.
NOTE 10 - NOTES TO THE STATEMENTS OF CASH FLOWS
Reconciliation of loss from ordinary activities after income tax to net cash provided by $(a)$ operating activities
| 2016 \$ |
2015 \$ |
|
|---|---|---|
| Loss from ordinary activities after income tax | (42, 328) | (168,600) |
| Non-cash flows in loss | ||
| Impairment of exploration assets | 27,312 | 131,979 |
| Net cash (used in) operating activities before changes in assets and liabilities |
(15,016) | (36,621) |
| Change in assets and liabilities during the financial year | ||
| (Increase) / decrease in other current assets | (365) | 413 |
| Increase / (decrease) in payables | (18, 534) | 12,887 |
| Net cash provided by/(used in) operating activities | (33.915) | (23.321) |
NOTE 11 - RELATED PARTIES
(a) Directors' transactions with the Company
The company has incurred professional expenses totalling \$5,100 and \$15,300 with Jonathan Lindh (Company Secretary) and Don Triggs (Director) respectively for services provided during the year. \$6,180 and \$36,017 were payable at year end respectively.
Unsecured director loans of \$16,098 and \$29,000 from Neville Martin and David Lindh and their related entities, respectively, remain outstanding at year end.
(b) Equity holdings: Directors interests (direct or indirect) in shares and options of the company as at 30 June 2016 are as follows
| Fully paid ordinary shares | |||
|---|---|---|---|
| Director | Opening Balance | Issued during the year | Closing balance |
| N. Martin | 16,859,999 | ٠ | 16,859,999 |
| D. Lindh | 31,433,333 | $\overline{\phantom{0}}$ | 31,433,333 |
| D. Triggs | 14,666,667 | 2,333,333 | 17,000,00 |
NOTE 12 - INTEREST IN SUBSIDIARIES
| CONTROLLED ENTITY | COUNTRY OF INCORPORATION |
2016 | 2015 |
|---|---|---|---|
| Norsa Exploration Pty Ltd | Australia | 100% | 100% |
NOTE 13 - PARENT ENTITY INFORMATION
Information relating to Woomera Exploration Ltd (the parent entity)
| 2016 | 2015 | |
|---|---|---|
| \$ | \$ | |
| Current assets | ||
| Cash and cash equivalents | 12,381 | 4,273 |
| Prepayments | 605 | 250 |
| Total current assets | 12,986 | 4,523 |
| Total non-current assets | ||
| Exploration assets | 188,252 | 160,267 |
| 188,252 | 160,267 | |
| Total assets | 201,238 | 164,790 |
| Current liabilities | ||
| Trade and other payables | 88,665 | 85,940 |
| Total current liabilities | 88,665 | 85,940 |
| Total liabilities | 88,665 | 85,940 |
| Net assets | 112,573 | 78,850 |
| Equity | ||
| Issued capital | 378,528 | 302,477 |
| Retained losses | (265, 955) | (223, 627) |
| Total equity | 112,573 | 78,850 |
| Total comprehensive loss for the year | (42, 328) | (168, 600) |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016
NOTE 14 - EVENTS SUBSEQUENT TO BALANCE DATE
There has not arisen in the interval between 30 June 2016 and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in future years.
NOTE 15 - COMPANY DETAILS
The registered office and principal place of business of the Company is:
92 Osterley Avenue Bridgewater SA 5155
NOTE 16 - GOING CONCERN
The financial report has been prepared on the basis of going concern. The Company incurred a loss of \$42,328 for the year ended 30 June 2016 and had a current asset deficiency of \$75,679 as at 30 June 2016. The Company's ability to continue as a going concern is contingent upon successfully raising additional capital and/or the support of director related entities for the provision of working capital loans.
If additional funds are not raised the going concern basis may not be appropriate, with the result that the Company may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and in amounts different from those stated in this financial report. No allowance for such circumstances has been made in the financial report.
DIRECTORS' DECLARATION FOR THE YEAR ENDED 30 JUNE 2016
$\overline{1}$ In the opinion of the Directors of Woomera Exploration Limited:
- the financial statements and notes, as set out on pages 5 to 16, are in accordance with the $(a)$ Corporations Act 2001, including:
- giving a true and fair view of the financial position as at 30 June 2016 and of the $(i)$ performance for the year ended on that date of the Company; and
- $(ii)$ complying with Accounting Standards.
- $(b)$ In the Directors' opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Dated this 31st day of October 2016
antiff
David J. Lindh OAM Director

Level 1, 67 Greenhill Rd Wayville SA 5034
Correspondence to: GPO Box 1270 Adelaide SA 5001
T 61 8 8372 6666 F61883726677 E [email protected] W www.grantthornton.com.au
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOOMERA EXPLORATION LIMITED
We have audited the accompanying financial report of Woomera Exploration Limited (the Company), which comprises the consolidated statement of financial position as at 30 June 2016, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information and the directors' declaration of the consolidated entity comprising the Company and the entities it controlled at the year's end or from time to time during the financial year.
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. The Directors' responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
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 us to comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance 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 judgement, 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 control relevant to the Company'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 Company's internal control.
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.
'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal
entity. Services acts or omissions. In the Australian context only, the use of the term 'Grant Thornton' may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

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 qualified audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
Auditor's Opinion
In our opinion:
- the financial report of Woomera Exploration Limited is in accordance with the Corporations a Act 2001, including:
- $\mathbf{i}$ giving a true and fair view of the consolidated entity's financial position as at 30 June 2016 and of its performance for the year ended on that date; and
- Complying with Australian Accounting Standards and the Corporations Regulations $\overline{11}$ 2001; and
- $\mathbf b$ The financial report also complies with International Financial Reporting Standards as disclosed in the notes to the financial statements.
Material uncertainty regarding going concern
Without qualification to the audit opinion expressed above, we draw attention to Note 16 in the financial report which indicates that the company incurred a net loss of \$42,328 during the year ended 30 June 2016 and, as of the date, had a current asset deficiency of \$75,679. These conditions, along with other matters as set forth in Note 16, indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern and therefore, the company may be unable to realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report.
GRANT THORNTON AUDIT PTY LTD Chartered Accountants
Justin Humphrey Partner-Audit & Assurance
delaide, 31 October 2016