QUESTE COMMUNICATIONS LIMITED - Annual Report 2009

2009

ANNUAL REPORT

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A.B.N 58 081 688 164

(name change to Queste Corporation Ltd pending shareholder approval at 2009 annual general meeting)

CONTENTS
Company Profile	1
Directors’ Report	2
Auditor’s Independence Declaration	15
Income Statements	16
Balance Sheets	17
Statements of Changes in Equity	18
Cash Flow Statements	19
Notes to Financial Statements	20
Directors’ Declaration	47
Independent Auditor’s Report	48
Corporate Governance	50
Reconciliation of Differences	59
from Appendix 4E
Additional ASX Information	63

CORPORATE DIRECTORY

BOARD

Farooq Khan (Chairman & Managing Director) Simon Cato (Director) Azhar Chaudhri (Director) Yaqoob Khan (Director) COMPANY SECRETARY Victor Ho PRINCIPAL & REGISTERED OFFICE Level 14, The Forrest Centre 221 St Georges Terrace Perth Western Australia 6000 Telephone: (08) 9214 9777 Facsimile: (08) 9322 1515 Email: [email protected] Website: www.queste.com.au

SHARE REGISTRY Advanced Share Registry Services Suite 2, 150 Stirling Highway Nedlands Western Australia 6009 Telephone: (08) 8 9389 8033 Facsimile: (08) 8 9389 7871 Email: [email protected] Website: www.advancedshare.com.au

www.queste.com.au

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STOCK EXCHANGE Australian Securities Exchange Perth, Western Australia

ASX CODE

QUE

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EMAIL US AT:

[email protected]

AUDITORS

BDO Kendalls Audit & Assurance (WA) Pty Ltd 128 Hay Street Subiaco, Western Australia 6008 Telephone: (08) 9380 8400 Facsimile: (08) 9380 8499 Website: www.bdo.com.au

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QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

COMPANY PROFILE

Queste Communication Ltd is listed on the Australian Securities Exchange ( ASX ) (under ASX Code: QUE ). Queste has a controlling (48%) interest in Orion Equities Limited, an investment company ( LIC ) listed on ASX (ASX Code: OEQ ).

The Company will seek shareholder approval at the 2009 Annual General Meeting for a change of company name to “Queste Corporation Ltd”.

Queste Dividend History

Dividend Rate per share	Record Date	Payment Date	Franking
0.25 cent per share	19 September 2008	26 September 2008	Fully Franked
0.25 cent per share	17 September 2007	21 September 2007	Fully Franked
0.5 cent per share	8 March 2007	15 March 2007	Fully Franked
0.5 cent per share	25 September 2006	29 September 2006	Fully Franked
0.5 cent per share	31 March 2006	7 April 2006	Fully Franked

ABOUT ORION EQUITIES LIMITED (OEQ)

At 30 June 2009, Orion had a market capitalisation of $7.7 million (at $0.435 per share), net assets of $20 million (at $1.088 after tax NTA backing per share), 17,814,389 fully paid ordinary shares on issue, and 715 shareholders on its share register (30 June 2008: $16 million market capitalisation (at $0.90 per share), net assets of $32 million (at $1.786 cents after tax NTA backing per share), 17,814,389 shares on issue, and 746 shareholders).

Orion Asset Weighting As At 30 June 2009

	% of Net Assets
Australian equities Property held for development and resale Agribusiness1 Net tax liabilities (current year and deferred tax assets/liabilities) Net cash/other assets and provisions Total	79% 16% 13% (9%) 1%
	100%

Orion Top 5 Holdings In Securities Portfolio

	Fair Value % of Net ASX
Equities	$’million Assets Code Industry Sector Exposures
1. Bentley Capital Limited 2. Strike Resources Limited2 3. Katana Capital Limited 4. Alara Resources Limited 5. Bell Financial Group Ltd Total	6.85 34% BEL Diversified Financials 6.39 32% SRK Materials 0.64 3% KAT Diversified Financials 0.50 3% AUQ Energy 0.18 1% BFG Diversified Financials 14.56 73%

Orion Dividend Track Record

Dividend Rate per share	Record Date	Payment Date	Franking
0.5 cent	19 September 2008	26 September 2008	Fully franked
1.5 cents	19 March 2008	28 March 2008	Fully franked
2 cents	17 September 2007	21 September 2007	Fully franked
1.5 cents	8 March 2007	15 March 2007	Fully franked
3.0 cents	12 October 2006	19 October 2006	Fully franked
1.5 cent	31 March 2006	7 April 2006	Fully franked
1.5 cent	30 September 2005	13 October 2005	Fully franked
5 cents	6 July 2004	9 July 2004	60% franked

1 Agribusiness net assets include olive grove land, olive trees, water licence, buildings, plant and equipment and inventory (bulk and packaged oils)

2 Holdings in SRK includes listed shares and unlisted options (as disclosed in the Directors’ Report)

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DIRECTORS’ REPORT

The Directors present their report on Queste Communications Ltd ( Company or Queste ) and its controlled entities (the Consolidated Entity ) for the financial year ended 30 June 2009 ( Balance Date ).

Queste is a public company limited by shares that is incorporated and domiciled in Western Australia and has been listed on the Australian Securities Exchange ( ASX ) since November 1998.

The Consolidated Entity’s results incorporates the results of controlled entity, ASX listed investment company, Orion Equities Limited ( Orion or OEQ ). The Company has a 48% shareholding interest in Orion (30 June 2008: 48%)

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the management of its assets.

The principal activities of Orion during the financial year were the management of its investments, including investments in listed and unlisted securities, real estate held for development and resale, an olive grove operation and interests in resource projects.

OPERATING RESULTS

Total revenues Total expenses Profit/(Loss) before tax Income tax benefit/(expense) Profit/(Loss) from continuing operations Loss from discontinued operations Profit/(Loss) for the year Net profit/(loss) attributable to minority interests Profit/(Loss) after tax attributable to members of the Company Basic earnings/(loss) per share (cents)	Consolidated Company 2009 2008 2009 2008 $ $ $ $
	17,809,605 4,355,961 237,134 659,296 (34,333,677) (7,419,767) (531,621) (442,743)
	(16,524,072) (3,063,806) (294,487) 216,553 4,090,940 513,853 261,695 -
	(12,433,132) (2,549,953) (32,792) 216,553 111,376 (102,042) - -
	(12,321,756) (2,651,995) (32,792) 216,553 6,279,911 1,658,834 - -
	(6,041,845) (993,161) (32,792) 216,553
	(41.33) (8.88) (0.11) 0.74

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DIRECTORS’ REPORT

At the Company level:

Total revenues of $237,134 include:

(1) $193,834 interest received (2008: $226,415); and
(2) $47,301 dividend income (2008: $314,246); and
(3) $4,001 loss on sale of financial assets at fair value through profit and loss (2008: $117,302 gain).

Total expenses of $531,621 include:

(1) $306,982 personnel expenses (2008: $285,120);
(2) $54,782 Occupancy expenses (2008: $19,536); and
(3) $74,120 Other administration expenses (2008: $55,344).

On 11 August 2008, Orion disposed of its 70% interest in the Indonesian Berau Coal Project (via the sale of subsidiary, Orion Indo Operations Pty Ltd) and its 25% interest in the West Australian Paulsens East Iron Ore Project (via the sale of subsidiary, Central Exchange Mining Ltd) to its joint venture partner in these projects, ASX listed Strike Resources Limited ( Strike ).

A total of 9.5 million Strike shares were issued to Orion as consideration for the sale. Orion realised a gain on sale of these subsidiaries of $17.5 million (based on Strike’s closing bid price of $1.97 on the date of completion).

On 13 March 2009, listed investment companies Bentley Capital Limited ( BEL ) and Scarborough Equities Limited ( SCB ) (being Associate entities of the Orion) merged via a scheme of arrangement. Under the merger, BEL issued 31,350,322 new shares to eligible SCB shareholders and acquired SCB as a wholly-owned subsidiary. Orion received 8,925,845 BEL shares in consideration for its 5,619,645 shareholding in SCB (on the basis of 1.588329 new BEL share for each SCB share held). Orion holds 28.7% of the total issued share capital of BEL (30 June 2008: 28.8%)

On 23 June 2009, Orion acquired the ultra premium Dandaragan Estate Olive Oil Brand, certain related equipment/infrastructure and packed olive oils inventory, in consideration for $0.25 million. The acquisition was undertaken to complement Orion’s existing Olive Grove business.

EARNINGS/(LOSS) PER SHARE

Basic earnings/(loss) per share (cents) Weighted average number of fully paid ordinary shares in the Company outstanding during the year used in the calculation of basic earnings per share	Consolidated Entity Company 2009 2008 2009 2008
	(41.33) (8.88) (0.11) 0.74 29,914,495 29,404,879 29,914,495 29,404,879

The Company’s 20,000,000 partly paid ordinary shares, to the extent that they have been paid (1.5225 cent per share), have been included in the determination of the basic earnings per share.

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DIRECTORS’ REPORT

FINANCIAL POSITION

Cash Current investments - equities Non-current investments - equities Investments - listed Associate entities Inventory Receivables Intangibles Deferred tax assets Other assets Total Assets Tax liabilities (current and deferred) Other payables and liabilities Net Assets Contributed Equity Reserves Minority interest Accumulated profit/(losses) Total Equity	Consolidated Entity Company 2009 2008 2009 2008
	3,440,088 3,839,432 3,197,931 3,321,651 7,925,039 18,179,917 41,118 188,802 - - 3,679,995 7,702,314 6,851,980 9,207,515 - - 3,292,148 3,810,526 - - 130,396 276,135 63,717 4,301 623,121 250,000 1,295,073 - 255,418 - 2,644,451 4,624,851 19,978 18,846
	26,202,296 40,188,376 7,258,157 11,235,914 (1,727,505) (4,108,606) (255,418) (1,468,391) (1,345,565) (649,766) (205,467) (151,517)
	23,129,226 35,430,004 6,797,272 9,616,006
	6,192,427 6,087,927 6,192,427 6,087,927 2,445,645 2,427,593 2,719,171 5,534,795 10,398,104 16,658,490 - - 4,093,050 10,255,994 (2,114,326) (2,006,716)
	23,129,226 35,430,004 6,797,272 9,616,006

DIVIDENDS

The Directors have not declared a final dividend as the Consolidated Entity incurred an after tax net loss for the financial year and did not have any retained earnings as at 30 June 2009.

SECURITIES IN THE COMPANY

At the date of this report, the Company has the following securities on issue:

(i) 28,404,879 listed fully paid ordinary shares;
(ii) 20,000,000 unlisted partly paid ordinary shares, each paid to 1.5225 cent with 18.4775 cents per partly paid ordinary share outstanding (or $3,695,000 in total).

There were no securities issued or granted by the Company during or since the financial year.

The terms of issue of the partly paid shares are disclosed in the Prospectus for the initial public offering of shares in the Company dated 6 August 1998.

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DIRECTORS’ REPORT

REVIEW OF OPERATIONS

1. Orion Equities Limited (OEQ)

1.1. Current Status of Investment in Orion

Orion Equities Limited is an ASX listed investment entity (ASX Code: OEQ).

The Company holds 8,558,127 shares in Orion, being 48.04% of its issued ordinary share capital (30 June 2008: 8,558,127 shares or 48.04%). Orion has been recognised as a controlled entity and included as part of the Queste Consolidated Entity’s results since 1 July 2002.

Queste shareholders are advised to refer to the 30 June 2009 Directors’ Report and financial statements and monthly NTA disclosures lodged by Orion for further information about the status and affairs of such company.

Information concerning Orion may be viewed from its website: www.orionequities.com.au.

Orion’s market announcements may also be viewed from the ASX website (www.asx.com.au) under ASX code “OEQ”.

Sections 1.2 to 1.4 below contain information extracted from Orion’s public statements.

1.2. Orion’s Operating Results for year ended 30 June 2009

ORION EQUITIES LIMITED Consolidated Entity Total revenues Total expenses Profit/(loss) before tax Income tax benefit/(expense) Profit/(loss) from continuing operations Profit/(Loss) from discontinued operations Profit/(Loss) attributable to members of the Company Basic and diluted earnings/(loss)cents per share	2009 2008 $ $
	17,803,761 3,714,620 (33,990,552) (6,695,444)
	(16,186,791) (2,980,824) 4,078,315 513,853
	(12,108,476) (2,466,971) 111,376 (102,042) (11,997,100) (2,569,013)
	(67.34) (14.42)

ORION EQUITIES LIMITED Consolidated Entity Net tangible assets (before tax) Pre-Tax NTA Backing per share Less deferred tax assets and tax liabilities Net tangible assets (after tax) Pre-Tax NTA Backing per share Based on total issued share capital	2009 2008 $ $
	19,821,261 35,906,527
	1.113 2.016

	(432,433) (4,095,981)
	19,388,828 31,810,546
	1.088 1.786

	17,814,389 17,814,389

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DIRECTORS’ REPORT

Total revenues of $17,803,761 include:

(1) $16,961,679 net gain from sale of subsidiaries (June 2008: Nil);
(2) $436,018 gains on sale of securities - trading portfolio (June 2008: $2,266,054).
(3) $311,530 income from olive grove operations (June 2008: $1,039,852);
Total expenses of $33,990,552 include:
(1) $28,457,085 net change in fair value - trading portfolio (June 2008: $1,836,528);
(2) $2,283,013 share of Associate entities’ net losses (June 2008: $2,687,143);
(3) $1,200,000 downwards revaluation of property held for development and resale (June 2008: $147,339);
(4) $685,247 personnel costs (including Directors’ fees) (June 2008: $597,502), and
(5) $581,009 olive grove and oils operations (which does not include Inventory and depreciation expenses) (June 2008: $1,192,240).

On 13 March 2009, listed investment companies Bentley Capital Limited ( BEL ) and Scarborough Equities Limited ( SCB ) (being Associate entities of the Orion) merged via a scheme of arrangement. Under the merger, BEL issued 31,350,322 new shares to eligible SCB shareholders and acquired SCB as a wholly-owned subsidiary. Orion received 8,925,845 BEL shares in consideration for its 5,619,645 shareholding in SCB (on the basis of 1.588329 new BEL share for each SCB share held). holds 28.7% of the total issued share capital of BEL (30 June 2008: 28.8%).

1.3. Orion’s Dividends

Orion did not declared a final dividend as it incurred an after tax net loss for the financial year and did not have any retained earnings as at 30 June 2009.

1.4. Orion’s Portfolio Details as at 30 June 2009

Asset Weighting

Asset Weighting
Australian equities Property held for development and resale Agribusiness1 Net tax liabilities (current year and deferred tax assets/liabilities) Net cash/other assets and provisions TOTAL	% of Net Assets
	79% 16% 13% (9%) 1%
	100%

1 Agribusiness net assets include olive grove land, olive trees, water licence, buildings, plant and equipment and inventory (bulk and packaged olive oils)

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DIRECTORS’ REPORT

Top 5 Holdings in Securities Portfolio

Equities	Fair Value $’million % of Net Assets ASX Code Industry Sector Exposures
1. Bentley Capital Limited 2. Strike Resources Limited2 3. Katana Capital Limited 4. Alara Resources Limited 5. Bell Financial Group Ltd TOTAL	6.85 34% BEL Diversified Financials 6.39 32% SRK Materials 0.64 3% KAT Diversified Financials 0.50 3% AUQ Energy 0.18 1% BFG Diversified Financials 14.56 73%

Note: The investment in Strike comprises the following securities:

(a) 13,190,802 shares
(b) 1,833,333
unlisted $0.178
(9 Feb 2011) Options
(c) 1,666,667
unlisted $0.278
(9 Feb 2011) Options
Sub-total

Fair
Value
$’millio
n
% of Net
Assets
ASX
Code
5.54
25%
SRK
0.49
2%
Unlisted
Fair
value
is
based
on
a
Black-Scholes
options
valuation
model
applying
the
following
assumptions:
(i) SRK’s share price being $0.58 (the last bid price as at 30
June 2009).
(ii) A risk free rate of return of 4.90% (based on the
Commonwealth 3 year bond yield rate as at 30 June
2009).
(iii) An estimated future volatility of SRK’s share price of 80%.
0.36
2%
6.39
29%

As at 31 August 2009, the Strike shares are valued at $11.9 million and the Strike unlisted options are valued at $2.4 million.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There were no significant changes in the state of affairs of the Consolidated Entity that occurred during the financial year not otherwise disclosed in this Directors’ Report or the financial statements.

FUTURE DEVELOPMENTS

In the opinion of the Directors, it may prejudice the interests of the Consolidated Entity to provide additional information (beyond that reported in this Directors’ Report) in relation to future developments and the business strategies and operations of the Consolidated Entity and the expected results of those operations in subsequent financial years.

Orion has advised that it intends to continue its investment activities in future years. The results of these investment activities depend upon the performance of the underlying companies and securities in which the company invests. The investments’ performance depends on many economic factors and also industry and company specific issues. In the opinion of the Orion Directors, it is not possible or appropriate to make a prediction on the future course of markets, the performance of the company’s investments or the forecast of the likely results of the company’s activities.

The Consolidated Entity notes the Government’s proposed Carbon Pollution Reduction Scheme ( CPRS ). As the legislation is not yet passed, the Directors are unable to reliably quantify the potential future impact of both direct and indirect costs related to this scheme. As such any costs associated with the CPRS have not been taken

2 Holdings in SRK includes listed shares and unlisted options (as disclosed in the note following the Top 5 Holdings)

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DIRECTORS’ REPORT

into account when preparing budgets, forecasts and/or valuation models for measurement of recognised amounts.

LEGAL PROCEEDINGS ON BEHALF OF CONSOLIDATED ENTITY

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

ENVIRONMENTAL REGULATION

In the course of its mineral exploration and evaluation activities, the Consolidated Entity adheres to environmental regulations imposed upon it by various authorities. The Consolidated Entity has complied with all environment requirements during the year and up to the date of this report. No reportable environmental breaches occurred during the financial year and up to the date of this report.

The Consolidated Entity notes the reporting requirements of both the Energy Efficiency Opportunities Act 2006 ( EEOA ) and the National Greenhouse and Energy Reporting Act 2007 ( NGERA ). The Energy Efficiency Opportunities Act 2006 requires affected companies to assess its energy usage, including the identification, investigation and evaluation of energy saving opportunities, and to report publicly on the assessments undertaken, including what action the company intends to take as a result. The National Greenhouse and Energy Reporting Act 2007 requires affected companies to report its annual greenhouse gas emissions and energy use. The Consolidated Entity has determined that it does not operate a recognised facility requiring registration and reporting under the NGERA and in any event, it would fall under the threshold of greenhouse gas emissions required for registration and reporting. Similarly, the Consolidated Entity’s energy consumption would fall under the threshold required for registration and reporting under the EEOA.

The Consolidated Entity is not otherwise subject to any particular or significant environmental regulation under either Commonwealth or State legislation. To the extent that any environmental regulations may have an incidental impact on the Consolidated Entity's operations, the Directors are not aware of any breach by the Consolidated Entity of those regulations.

DIRECTORS

Information concerning Directors in office during or since the financial year are:

Farooq Khan	Executive Chairman and Managing Director
Appointed	10 March 1998
Qualifications	BJuris , LLB. (Western Australia)
Experience	Mr Khan is a qualified lawyer having previously practised principally in the field of corporate law. Mr Khan
	has extensive experience in the securities industry, capital markets and the executive management of
	ASX listed companies. In particular, Mr Khan has guided the establishment and growth of a number of
	public listed companies in the investment, mining and financial services sector. He has considerable
	experience in the fields of capital raisings, mergers and acquisitions and investments.
Relevant interest in	6,113,944 shares
shares
Special Responsibilities	Chairman of the Board and Managing Director
Other current	Current Chairman of:
directorships in listed	(1) Bentley Capital Limited (since 2 December 2003)
entities
	(2) Orion Equities Limited (since 6 October 2006)
	Current Executive Director of:
	(3) Strike Resources Limited (since 9 September 1999)
	(4) Alara Resources Limited (since 18 May 2007)
	Current Non-Executive Director of:
	(5) Interstaff Recruitment Limited (since 27 April 2006)

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DIRECTORS’ REPORT

Former directorships in Scarborough Equities Limited (merged with Bentley on 13 March 2009 and delisted) other listed entities in past 3 years

Azhar Chaudhri

Non-Executive Director

Appointed 4 August 1998

Qualifications Bachelor of Science degree in Maths and Physics and a Masters degree in Economics and postgraduate computer studies

Experience Mr Chaudhri has considerable expertise in computer systems, analysis and design and advanced programming experience, particularly with respect to business and information technology systems and Data Base computing. In particular Mr Chaudhri has formed and led software development teams creating integrated database and management information systems for utilities, local government land tax departments, hospitals, libraries and oil terminals

Relevant interest in 4,337,780 shares shares 20,000,000 partly paid shares

Special Responsibilities None Other current None directorships in listed entities

Former directorships in None other listed entities in past3years

Yaqoob Khan

Non-Executive Director

Appointed 10 March 1998

Qualifications BCom (Western Australia), Master of Science in Industrial Administration (Carnegie Mellon) Experience After working for several years in the Australian Taxation Office, Mr Khan completed his postgraduate Masters degree and commenced work as a senior executive responsible for product marketing, costing systems and production management. Mr Khan has been an integral member of the team responsible for the pre-IPO structuring and IPO promotion of a number of ASX floats and has been involved in the management of such companies. Mr Khan brings considerable international experience in key aspects of corporate finance and the strategic analysis of listed investments

Relevant interest in 157,920 shares shares Special Responsibilities None Other current Orion Equities Limited (since 5 November 1999). directorships in listed entities

Former directorships in None other listed entities in past 3 years

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DIRECTORS’ REPORT

Simon K. Cato	Non-Executive Director
Appointed	6 February 2008
Qualifications	B.A. (USYD)
Experience	Mr Simon Cato has had over 25 years capital markets experience in broking, regulatory roles and as
	director of listed companies. He initially was employed by the ASX in Sydney and in Perth. Over the
	last 17 years he has been an executive director and/or responsible executive of three stockbroking firms
	and in those roles he has been involved in many aspects of broking including management issues such as
	credit control and reporting to regulatory bodies in the securities industry. As a broker he has also been
	involved in the underwriting of a number of IPO’s and has been through the process of IPO listing in the
	dual role of broker and director. Currently he holds a number of executive and non executive roles with
	listed companies in Australia.
Relevant interest in	193,000 shares
shares
Special Responsibilities	None
Other current	Current Chairman of:
directorships in listed	(1) Convergent Minerals Limited (since 25 July 2006)
entities	(2) Advanced Share Registry Services Limited (since 22 August 2007)
	Current Director of:
	(3) Greenland Minerals and Energy Ltd (since 21 February 2006)
	(4) Bentley Capital Limited (since 5 February 2004)
Former directorships in	(1) Sofcom Limited (8 January 2004 to 19 March 2008)
other listed entities in past 3 years	(2) Scarborough Equities Limited (merged with Bentley on 13 March 2009 and delisted)

At the Balance Date, Messrs Azhar Chaudhri and Yaqoob Khan were resident overseas.

COMPANY SECRETARY

Information concerning the Company Secretary in office during or since the financial year are:

Victor P. H. Ho	Company Secretary
Appointed	30 August 2000
Qualifications	BCom, LLB (Western Australia)
Experience	Mr Ho has been in company secretarial/executive roles with a number of public listed companies since early
	2000. Previously, Mr Ho had 9 years experience in the taxation profession with the Australian Tax Office
	and in a specialist tax law firm. Mr Ho has been actively involved in the structuring and execution of a
	number of corporate transactions, capital raisings and capital management matters and has extensive
	experience in public company administration, corporations law and stock exchange compliance and
	shareholder relations.
Relevant interest in	17,500 shares
shares
Other positions held in	Current Executive Director and Company Secretary of:
listed entities	(1) Strike Resources Limited (Secretary since 9 March 2000 and Director since 12 October 2000)
	(2) Orion Equities Limited (Secretary since 2 August 2000 and Director since 4 July 2003)
	Current Company Secretary of:
	(3) Bentley Capital Limited (since 5 February 2004)
	(4) Alara Resources Limited (since 4 April 2007)
Former positions in	(1) Sofcom Limited (SOF) (Director between 3 July 2002 and 19 March 2008; Secretary between 23
other listed entities in	July 2003 and 19 March 2008)
past 3 years	(2) Scarborough Equities Limited (Secretary between 29 November 2004 and 13 March 2009)

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DIRECTORS’ REPORT

DIRECTORS' MEETINGS

The following table sets out the numbers of meetings of the Company's Directors held during the financial year (including Directors’ circulatory resolutions), and the numbers of meetings attended by each Director of the Company:

Name of Director	Meetings Attended	Maximum Possible Meetings
Farooq Khan	6	6
Simon Cato	6	6
Yaqoob Khan	6	6
Azhar Chaudhri	6	6

There were no meetings of committees of the Board of the Company.

Board Committees

During the financial year and as at the date of this Directors’ Report, the Company did not have separate designated Audit or Remuneration Committees. In the opinion of the Directors, in view of the size of the Board and nature and scale of the Consolidated Entity's activities, matters typically dealt with by an Audit or Remuneration Committee are dealt with by the full Board.

REMUNERATION REPORT

This report details the nature and amount of remuneration for each Director and Company Executive (being a company secretary or senior manager) ( Key Management Personnel ) of the Consolidated Entity.

The information provided under headings (1) to (3) below has been audited as required under section 308(3)(c) of the Corporations Act 2001.

(1) Remuneration Policy

The Board determines the remuneration structure of all Key Management Personnel having regard to the Consolidated Entity’s nature, scale and scope of operations and other relevant factors, including the frequency of Board meetings, length of service, particular experience and qualifications, market practice (including available data concerning remuneration paid by other listed companies in particular companies of comparable size and nature), the duties and accountability of Key Management Personnel and the objective of maintaining a balanced Board which has appropriate expertise and experience, at a reasonable cost to the Company.

Fixed Cash Short Term Employment Benefits: The Key Management Personnel of the Company are paid a fixed amount per annum plus applicable employer superannuation contributions. The NonExecutive Directors of the Company are paid a maximum aggregate base remuneration of $55,000 per annum inclusive of minimum employer superannuation contributions where applicable, to be divided as the Board determines appropriate.

The Board has determined current Company Key Management Personnel remuneration as follows:

(a) Mr Farooq Khan (Executive Chairman and Managing Director) – a base salary of $125,000 per annum plus employer superannuation contributions (currently 9%);
(b) Mr Azhar Chaudhri (Non-Executive Director) – a base fee of $15,000 per annum;
(c) Mr Simon Cato (Non-Executive Director) – a base fee of $15,000 per annum plus employer superannuation contributions (currently 9%);
(d) Mr Yaqoob Khan (Non-Executive Director) – a base fee of $15,000 per annum; and
(e) Mr Victor Ho (Company Secretary) – a base salary of $31,000 per annum plus employer superannuation contributions (currently 9%).

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DIRECTORS’ REPORT

Key Management Personnel can also opt to “salary sacrifice” their cash fees/salary and have them paid wholly or partly as further employer superannuation contributions or benefits exempt from fringe benefits tax.

Special Exertions and Reimbursements: Pursuant to the Company’s Constitution, each Director is entitled to receive:

(a) Payment for the performance of extra services or the making of special exertions at the request of the Board and for the purposes of the Company.
(b) Payment for reimbursement of all reasonable expenses (including traveling and accommodation expenses) incurred by a Director for the purpose of attending meetings of the Company or the Board, on the business of the Company, or in carrying out duties as a Director.

Long Term Benefits: Key Management Personnel have no right to termination payments save for payment of accrued annual leave and long service leave (other than Non-Executive Directors).

Equity Based Benefits: The Company does not presently have any equity (shares or options) based remuneration arrangements for any personnel pursuant to any executive or employee share or option plan or otherwise.

Post Employment Benefits: The Company does not presently provide retirement benefits to Key Management Personnel.

Performance Related Benefits/Variable Remuneration: The Company does not presently provide short or long incentive/performance based benefits related to the Company’s performance to Key Management Personnel, including payment of cash bonuses. The current remuneration of Key Management Personnel is fixed, is not dependent on the satisfaction of a performance condition and is unrelated to the Company’s performance.

Service Agreements: The Company does not presently have formal service agreements or employment contracts with any Key Management Personnel.

Financial Performance of Company: There is no relationship between the Company’s current remuneration policy and the Company’s performance.

(2) Details of Remuneration of Key Management Personnel

Details of the nature and amount of each element of remuneration of each Key Management Personnel of the Company paid or payable by the Consolidated Entity during the financial year are as follows:

Paid by the Company (Queste) to its Key Management Personnel

Key Management Person	Performance related	Short-term Benefits	Short-term Benefits	Post Employment Benefits	Other Long-term Benefits	Equity Based
2009	%	Cash, salary and commissions $	Non-cash benefit $	Superannuation $	Long service leave $	Shares & Options $	Total $
Executive Director: Farooq Khan	-	125,000	-	11,250	36,057	-	172,307
Non-Executive Directors: Yaqoob Khan Azhar Chaudhri Simon Cato	- - -	15,000 15,000 15,000	- - -	- - 1,350	- - -	- - -	15,000 15,000 16,350
Company Secretary: Victor Ho	-	31,000	-	2,790	8,346	-	42,136

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30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

DIRECTORS’ REPORT

Key Management Person	Performance related	Short-term Benefits	Short-term Benefits	Post Employment Benefits	Other Long-term Benefits	Equity Based
2008	%	Cash, salary and commissions $	Non-cash benefit $	Superannuation $	Long service leave $	Shares & Options $	Total $
Executive Director: Farooq Khan	-	125,000	-	11,250	-	-	136,250
Non-Executive Directors: Yaqoob Khan Azhar Chaudhri Simon Cato Michael van Rens	- - - -	15,000 15,000 5,654 9,346	- - - -	- - 509 841	- - - -	- - - -	15,000 15,000 6,163 10,187
Company Secretary: Victor Ho	-	31,000	750	2,790	-	-	34,540

Paid by Orion to Key Management Personnel (who are also Key Management Personnel of Queste)

2009 Key Management Personnel	Performance related %	Short-term Benefits	Short-term Benefits	Post Employment Benefits	Other Long-term Benefits	Equity Based	Total $
		Cash, salary and commissions $	Non-cash benefit $	Superannuation $	Long service leave $	Shares & Options $
Executive Directors: Farooq Khan William Johnson Victor Ho	- - -	255,192 150,000 60,000	- - -	17,308 13,500 5,400	- - -	- - -	272,500 163,500 65,400
Non-Executive Director: Yaqoob Khan	-	25,000	-	-	-	-	25,000

2008 Key Management Personnel	Performance related %	Short-term Benefits	Short-term Benefits	Post Employment Benefits	Other Long-term Benefits	Equity Based	Total $
		Cash, salary and commissions $	Non-cash benefit $	Superannuation $	Long service leave $	Shares & Options $
Executive Directors: Farooq Khan William Johnson Victor Ho	- - -	250,000 150,000 60,000	- - -	22,500 13,500 5,400	- - -	- - -	272,500 163,500 65,400
Non-Executive Director: Yaqoob Khan	-	25,000	-	-	-	-	25,000

(3) Other Benefits Provided to Key Management Personnel

No Key Management Personnel has during or since the end of the financial year, received or become entitled to receive a benefit, other than a remuneration benefit as disclosed above, by reason of a contract made by the Company or a related entity with the Director or with a firm of which he is a member, or with a Company in which he has a substantial interest.

This concludes the audited remuneration report.

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30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

DIRECTORS’ REPORT

DIRECTORS’ AND OFFICERS’ INSURANCE

The Company does not have any directors’ and officers insurance policy. Orion has a directors’ and officers insurance policy; the nature of the liabilities covered or the amount of premiums paid in respect of this policy has not been disclosed as such disclosure is prohibited under the terms of the policy.

DIRECTORS DEEDS

In addition to the rights of indemnity provided under the Company’s Constitution (to the extent permitted by the Corporations Act), the Company has also entered into a deed with each of the Directors and the Company Secretary ( Officer ) to regulate certain matters between the Company and each Officer, both during the time the Officer holds office and after the Officer ceases to be an officer of the Company, including the following matters:

(i) The Company’s obligation to indemnify an Officer for liabilities or legal costs incurred as an officer of the Company (to the extent permitted by the Corporations Act); and
(ii) Subject to the terms of the deed and the Corporations Act, the Company may advance monies to the Officer to meet any costs or expenses of the Officer incurred in circumstances relating to the indemnities provided under the deed and prior to the outcome of any legal proceedings brought against the Officer.

AUDITOR

Details of the amounts paid or payable to the auditor (BDO Kendalls Audit & Assurance (WA) Pty Ltd, formerly BDO) for audit and non-audit services provided during the financial year are set out below:

Consolidated Entity	Company
Audit & Review Fees Fees for Other Services Total $ $ $	Audit & Review Fees Fees for Other Services Total $ $ $
52,418 3,560 55,978	24,558 1,250 25,808

BDO Kendalls Audit & Assurance (WA) Pty Ltd continues in office in accordance with section 327B of the Corporations Act 2001.

AUDITORS’ INDEPENDENCE DECLARATION

A copy of the Auditor’s Independence Declaration as required under section 307C of the Corporations Act 2001 forms part of this Directors Report and is set out on page 15. This relates to the Audit Report, where the Auditors state that they have issued an independence declaration.

EVENTS SUBSEQUENT TO BALANCE DATE

The Directors are not aware of any matters or circumstances at the date of this Directors’ Report, other than those referred to in this Directors’ Report (in particular, in Review of Operations) or the financial statements or notes thereto (in particular Subsequent Events Note 29), that have significantly affected or may significantly affect the operations, the results of operations or the state of affairs of the Company in subsequent financial years.

Signed for and on behalf of the Directors in accordance with a resolution of the Board.

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Farooq Khan Chairman and Managing Director 16 September 2009

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Simon Cato Director

ANNUAL REPORT | 14

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BDO Kendalls Audit & Assurance (WA) Pty Ltd 128 Hay Street Subiaco WA 6008 PO Box 700 West Perth WA 6872 Phone 61 8 9380 8400 Fax 61 8 9380 8499 [email protected] www.bdo.com.au

ABN 79 112 284 787

16 September 2009

Queste Communications Limited The Directors Level 14, The Forrest Centre 221 St Georges Terrace PERTH WA 6000

Dear Sirs

DECLARATION OF INDEPENDENCE BY CHRIS BURTON TO THE DIRECTORS OF QUESTE COMMUNICATIONS LIMITED

As lead auditor of Queste Communications Limited for the year ended 30 June 2009, 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 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Queste Communications Limited and the entities it controlled during the period.

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Chris Burton Director

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BDO Kendalls Audit & Assurance (WA) Pty Ltd Perth, Western Australia.

BDO Kendalls is a national association of separate partnerships and entities. Liability limited by a scheme approved under Professional Standards Legislation.

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2009

Revenue from continuing operations Other income Total revenue from continuing operations Cost of investments sold Impairment loss on fair value of investments through profit and loss Cost of land development and impairment Cost of olive grove operations Occupancy expenses Finance expenses Borrowing costs Corporate expenses Administration expenses - personnel - others Exploration and evaluation expenses Share of Associate entities' losses Profit/(Loss) before income tax expense Income tax benefit Profit/(Loss) from continuing operations Profit/(Loss) from discontinued operations Net profit attributable to minority interests Net profit/(loss) attributable to members of the company Profit/(Loss) attributable to: Equity holders of the company Minority interest Basic loss per share (cents) Diluted loss per share (cents) Basic loss per share (cents) Diluted loss per share (cents) 2 2 8 8 8 8 2 Note 2 2 2 2 2 2 2 Loss per share from continuing operations attributable to the ordinary equity holders of the company Loss per share attributable to the ordinary equity holders of the company 2 2 5 3 2 2	2008 2009 $ $ Company 118,635 Consolidated Entity 17,239,331 540,661 2008 $ $ 2009 1,689,692 241,135 (4,001) 570,274 2,666,269
	(515,194) - (2,687,143) - - - - 237,134 659,296 (869) - (22,915) (2,970) (28,480,000) (1,877,734) (5,687) (263,696) (19,536) (2,283,013) (125,643) 17,809,605 19,297 - (882,623) (1,236,735) (824,385) (18,827) 71,874 (366,642) (93,901) (3,183) (37,393) (306,982) (78,107) (54,782) (13) (41,206) - (59,878) - (34,382) (285,120) (1,745) - (7) 4,355,961 (5,180) (581,009) (180,733) (62,682) (386,835) (992,229)
	261,695 (3,063,806) 513,853 - 216,553 (294,487) 4,090,940 (16,524,072)
	(12,433,132) - (2,549,953) 111,376 (102,042) (32,792) - 216,553
	(12,321,756) 6,279,911 216,553 (32,792) (2,651,995) - - 1,658,834
	216,553 (993,161) (6,041,845) (32,792)
	216,553 - (6,041,845) (993,161) (6,279,911) (1,658,834) - (32,792)
	216,553 (32,792) (2,651,995) (12,321,756)
	(41.3) (41.6) (8.9) n/a n/a n/a n/a (8.7)

The accompanying notes form part of these financial statements

ANNUAL REPORT | 16

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

BALANCE SHEET

AS AT 30 JUNE 2009

CURRENT ASSETS Cash and cash equivalents Trade and other receivables Financial assets at fair value through profit and loss Inventory Other TOTAL CURRENT ASSETS NON CURRENT ASSETS Trade and other receivables Inventory Available for sale financial asset Investments in Associate entities (equity accounted) Property, plant and equipment Olive trees Resource projects Intangibles Deferred tax asset TOTAL NON CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Current tax liabilities TOTAL CURRENT LIABILITIES NON CURRENT LIABILITIES Provision Deferred tax liability TOTAL NON CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital Reserves Retained earnings /(Accumulated losses) Parent interest Minority interest TOTAL EQUITY 22 12 15 13 24 23 17 12 9 Note 10 11 21 16 22 20 19 22 18 10 14	$ 3,839,432 3,440,088 7,925,039 Consolidated Entity 18,179,917 97,573 243,312 2008 188,802 $ $ $ 2009 160,526 41,118 Company 4,301 2008 842,148 5,294 2009 - - 63,717 - 3,321,651 3,197,931 - -
	3,514,754 12,310,142 22,423,187 3,302,766
	581,580 1,295,073 - 255,418 2,246,077 623,121 - - 393,080 1,413,771 250,000 6,851,980 9,207,515 3,650,000 - - 32,823 - - 18,846 3,679,995 - - - 19,978 - - 7,702,314 - - - - 32,823 2,629,500 2,450,000 -
	13,892,154 7,721,160 3,955,391 17,765,189
	7,258,157 40,188,376 11,235,914 26,202,296
	1,193,104 528,642 - 58,116 86,770 - 124,772 -
	1,193,104 586,758 86,770 124,772
	80,695 4,050,490 121,124 152,461 1,727,505 255,418 64,747 1,468,391
	336,113 4,171,614 1,879,966 1,533,138
	3,073,070 460,885 4,758,372 1,619,908
	23,129,226 9,616,006 6,797,272 35,430,004
	2,719,171 2,445,645 6,192,427 4,093,050 6,087,927 6,087,927 5,534,795 2,427,593 6,192,427 10,255,994 (2,114,326) (2,006,716)
	10,398,104 12,731,122 9,616,006 18,771,514 16,658,490 6,797,272 - -
	6,797,272 23,129,226 35,430,004 9,616,006

The accompanying notes form part of these financial statements

ANNUAL REPORT | 17

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2009

Consolidated Entity At 1 July 2007 Changes in revaluation of assets Net income directly recognised in equity Loss attributable to members of the Company Loss attributable to minority interest Total income and expense recognised for the year Dividend paid Movement in minority interest At 30 June 2008 At 1 July 2008 Changes in revaluation of assets Net income directly recognised in equity Loss attributable to members of the Company Loss attributable to minority interest Total income and expense recognised for the year Dividend paid Partly paid shares Movement in minority interest At 30 June 2009 Company At 1 July 2007 Changes in fair value of available for sale assets (net of tax) Net income directly recognised in equity Profit for the year Total income and expense recognised for the year Dividend paid At 30 June 2008 At 1 July 2008 Changes in fair value of available for sale assets (net of tax) Net income directly recognised in equity Loss for the year Total income and expense recognised for the year Dividend paid Partly paid shares At 30 June 2009	289,581 289,581 - - Interest Minority Accumulated Losses 6,087,927 2,138,012 Issued - Earnings/ 12,076,757 $ Capital $ Reserves Retained 37,876,729 $ $ 17,574,033 Total $
	289,581 - (1,658,834) (993,161) - - - - - - 289,581 - - (993,161) (1,658,834)
	(430,085) (993,161) - - (397,517) - - - (2,651,995) 743,291 (397,517) - 313,206 (1,658,834)
	2,427,593 10,255,994 6,087,927 35,430,004 16,658,490
	35,430,004 - 6,087,927 18,052 10,255,994 - 2,427,593 - 16,658,490 18,052
	(6,041,845) - - - (6,279,911) - - 18,052 - - - - (6,279,911) (6,041,845) 18,052
	- - (12,321,756) - - - 19,525 (6,279,911) - (121,099) 19,525 104,500 - - - - (6,041,845) - 104,500 (121,099)
	2,445,645 4,093,050 6,192,427 23,129,226 10,398,104
	8,260,558 - (2,149,757) - 6,087,927 (2,725,763) (2,725,763) 12,198,728 - -
	- (2,725,763) 216,553 - - - (2,725,763) 216,553 - -
	(73,512) 216,553 - - (2,725,763) - (73,512) (2,509,210) - -
	5,534,795 6,087,927 (2,006,716) 9,616,006 -
	(2,006,716) (2,815,624) (2,815,624) 5,534,795 - - 6,087,927 9,616,006 - -
	(32,792) (2,815,624) (32,792) (2,815,624) - - - - - -
	(74,818) - - 104,500 104,500 - - (32,792) - (2,815,624) (74,818) (2,848,416) - - -
	(2,114,326) 6,192,427 2,719,171 - 6,797,272

The accompanying notes form part of these financial statements

ANNUAL REPORT | 18

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2009

CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Payments for exploration and evaluation Sale proceeds from trading portfolio Payments for trading portfolio Proceeds from portfolio options Dividends received Income tax received/(paid) Interest received Interest paid NET CASH INFLOW/(OUTFLOW) FROM OPERATING ACTIVITIES a CASH FLOWS FROM INVESTING ACTIVITIES Payments for property, plant and equipment Proceeds from sale of plant and equipment Loan to other entities Repayment of loan from other entities Payments for investment securities Proceeds from sale of investment securities NET CASH INFLOW/(OUTFLOW) FROM INVESTING ACTIVITIES CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from partly paid shares Dividends paid NET CASH INFLOW/(OUTFLOW) FROM FINANCING ACTIVITIES NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS HELD Add opening cash and cash equivalents brought forward NET CASH AND CASH EQUIVALENTS AT END OF YEAR 9 9 Note	301,556 - 226,415 2008 - 2009 - - 1,333 (585,755) 90,050 $ $ 2009 2008 $ (19,224) 40,934 (494,788) 199,100 345,665 (1,438,796) (1,848,058) Consolidated Entity (13) - 176,035 - (7) (264,740) - 1,141,704 414,768 276,117 5,759,493 (2,356,602) 1,042,060 - - (3,802,450) - Company - - $ 49,701 - - - (336,966)
	(507,352) (498,395) 192,331 (269,052)
	636,505 182,036 - - (1,349) (5,118) 17,000 (80,078) - - - 636,505 (515,737) (132,062) (515,737) (17,000) - 182,036 (132,062) (17,000) 17,000 - - (5,118)
	48,625 115,650 (30,104) 115,650
	- (397,517) (121,099) (74,818) 104,500 104,500 (73,512) -
	(16,599) (397,517) 29,682 (73,512)
	(399,344) (123,720) (934,973) 167,444 3,321,651 3,154,207 3,839,432 4,774,405
	3,197,931 3,321,651 3,440,088 3,839,432

The accompanying notes form part of these financial statements

ANNUAL REPORT | 19

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1. SUMMARY OF ACCOUNTING POLICIES STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

The financial report (comprising the financial statements and notes thereto) is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

The financial report includes separate financial statements for Queste Communications Ltd as an individual parent entity (the “Company” ) and the consolidated entity consisting of Queste Communications Ltd and its controlled entities. Queste Communications Ltd is a company limited by shares, incorporated in Western Australia.

Compliance with IFRS

The financial report complies with all Australian equivalents to International Financial Reporting Standards ( AIFRS ) in their entirety. Compliance with AIFRS ensures that the consolidated financial statements of Queste Communications Ltd comply with International Financial Reporting Standards ( IFRS ).

The following is a summary of the material accounting policies adopted by the consolidated entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.

Reporting Basis and Conventions

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the fair value basis of accounting has been applied.

1.1. Principles of Consolidation

A controlled entity is any entity the Company has the power to control the financial and operating policies of so as to obtain benefits from its activities. A list of controlled entities is contained in note 14 to the financial statements. All controlled entities have a June financial year-end. All inter-company balances and transactions between entities in the consolidated entity, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistencies with those policies applied by the Company.

1.2. Investments in Associates

Investments in associates are accounted for in the consolidated financial statements using the equity method. Under this method, the consolidated entity’s share of the post-acquisition profits or losses of associates is recognised in the consolidated income statement, and its share of post-acquisition movements in reserves is recognised in consolidated reserves. The cumulative post-acquisition movements are adjusted against the cost of the investment. Associates are those entities over which the consolidated entity exercises significant influence, but not control. A list of associates is contained in note 15 to the financial statements. All associate entities have a June financial year-end.

1.3. Mineral Exploration and Evaluation Expenditure

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

Under AASB 6 “Exploration for and Evaluation of Mineral Resources”, if facts and circumstances suggest that the carrying amount of any recognised exploration and evaluation assets may be impaired, the Company must perform impairment tests on those assets and measure any impairment in accordance with AASB 136 “Impairment of Assets”. Any impairment loss is to be recognised as an expense. 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.

1.4. Segment reporting

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different to those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment and is subject to risks and returns that are different from those of segments operating in other economic environments. The consolidated entity’s segment reporting is contained in note 25 of the notes to the financial statements.

1.5. 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. All revenue is stated net of the amount of goods and services tax ( “GST” ). The following specific recognition criteria must also be met before revenue is recognised:

Sale of Goods and Disposal of Assets - Revenue from the sale of goods and disposal of other assets is recognised when the consolidated entity has passed control of the goods or other assets to the buyer.

Contributions of Assets - Revenue arising from the contribution of assets is recognised when the consolidated entity gains control of the asset or the right to receive the contribution.

Interest Revenue - Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Dividend Revenue - Dividend revenue is recognised when the right to receive a dividend has been established. The consolidated entity brings dividend revenue to account on the applicable ex-dividend entitlement date.

Other Revenues - Other revenues are recognised on a receipts basis.

ANNUAL REPORT | 20

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1.6. Income Tax

The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the notional income tax rate for each taxing jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses (if applicable).

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively enacted for each taxing jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. The amount of deferred tax assets 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 consolidated entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Employer superannuation contributions are made by the consolidated entity in accordance with statutory obligations and are charged as an expense when incurred.

The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

1.9. 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. Bank overdrafts (if any) are shown within short-term borrowings in current liabilities on the balance sheet.

1.10. Receivables

Trade and other receivables are recorded at amounts due less any provision for doubtful debts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off when considered nonrecoverable.

1.11. Dividends Policy

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the financial year but not distributed at balance date.

1.12. Investments and Other Financial Assets

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.

1.7. 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 Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of GST. Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

1.8. Employee Benefits

Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

Financial assets at fair value through profit and loss - A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated by management and within the requirements of AASB 139: Recognition and Measurement of Financial Instruments. Realised and unrealised gains and losses arising from changes in the fair value of these assets are included in the income statement in the period in which they arise.

Available for sale financial assets- Available for sale financial assets, comprising principally marketable equity securities, are non-derivatives that are either designated in this category or not classified in any other categories. Realised and unrealised gains and losses arising from changes in the fair value of these assets are recognised in equity in the period in which they arise.

Loans and receivables - Loans and receivables are nonderivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.

Provision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be

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30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

Financial liabilities - Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models.

At each reporting date, the consolidated entity assesses whether there is objective evidence that a financial instrument has been impaired. Impairment losses are recognised in the income statement.

1.13. Fair value Estimation

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and available-for-sale securities) is based on quoted market prices at the balance sheet date. The quoted market price used for financial assets held by the consolidated entity is the current bid price; the appropriate quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market (for example over-the-counter derivatives) is determined using valuation techniques. The consolidated entity may use a variety of methods and makes assumptions that are based on market conditions existing at each balance date. Other techniques, such as estimated discounted cash flows, are used to determine fair value for the remaining financial instruments.

The nominal value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the consolidated entity for similar financial instruments.

1.14. Property held for Resale

Property held for development and sale is valued at lower of cost and net realisable value. Cost includes the cost of acquisition, development, borrowing costs and holding costs until completion of development. Finance costs and holding charges incurred after development are expensed. Profits are brought to account on the signing of an unconditional contract of sale.

1.15. Property, Plant and Equipment

All plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Freehold Land is not depreciated (except for property held for resale – refer to Note 1.13). It is shown at fair value, based on periodic valuations by external independent valuers. Any upward revaluation is recognised through equity.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present value in determining recoverable amount.

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

The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset	Depreciation Rate	Depreciation Method
Plant and Equipment	15-33.3%	DiminishingValue
Furniture and Equipment	15-20%	DiminishingValue
Leasehold Improvements	15%	DiminishingValue

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the income statement. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings.

1.16. Impairment of Assets

At each reporting date, the consolidated entity 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 the income statement. Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. Where it is not possible to estimate the recoverable amount of an individual asset, the consolidated entity estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.17. Payables

These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

1.18. Issued Equity

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options, or for the acquisition of a business, are included in the cost of the acquisition as part of the purchase consideration.

1.19. Earnings Per Share

Basic Earnings per share is determined by dividing the operating result after income tax by the weighted average number of ordinary shares on issue during the financial period.

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NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

Diluted Earnings per share adjusts the figures used in the determination of basic earnings per share by taking into account amounts unpaid on ordinary shares and any reduction in earnings per share that will probably arise from the exercise of options outstanding during the financial period.

1.20. Research and Development Costs

Expenditure during the research phase of a project is recognised as an expense when incurred. Development costs are capitalised only when technically feasibility studies identify that the project will deliver future economic benefits and these benefits can be measured reliably. Development costs have a finite life and are amortised on a systematic basis matched to the future economic benefits over the useful life of the project.

1.21. Business Combinations

The purchase method of accounting is used to account for all business combinations, including business combinations involving entities or businesses under common control, regardless of whether equity instruments or other assets are acquired. Cost is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange plus costs directly attributable to the acquisition. Where equity instruments are issued in an acquisition, the fair value of the instruments is their published market price as at the date of exchange unless, in rare circumstances, it can be demonstrated that the published price at the date of exchange is an unreliable indicator of fair value and that other evidence and valuation methods provide a more reliable measure of fair value. Transaction costs arising on the issue of equity instruments are recognised directly in equity.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the Group's share of the fair value of the identifiable net assets of the subsidiary acquired, the difference is recognised directly in the income statement, but only after a reassessment of the identification and measurement of the net assets acquired.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity's incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

costs of completion and the estimated costs necessary to make the sale.

(ii) Land held for resale/capitalisation of borrowing costs

Land held for resale is stated at the lower of cost and net realisable value. Cost is assigned by specific identification and includes the cost of acquisition, and development and borrowing costs during development. When development is completed borrowing costs and other holding charges are expensed as incurred.

Borrowing costs included in the cost of land held for resale are those costs that would have been avoided if the expenditure on the acquisition and development of the land had not been made. Borrowing costs incurred while active development is interrupted for extended periods are recognised as expenses.

1.23. Non-current assets (or disposal groups) held for sale and discontinued operations

A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately on the face of the income statement.

1.24. Leases

Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

1.25. Biological Assets

Biological assets are initially, and subsequent to initial recognition, measured at their fair value less any estimated point-of-sale costs. Gains or losses arising on initial or subsequent recognition are accounted for via the profit or loss for the period in which the gain or loss arises. Agricultural produce harvested from the biological assets shall be measured at its fair value less estimated point-of-sale costs at the point of harvest.

1.22. Inventories

(i) Raw materials and stores, work in progress and finished goods

Raw materials and stores, work in progress and finished goods are stated at the lower of cost and net realisable value. Cost comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. They include the transfer from equity of any gains losses on qualifying cash flow hedges relating to purchases of raw material. Costs are assigned to individual items of inventory on basis of weighted average costs. Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated

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NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1.26. New standards and interpretations Released But Not Yet Adopted

The following new Accounting Standards and Interpretations (which have been released but not yet adopted) have no material impact on the Company’s accounts/financial statements or the associated notes therein.

New / revised pronouncement	Explanation of amendments	Effective date/Application date
AASB 1 First time adoption of Australian Accounting Standards (May 2009)– “AASB 1R”	Structure of the standard has been amended for ease of use.	30 June 2010
AASB 3 Business Combinations (March 2008) – “AASB 3R”	AASB 3R amends how entities account for business combinations and changes in ownership interests in subsidiaries. Many changes have been made to this standard affecting acquisition related costs, step acquisitions, measurement of goodwill and contingent considerations. AASB 3 also replaces the term “Minority Interest” with “Non-controlling Interest”. This standard can be early adopted, but only for reporting periods that begin on or after 30 June 2007. AASB 3 is applied prospectively.	Business combinations occurring on or after an annual reporting beginning on or after 1 July 2009
AASB 8 Operating Segments (February 2007)	AASB 8 supersedes AASB 114. AASB 8 has a different scope of application to AASB 114; it is applicable only to listed entities and those in the process of listing, and requires that segment information be disclosed using the management approach. This may result in a different set of segments being identified than those previously disclosed under AASB 114.	31 December 2009
AASB 101 Presentation of Financial Statements (September 2007) – “AASB 101R”	AASB 101R contains a number of changes from the previous AASB 101. The main changes are to require that an entity must:  present all non-owner changes in equity ('comprehensive income') either in one statement of comprehensive income or in two statements (a separate income statement and a statement of comprehensive income  present an additional statement of financial position (balance sheet) as at the beginning of the earliest comparative period when the entity applies an accounting policy retrospectively, makes a retrospective restatement, or reclassifies items in its financial statements  disclose income tax relating to each component of other comprehensive income  disclose reclassification adjustments relating to components of other comprehensive income There are other changes to terminology, however these are not mandatory	31 December 2009
AASB 123 Borrowing Costs (June 2007) – “AASB 123R”	AASB 123R incorporates amendments removing the option to immediately expense borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset.	31 December 2009
AASB 127 Consolidated and Separate Financial Statements (March 2008) – “AASB 127R”	AASB 127R amends how entities account for business combinations and changes in ownership interests in subsidiaries. Many changes were made to this standard affecting acquisitions and disposals which do not result in a change of control, partial disposals where control is lost, attribution of profit or loss to non-controlling interests and loss of significant influence or control in relation to Associates and Joint Ventures. AASB 127 replaces the term “Minority Interest” with the “Non-controlling Interest”. AASB 127 is applied retrospectively, with certain exceptions relating to the significant changes made in this revision.	30 June 2010
AASB 1039 Concise Financial Reports (August 2008)	AASB 1039 (August 2008) incorporates amendments to terminology and descriptions of the financial statements to achieve consistency with AASB 101 and the rewording of the disclosure requirements relating to segments to achieve consistency with AASB 8.	31 December 2009

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QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1.26 New standards and interpretations Released But Not Yet Adopted (continued)

New / revised pronouncement	Explanation of amendments	Effective date/Application date
AASB 2007-3 Amendments to Australian Accounting Standards arising from AASB 8 [AASB 5, AASB 6, AASB 102, AASB 107, AASB 119, AASB 127, AASB 134, AASB 136, AASB 1023 & AASB 1038]	AASB 2007-3 consequentially amends a number of standards arising from the issue of AASB 8. These amendments result from the changing the name of the segment reporting standard to AASB 8.	31 December 2009
AASB 2007-6 Amendments to Australian Accounting Standards arising from AASB 123 [AASB 1, AASB 101, AASB 107, AASB 111, AASB 116 & AASB 138 and Interpretations 1 & 12]	The revision of AASB 123 necessitates consequential amendments to a number of existing Standards. The amendments principally remove references to expensing borrowing costs on qualifying assets, as AASB 123 was revised to require such borrowing costs to be capitalised.	31 December 2009
AASB 2007-8 Amendments to Australian Accounting Standards arising from AASB 101	AASB 2007-8 consequentially amends a number of AASB’s as a result of the reissue of AASB 101. Some of the changes include changing the terms:  ‘general purpose financial report’ to ‘general purpose financial statements’  ‘financial report’ to ‘financial statements’ in application paragraphs, where relevant, of Australian Accounting Standards (including Interpretations) to better align with IFRS terminology.	31 December 2009
AASB 2007-10 Further Amendments to Australian Accounting Standards arising from AASB 101	AASB 2007-10 makes a number of consequential amendments to a number of accounting standards arising from the revision of AASB 101 in September 2007. The changes are largely to terminology for example changing the term 'general purpose financial report' to 'general purpose financial statements' and the term 'financial report' to 'financial statements', where relevant, in Australian Accounting Standards (including Interpretations) to better align with IFRS terminology.	31 December 2009
AASB 2008-1 Amendments to Australian Accounting Standard -Share-based Payments: Vesting Conditions and Cancellations [AASB 2]	AASB 2008-1 was issued after the AASB made changes to AASB 2 Share Based Payments including:  Clarifying that vesting conditions are service conditions and performance conditions only, and that other features of a share-based payment are not vesting conditions. Cancellations, whether by the entity or by other parties, should be accounting for consistently.	31 December 2009
AASB 2008-2 Amendments to Australian Accounting Standards – Puttable Financial Instruments and Obligations arising on Liquidation [AASB 7, AASB 101, AASB 132, AASB 139 & Interpretation 2]	AASB 2008-2 makes amendments to AASB 132 and AASB 101, permitting certain puttable financial instruments to be classified as equity rather than liabilities, subject to certain criteria being met.	31 December 2009
AASB 2008-3 Amendments to Australian Accounting Standards arising from AASB 3 and AASB 127 [AASBs 1, 2, 4, 5, 7, 101, 107, 112, 114, 116, 121, 128, 131, 132, 133, 134, 136, 137, 138 & 139 and Interpretations 9 & 107]	AASB 2008-3 was issued after the AASB revised AASB 3 and AASB 127, as consequential amendments were necessary to other Australian Accounting Standards.	30 June 2010
AASB 2008-5 Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 5, 7, 101, 102, 107, 108, 110, 116, 118, 119, 120, 123, 127, 128, 129, 131, 132, 134, 136, 138, 139, 140, 141, 1023 & 1038].	AASB 2008-5 makes a number of minor, but necessary amendments to different Standards arising from the annual improvements project. The amendments largely clarify accounting treatments where previous practice had varied, with some new or amended requirements introduced. The changes addressed include accounting for advertising and promotional expenditure, investment property under construction and the reclassification to inventories of property, plant and equipment previously held for rental when the assets cease to be rented and are held for sale.	31 December 2009
AASB 2008-6 Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 1 & AASB 5]	AASB 2008-6 makes further amendments arising from the annual improvements project. These amendments are made to AASB 1 and AASB 5 to include requirements relating to a sale plan involving the loss of control of a subsidiary, and the requirements for all assets and liabilities of such subsidiaries to be classified as held for sale. Disclosure requirements are also clarified.	31 December 2009

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QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1.26 New standards and interpretations Released But Not Yet Adopted (continued)

New / revised pronouncement	Explanation of amendments	Effective date/Application date
AASB 2008-7 Amendments to Australian Accounting Standards – Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate [AASB 1, AASB 118, AASB 121, AASB 127 & AASB 136]	AASB 2008-7 makes changes to a number of accounting standards, for the purpose of reducing the burden on parent entities when complying with AASB 127 and measuring the cost of a subsidiary at acquisition in their separate financial statements in certain circumstances. The amendments are to apply only on initial application of Australian Equivalents to International Financial Reporting Standards (AASBs).	31 December 2009
AASB 2008-8 Amendments to Australian Accounting Standards -Eligible Hedged Items [AASB 139]	AASB 2008-8 makes amendments to AASB 139 to clarify the application of some of AASB 139's requirements on designation of a risk or a portion of cash flows for hedge accounting purposes; including: The main issues addressed are:  Designation of one-sided risks  Designation of portions of cash flows of a financial instrument, with reference to inflation components; and  Hedge effectiveness when hedging one-sided risks with a purchased option.	30 Jun 2010
AASB 2008-9 Amendments to AASB 1049 for Consistency with AASB 101	AASB 2008-9 makes amendments to AASB 1049 to ensure consistency with AASB 101 Presentation of Financial Statements (September 2007). This alignment is consistent with the broad approach taken in the AASB’s Generally Accepted Accounting Principles/Government Finance Statistics (GAAP/GFS) Harmonisation project.	31 December 2009
AASB 2008-11 Amendments to Australian Accounting Standard – Business Combinations Among Not-for-Profit Entities [AASB 3]	AASB 2008-11 mandates that the requirements in AASB 3 (March 2008) are applicable to business combinations among not-for-profit entities (other than restructures of local governments) that are not commonly controlled. It also allows those requirements to be early adopted by not-for-profit entities. Also included are specific recognition, measurement and disclosure requirements relating to local government restructures.	30 June 2010
AASB 2008-13 Amendments to Australian Accounting Standards arising from AASB Interpretation 17 – Distributions of Non-cash Assets to Owners [AASB 5 & AASB 110]	AASB 2008-13 makes amendments to AASB 5 and AASB 110 resulting from the issue of Interpretation 17. The amendments relate to the classification, presentation and measurement of non-current assets held for distribution to owners and the disclosure requirements for dividends that are declared after the reporting period but before the financial statements are authorised for issue.	30 June 2010
AASB 2009-4 Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 2, AASB 138 and AASB Interpretations 9 & 16]	Makes various amendments to a number of standards and interpretations in line with the IASB annual improvements project	30 June 2010
AASB 2009-05 Further amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 5, 8, 101, 107, 118, 136, 139]	Makes various amendments to a number of standards and interpretations in line with the IASB annual improvements project	31 December 2010
Interpretation 15 Agreements for Construction of Real Estate	This Interpretation aims to standardise accounting practice among real estate developers for sales of units, such as apartments or houses, ‘off plan’, i.e. before construction is complete, with regards to the recognition of revenue.	31 December 2009
Interpretation 16 Hedges of a Net Investment in a Foreign Operation	This Interpretation clarifies when in a group situation hedge accounting can be applied in relation to foreign exchange risks associated with foreign operations.	30 September 2009
Interpretation 17 Distributions of Non-cash Assets to Owners	This Interpretation provides guidance on how entities should measure distributions of assets other than cash when it pays dividends to its owners, except for common control transactions.	30 June 2010
Interpretation 18 Transfers of Assets from Customers	This Interpretation clarifies the accounting for agreements in which an entity receives an item of PPE from a customer that they must use either to connect the customer to a network or to provide the customer with ongoing access to a supply of goods or services.	Asset transfers received on or after 1 July 2009

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30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

2. PROFIT/(LOSS) FOR THE YEAR

Profit/(loss) for the year includes the following items of revenue and expenses below. Included are the revenue and expenses of discontinued operations of Orion Indo Mining Pty Ltd and Central Exchange Mining Ltd, formerly wholly owned subsidiaries of controlled entity, Orion Equities Limited, disposed on 11 August 2008 (refer to Note 5 ).

(a) Revenue from continuing operations Dividend received Income from olive grove operations Interest received - other Other income Gain on sale of subsidiaries Gain/(Loss) on sale of financial assets at fair value through profit and loss Revaluation of olive trees Other Total revenue (b) Revenue from discontinued operations Interest received - other (c) Expenses from continuing operations Cost of olive grove operations Cost of land development Impairment valuation of land Cost of investments sold - brokerage cost Impairment loss on fair value of investments through profit and loss Operating expenses Occupancy expenses Finance expenses Borrowing costs - interest paid Corporate expenses Consultancy Professional fees Other corporate expenses Administration expenses Depreciation Fixed assets write off Personnel expenses - other Employee entitlements Investment costs Other administrative expenses Exploration and evaluation expenses Share of Associate entities' losses	- - 226,415 193,834 314,246 373,222 275,743 216,894 Consolidated Entity 2008 $ $ Company 2009 2008 $ 47,301 2009 $ 311,530 1,040,727 41,850
	540,661 570,274 1,689,692 241,135
	- 2,383,356 117,302 (4,001) 16,961,679 - - 432,017
	117,302 (4,001) 17,393,696 2,383,356
	1,333 34,135 - 1,333 - (188,500) - 281,580
	(4,001) 2,666,269 17,239,331 118,635

	237,134 659,296 4,355,961 17,809,605
	- - 4 374
	3,183 287,025 882 106,681 194,749 13 - - - 74,120 28,031 26,745 - 22,915 - 7 - - 1,745 19,957 3,976 161,972 - - 653 205,387 43,649 41,206 36,735 515,194 - 934,018 18,827 160,467 58,211 135 27,198 259 29,551 2,970 54,782 - 2,687,143 - 4,275 19,536 4,831 869 55,344 191,204 - 125,643 5,180 5,687 855,425 93,901 (71,874) 581,009 37,393 11 147,339 (19,297) 1,200,000 30,403 85,838 - 7,906 274,416 10,704 2,283,013 28,480,000 1,877,734 677,046 15,886 - -
	442,743 531,621 7,419,767 34,333,677

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30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

2. PROFIT/(LOSS) FOR THE YEAR (continued) (d) Expenses from discontinued operations Finance expenses Other corporate expenses Depreciation Exploration and evaluation expenses 3. INCOME TAX EXPENSE (a) The major components of income tax expense/(benefit) are: Current income tax Current income tax charge (Over)/under provision in prior years Deferred income tax Current period deferred tax movement (Over)/under provision in prior years Income tax expense/(benefit) is attributable to: Profit/(Loss) from continuing operations Profit/(Loss) from discontinued operations Aggregate income tax expense (b) Profit from continuing operations Profit/(Loss) from discontinued operations Profit/(Loss) for the year Permanent differences Other assessable income Other non-deductible items Other deductible items Share of Associates' losses Recoupment of prior year tax losses brought to account Current year revenue losses not brought to account Current year capital losses not brought to account Net change in fair value adjustment Movement in unrecognised temporary differences Recoupment of prior year tax losses brought to account Income tax expense Provision for deferred income tax Current tax Under/(over) provision in prior years Deferred tax Under/(over) provision in prior years Franking credits Net income tax (benefit)/ expense The prima facie income tax on profit/(loss) from ordinary activities is reconciled to the income tax provided in the accounts as follows: Prima facie tax payable on profit from ordinary activities before income tax at 30% (2008:30%)	$ - - $ 642 - $ $ Company 2009 2008 205 Consolidated Entity 2009 2008 4,717 - 397 (111,974) - 96,899 - - - - 158
	102,416 - - (111,372)
	- 24,561 - (51,903) - - (431,110) (472,883) 520,055 (3,642,618) - - 313,598 - (602,798) -
	(513,853) 261,695 - (4,090,940)
	- - - (4,090,940) (513,853) - - -
	- (513,853) - (4,090,940)
	(294,487) 111,376 - - (16,524,072) (3,063,806) (102,042) 216,553
	(294,487) 216,553 (3,165,848) (16,412,696)
	(121,437) - - 1,200 806,143 - - - 684,904 - - (139,700) 10,664 (304,947) 1,200 - - 141,740 86,461 - - - - - (35,431) 6,390 64,966 (949,754) (88,346) (4,923,809) 40,403 39,137 383,253 615,218 - - - 62,485 12,362 7,609 - 523,048 (121,437)
	- - (3,642,618) (134,677) (209,792) - (472,883) 654,732 - - - 24,561 - (51,903) - - (602,798) - - (431,110)
	(513,853) (261,695) - (4,090,940)

The applicable weighted average effective tax rates are as follows:

25% 17% 89% 1%

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30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

INCOME TAX EXPENSE (continued) Deferred tax assets not brought to account at 30%: - Revenue losses - Capital losses - Temporary differences	- Consolidated Entity 2009 2008 $ $ Company - $ 2009 $ 1,200 - 1,200 - 46,885 159,101 2008 398,132 299,047 195,947 299,047
	446,217 458,148 197,147 299,047

3. INCOME TAX EXPENSE (continued)

The Deferred Tax Asset not brought to account for the 2009 year will only be obtained if: (i) the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit to be realised;

(ii) the Company continues to comply with the conditions for deductibility imposed by tax legislation; and

(iii) the Company is able to meet the continuity of ownership and/or continuity of business tests.

4. KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Details of key management personnel - directors (consolidated and company)

Farooq Khan Chairman & Managing Director Azhar Chaudhri Non-Executive Director Simon Cato Non-Executive Director Yaqoob Khan Non-Executive Director

Details of other key management personnel (consolidated and company)

Victor Ho
	Consolidated Entity				Company
Number of employees (including key management	2009	2008		2009		2008
personnel)		8	7		7		6

(b) Compensation of key management personnel

Directors Short-term employee benefits - cash fees Post-employment benefits - superannuation Long-term benefits Other key management personnel Short-term employee benefits - cash fees Post-employment benefits - superannuation Long-term benefits	12,600 20,710 161,890 35,100 43,210 $ 445,000 436,890 - 36,057 $ $ 170,000 2008 2009 2008 $ Consolidated Entity 2009 36,057 - Company
	516,157 218,657 182,600 480,100
	2,931 91,000 8,190 32,572 - 8,346 - 92,572 31,000 8,331 2,790 8,346
	35,503 107,536 100,903 42,136

Key management personnel remuneration has been included in the Remuneration Report section of the Directors' Report.

(c) Options provided as remuneration and shares issued on exercise of such options

There were no options, rights and equity instruments provided as remuneration to key management personnel and no shares issued on the exercise of any such instruments, during the financial year.

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30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

4. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(d) Fully paid shareholdings of key management personnel

2009 Directors	Balance at the start of the year	Balance at appointment/ resignation	Other changes during the year	Balance at the end of the year
Farooq Khan	11,598,786		21,883	11,620,669
Simon Cato	193,000		-	193,000
Azhar Chaudhri	4,724,280		-	4,724,280
Yaqoob Khan	11,598,786		21,883	11,620,669
Other key management personnel
Victor Ho	23,100		-	23,100
2008
Directors
Farooq Khan	11,290,256		308,530	11,598,786
Simon Cato		193,000	-	193,000
Michael van Rens	279,799	184,799	(95,000)
Azhar Chaudhri	4,375,750		348,530	4,724,280
Yaqoob Khan	11,290,256		308,530	11,598,786
Other key management personnel
Victor Ho	23,100		-	23,100

(e) Partly paid shareholdings of key management personnel

2009 Directors	Balance at the start of the year	Other changes during the year	Balance at the end of the year
Farooq Khan	20,000,000	-	20,000,000
Azhar Chaudhri	20,000,000	-	20,000,000
Yaqoob Khan	20,000,000	-	20,000,000
2008
Directors
Farooq Khan	20,000,000	-	20,000,000
Azhar Chaudhri	20,000,000	-	20,000,000
Yaqoob Khan	20,000,000	-	20,000,000

The disclosures of equity holdings above are in accordance with the accounting standards which requires a disclosure of direct and indirect holdings of spouses, relatives, spouses of relatives and entities under the control or significant influence of each of the same. here are instances of some overlap between disclosed holdings of Farooq Khan, Yaqoob Khan and Azhar Chaudhri.

(f) Option holdings of key management personnel (consolidated and parent entity)

The Consolidated Entity and Company do not have any options on issue.

(g) Loans to key management personnel

There were no loans to key management personnel (or their personally related entities) during the financial year.

(h) Other transactions with key management personnel

There were no other transactions with key management personnel (or their personally related entities) during the financial year.

ANNUAL REPORT | 30

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

5. DISCONTINUED OPERATIONS

On 11 August 2008, the Consolidated Entity's controlled entity Orion Equities Limited disposed of its 70% interest in the Berau Coal Project and its 25% interest in the Paulsens East Iron Ore Project, through the sale of its subsidiary companies Orion Indo Mining Pty Ltd and Central Exchange Mining Ltd to its joint venture partner, ASX listed Strike Resources Limited (Strike) in consideration for 9.5 million ordinary Strike shares, valued at $18.7 million based on SRK's closing bid price on 11 August 2008 of $1.97.

Revenue Expenses Profit/(Loss) before income tax Income tax expense Profit/(Loss) after income tax Gain on sale of subsidiary Income tax expense Gain on sale of subsidiary after tax Total assets Total liabilities Net asset Net cash outflow from operating activities Net cash inflow from investing activities Net increase/(decrease) in cash from businesses Consideration received: Shares Carrying amount of net assets sold Gain on sale before income tax Income tax expense Gain on sale after income tax AUDITORS REMUNERATION Auditing of the financial report Taxation services Details of sale of subsidiaries Amounts received or due and receivable by: Auditors of the Consolidated Entity (BDO Kendalls (WA) Audit and Assurance Pty Ltd) Non-audit services (BDO Kendalls) The carrying amounts of assets and liabilities of the operation at the date of cessation were: The net cash flows of the business, which have been incorporated into the Cash Flows Statement, are as follows: Financial information relating to the discontinued operation, which has been incorporated into the Income Statement, is as follows:	4 374 - $ - 2008 Consolidated Entity 2009 2008 $ - 2009 (102,416) $ 111,372 Company - $
	- - - (102,042) - - - 111,376
	(102,042) - 111,376 -
	- - - - - - - 16,961,679
	- 16,961,679 - -
	(1,249,734) - - - 464,372 1,767,013 - (13,692)
	(785,362) 1,753,321 - -
	(40,791) (1,196,170) - 77,121 1,226,869 - - -
	36,330 30,699 - -
	- 18,715,000 - -
	- - - - - 18,715,000 (1,753,321) -
	- - - - - - - 16,961,679
	16,961,679 - - -
	24,558 1,250 1,250 52,418 3,560 2,652 27,431 53,552
	25,808 56,204 55,978 28,681

6. AUDITORS REMUNERATION

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QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

7. 8.	DIVIDENDS Declared and paid during the year Dividends on ordinary shares by OEQ - 2.0 cents per share fully franked by OEQ - 1.5 cents per share fully franked by QUE - 0.25 cent per share fully franked by QUE - 0.25 cent per share fully franked by OEQ - 0.5 cents per share fully franked Dividends declared post balance date Dividends on ordinary shares by QUE - 0.25 cent per share fully franked by OEQ - 0.5 cents per share fully franked Franking credit balance Payment of provision for income tax Franking debits arising from payment of proposed dividends LOSS PER SHARE Basic loss per share From continuing operations attributable to the ordinary equity holders of the Company From discontinued operations Total basic loss per share attributable to the ordinary equity holders of the Company Diluted loss per share Reconciliations of loss used in calculating loss per share from continuing operations from discontinued operations Weighted average number of shares used as the denominator Portion of partly-paid ordinary shares that remain unpaid Date paid - Consolidated Entity 21-Sep-08 25-Sep-08 - 73,512 138,880 55,788 - (70,239) Balance of franking account at year end adjusted for franking credits arising from: - - No. - - (32,065) 2,537,920 2,174,670 222,348 2009 21-Sep-08 21-Sep-07 29-Mar-08 21-Sep-07 185,125 0.2 (0.2) n/a 48,404,879 2008 46,281 - 48,404,879 19,000,000 - - 121,099 - 2,189,121 74,818 397,517 46,281 74,818 - 25-Sep-08 2,537,920 Date paid - - - - 74,818 - (8.7) cents 74,818 - 2009 2008 $ $ (102,042) (2,651,995) 185,310 73,512 2008 - - Company 2009 2008 $ $ - 2009 (41.6) No. n/a Consolidated Entity - 73,512 - 29,404,879 18,490,384 74,818 cents Diluted loss per share is not required to be disclosed as the Consolidated Entity was in a net loss position. The weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted loss per share Loss attributable to the ordinary equity holders of the Company used in calculating basic loss per share The weighted average number of ordinary shares used as the denominator in calculating basic loss per share Adjustments for calculation of diluted loss per share (41.3) (8.9) (12,433,132) 111,376 (12,321,756) (2,549,953) 29,914,495 222,348 217,375	DIVIDENDS Declared and paid during the year Dividends on ordinary shares by OEQ - 2.0 cents per share fully franked by OEQ - 1.5 cents per share fully franked by QUE - 0.25 cent per share fully franked by QUE - 0.25 cent per share fully franked by OEQ - 0.5 cents per share fully franked Dividends declared post balance date Dividends on ordinary shares by QUE - 0.25 cent per share fully franked by OEQ - 0.5 cents per share fully franked Franking credit balance Payment of provision for income tax Franking debits arising from payment of proposed dividends LOSS PER SHARE Basic loss per share From continuing operations attributable to the ordinary equity holders of the Company From discontinued operations Total basic loss per share attributable to the ordinary equity holders of the Company Diluted loss per share Reconciliations of loss used in calculating loss per share from continuing operations from discontinued operations Weighted average number of shares used as the denominator Portion of partly-paid ordinary shares that remain unpaid Date paid - Consolidated Entity 21-Sep-08 25-Sep-08 - 73,512 138,880 55,788 - (70,239) Balance of franking account at year end adjusted for franking credits arising from: - - No. - - (32,065) 2,537,920 2,174,670 222,348 2009 21-Sep-08 21-Sep-07 29-Mar-08 21-Sep-07 185,125 0.2 (0.2) n/a 48,404,879 2008 46,281 - 48,404,879 19,000,000 - - 121,099 - 2,189,121 74,818 397,517 46,281 74,818 - 25-Sep-08 2,537,920 Date paid - - - - 74,818 - (8.7) cents 74,818 - 2009 2008 $ $ (102,042) (2,651,995) 185,310 73,512 2008 - - Company 2009 2008 $ $ - 2009 (41.6) No. n/a Consolidated Entity - 73,512 - 29,404,879 18,490,384 74,818 cents Diluted loss per share is not required to be disclosed as the Consolidated Entity was in a net loss position. The weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted loss per share Loss attributable to the ordinary equity holders of the Company used in calculating basic loss per share The weighted average number of ordinary shares used as the denominator in calculating basic loss per share Adjustments for calculation of diluted loss per share (41.3) (8.9) (12,433,132) 111,376 (12,321,756) (2,549,953) 29,914,495 222,348 217,375
		(2,651,995) (12,321,756)
		No. 2009 2008 19,000,000 No. 29,404,879 18,490,384 29,914,495
		48,404,879 48,404,879

ANNUAL REPORT | 32

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

9. CASH AND CASH EQUIVALENTS Cash at bank Term deposit (a) Operating profit/(loss) after tax Depreciation Impairment loss on fair value of investments through profit and loss Fixed assets write off Gain on sale of subsidiaries Gain/(Loss) on sale of investments portfolio Cost of trading portfolio sold Revaluation of olive trees Impairment valuation of land Share of Associate Companies' losses (Increase)/decrease in assets: Receivables Investments Inventory Other assets Increase/(decrease) in liabilities: Payables Provision Income tax payable Deferred tax asset Net cash flows from/(used in) operating activities Reconciliation of Net Profit/(Loss) after Tax to Net Cash Flows from Operations	Consolidated Entity 3,029,260 2009 3,127,164 194,487 Company $ 2008 2009 $ $ $ 2008 3,029,260 712,268 410,828 168,671 3,127,164
	3,321,651 3,197,931 3,440,088 3,839,432
	- - 188,500 - - - - 882 - - - - - 4,001 (117,302) 41,206 259 (261,695) - 53,949 1,200,000 842,597 - - - - - (1,413,770) (12,321,756) 216,553 (32,792) 160,467 28,480,000 587,791 - - (612) - - 3,976 (668,499) - 4,001 (1,157,344) 135 (268,055) - 11 1,877,734 (193,409) (46,391) (59,417) (10,290) (117,302) 58,242 - (681,621) 510,037 4,275 (134,241) (2,651,995) 705,686 (16,961,679) 2,283,013 (5,294) 22,915 - 2,687,143 (58,116) (3,618,058) (431,110) 194,907
	(269,052) (507,352) 192,331 (498,395)

(c) Disclosure of non-cash financing and investing activities

10. TRADE AND OTHER RECEIVABLES

TRADE AND OTHER RECEIVABLES
Current Asset Amounts receivable from Deposits Amounts receivable from related parties Other receivables GST receivable Non Current Asset Bonds and guarantees	209,168 935 3,366 - 35,860 30,926 935 - 33,209 31,856 - - 30,197 30,581 935 935
	243,312 4,301 63,717 97,573
	32,823 32,823 - -

Refer to Note 26 for the Consolidated Entity and Company's exposure to credit risk and interest rate risk.

Impaired receivables and receivables

None of the receivables are impaired or past due.

ANNUAL REPORT | 33

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

11. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS

Investments in listed companies comprise: Listed investments at fair value Unlisted options in listed corporations at cost Add: net change in fair value	41,118 7,076,726 2009 $ $ 2009 2008 Consolidated Entity 188,802 2008 Company $ 11,447,515 $
	10,000 6,722,402 - - 838,313 - - 10,000
	6,732,402 - - 848,313
	41,118 18,179,917 188,802 7,925,039

Changes in fair value of financial assets at fair value through profit and loss are recorded as Income (Note 2 ). Net gain/(loss) on financial assets

at fair value through profit or loss (28,047,983) 505,622 (26,916) 76,096

Risk Exposure

Information about the Consolidated Entity's exposure to market and price risk is provided in Note 26 (d).

12. INVENTORIES Current - Olive Oils Inventory Bulk Oils - at cost Packaged Oils - at cost Non Current - Land Development Land held for development and resale - at cost Revaluation of property	Consolidated Entity Company 2009 $ 2009 140,670 $ $ 160,526 - $ 2008 2008 - - - - 701,478
	160,526 842,148 - -
	(147,339) - 3,797,339 - - - 3,797,339 (1,347,339)
	2,450,000 3,650,000 - -

Property held for development and resale relates to a beachfront property located in Mandurah, Western Australia. The property has been valued by an independent qualified valuer on 9 January 2009 and the downwards revaluation has been recognised as an expense through profit or loss.

		Consolidated Entity	Consolidated Entity		Company	Company
13.	OTHER CURRENT ASSET	2009	2008		2009	2008
		$	$		$	$
	Prepayments	5,294		-	-	-
14.	AVAILABLE FOR SALE FINANCIAL ASSET
	Shares in controlled entity - at cost		-	-	2,849,766	2,849,766
	Net change in fair value (Note 24)		-	-	830,229	4,852,548
			-	-	3,679,995	7,702,314
	Market value of listed securities		-	-	3,679,995	7,702,314
					Ownership	Interest
	Investment in Controlled Entity				2009	2008
	Orion Equities Limited (A.C.N. 000 742 843) (OEQ)	Incorporated in	Australia		48.04%	48.04%

ANNUAL REPORT | 34

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Name of Associate Principal Activity Investments Investments 28.80% - 2009 28.47% Scarborough Equities Limited (SCB) Ownership Interest 2008 28.66% Bentley Capital Limited (BEL)	2009 6,851,980 2008 Carrying Amount - 5,414,558 3,792,957 $ $
	9,207,515 6,851,980

A merger between BEL and SCB was completed on 13 March 2009. BEL issued 31,350,322 new shares to eligible SCB shareholders and acquired SCB as a wholly-owned subsidiary. Orion received 8,925,845 BEL shares in consideration for its 5,619,645 holding in SCB (on the basis of 1.588329 new BEL share for each SCB share held). SCB was delisted from ASX on 16 March 2009. Post-Merger, Orion holds 20,513,783 BEL shares representing 28.66% of Bentley’s expanded share capital (30 June 2008: 11,587,938 shares (28.80%)).

Movement in Investments in Associates Shares in listed Associate entities brought forward Share of loss before income tax expense Share of income tax expense Dividends received Impairment expense Acquisition of BEL shares through scheme of arrangement Disposal of SCB shares through scheme of arrangement Acquisition of shares Carrying amount at the end of the financial year Fair value of listed investments in associates Net tangible asset value of listed investments in associates Share of Associates' losses Loss before income tax Loss after income tax Summarised Financial Position of Associates Current assets Non current assets Total assets Current liabilities Non current liabilities Total liabilities Net assets Revenues Loss after income tax of associates Bentley Capital Limited Scarborough Equities Limited Income tax expense Scarborough Equities Limited Bentley Capital Limited	2008 2009 2,954,924 2008 6,851,980 (141,637) - $ 4,771,547 Bentley Capital Limited (2,432,020) (2,283,014) (3,086,050) - $ $ $ $ 5,333,584 2009 4,444 264,237 - (255,124) 9,207,515 (3,086,050) 2008 7,982,669 Scarborough Equities Limited 2009 255,124 5,344,282 - 9,207,515 654,030 11,639,535 - 6,354,809 4,632,858 (72,521) - 3,270,050 - 3,399,885 (3,270,050) - 5,333,584 7,951,618 (141,637) (2,141,377) - (2,141,377) $ 654,030 9,977,140 Group share of: 682,335 7,951,618 4,672,284	2009 2008 (141,637) $ - (255,124) 9,207,515 (3,086,050) 255,124 654,030 11,639,535 - (72,521) - 3,270,050 - (3,270,050) - (2,141,377) $
		6,851,980 9,207,515
		2,954,924 3,399,885 5,333,584 -
		5,333,584 6,354,809
		5,344,282 - 4,632,858 7,951,618
		9,977,140 7,951,618
		(3,086,050) (141,637) (2,141,377) 654,030
		(2,432,020) (2,283,014)
	5,453,882 - 7,987,113 4,936,521
	(81,154) - (3,798) (40,651) (30,498) - (31,697) (262,953)
	(111,652) (35,495) (303,604) -
	4,632,917 5,342,230 - 7,951,618
	1,587,188 1,108,696 130,700 -
	(1,093,611) (1,593,532) (2,071,986) (211,027)

ANNUAL REPORT | 35

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (continued)

Bentley Capital Limited - Lease Commitments

BEL has the same lease commitments disclosed in Note 27 (a)

16. PROPERTY, PLANT AND EQUIPMENT

CONSOLIDATED ENTITY 2009 Carrying amount at beginning Additions Revaluation (Note 24) Depreciation expense Assets disposed off Carrying amount at balance date At 1 July 2008 Cost Accumulated depreciation and impairment Net carrying amount At 30 June 2009 Cost Accumulated depreciation and impairment Net carrying amount 2008 Carrying amount at beginning Additions Revaluation Depreciation expense Assets disposed off Carrying amount at balance date At 1 July 2007 Cost Accumulated depreciation and impairment Net carrying amount At 30 June 2008 Cost Accumulated depreciation and impairment Net carrying amount	(235,550) (1,742) 11,928 - (160,467) 13,133 (539) - $ Freehold Land Plant and Equipment 2,629,500 Leasehold Improve- ments Buildings on Freehold Land Total $ $ 1,052,079 $ - 1,464,000 13,133 - - - - 101,493 - (539) (151,113) - - (235,550) (7,612) $
	2,246,077 10,186 913,560 1,228,450 93,881
	254,172 112,432 1,357,377 2,375,328 (305,298) (32,377) 44,305 861,214 (10,939) 602,786
	11,928 2,629,500 1,052,079 1,464,000 101,493
	1,368,318 1,464,000 112,432 (235,550) (18,551) 2,989,055 (742,978) (454,758) 44,305 (34,119)
	2,246,077 10,186 913,560 1,228,450 93,881
	- (194,907) 2,142,427 80,076 (882) - 1,159,999 (2,044) 13,972 861,214 - - (8,181) - (184,682) (882) - 107,242 77,644 - 2,432 602,786 - 602,786 -
	2,629,500 1,464,000 101,493 1,052,079 11,928
	861,214 110,000 - (2,758) (193,986) 2,336,413 (30,333) 1,320,894 44,305 (160,895)
	2,142,427 13,972 861,214 107,242 1,159,999
	2,375,328 (10,939) 861,214 112,432 (32,377) 44,305 254,172 1,357,377 602,786 (305,298)
	101,493 1,052,079 1,464,000 11,928 2,629,500

Freehold land relates to the Olive Grove property of approximately 143 hectares located in Gingin, Western Australia. An independent qualified valuer (a Certified Practising Valuer and Associate member of the Australian Property Institute) has revalued the land downwards by $235,550 from the previous balance date.

ANNUAL REPORT | 36

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

16. PROPERTY, PLANT AND EQUIPMENT (continued)


PROPERTY, PLANT AND EQUIPMENT (continued) COMPANY 2009 Carrying amount at beginning Additions Depreciation expense Assets disposed off Carrying amount at balance date At 1 July 2008 Cost Accumulated depreciation and impairment Net carrying amount At 30 June 2009 Cost Accumulated depreciation and impairment Net carrying amount 2008 Carrying amount at beginning Additions Depreciation expense Obsolete assets disposed and written off Carrying amount at balance date At 1 July 2007 Cost Accumulated depreciation and impairment Net carrying amount At 30 June 2008 Cost Accumulated depreciation and impairment Net carrying amount	18,846 (11) Leasehold Improve- ments Total 5,949 (870) 5,119 5,119 $ 12,897 (11) - $ (3,106) - $ Plant and Equipment (3,976)
	14,899 5,079 19,978
	22,135 64,347 42,212 (16,186) (29,315) (45,501)
	18,846 12,897 5,949
	(49,347) (32,292) 47,190 22,135 (17,055) 69,325
	5,080 14,898 19,978
	- (4,275) 22,032 (259) (259) - 15,062 6,970 (3,254) (1,021) 1,348 1,348
	18,846 5,949 12,897
	86,488 64,353 22,135 (64,456) (15,165) (49,291)
	22,032 6,970 15,062
	22,135 64,347 (29,315) (16,186) (45,501) 42,212
	5,949 18,846 12,897

17. OLIVE TREES Olive trees - at cost Revaluation of trees	Company $ 2009 - 2008 - $ 281,580 - 93,080 300,000 Consolidated Entity $ $ - 300,000 2008 2009
	- - 581,580 393,080

Nature of asset

The olive trees are on the olive grove property (approximately 64,500, 10 year old trees planted over 143 hectares). An independent qualified valuer (a Certified Practising Valuer and Associate member of the Australian Property Institute) has revalued the trees downwards by $188,500 from the previous balance date. The revaluation of trees is expensed to Income Statement (Note 2).

ANNUAL REPORT | 37

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

18. RESOURCE PROJECTS Deferred Exploration Expenditure Balance at beginning of the year Disposal of mining tenements through the sale of subsidiaries Direct expenditure Direct expenditure written off Balance at end of the year	19,224 1,438,796 (25,025) Consolidated Entity 2009 $ $ 2008 $ - - - Company $ 2009 2008 1,413,771 - (1,413,771) - - (19,224) - - - -
	- 1,413,771 - -

The ultimate recoverability of Deferred Exploration Expenditure is dependant on its successful development or sale. On 11 August 2008, the Company's controlled entity, Orion Equities Limited (OEQ) disposed of its 70% interest in the Indonesian Berau Coal Project (via the sale of Orion Indo Operations Pty Ltd) and its 25% interest in the West Australian Paulsens East Iron Ore Project (via the sale of Central Exchange Mining Ltd) to its joint venture partner in these projects, ASX listed Strike Resources Limited (Strike or SRK). A total of 9.5 million Strike shares were issued to OEQ as consideration for the sale. OEQ realised a gain on sale of these subsidiaries of $16.9 million.

19. INTANGIBLES Year ended 30 June 2008 Opening net book amount Closing net book amount At 30 June 2008 Cost Impairment expense Net book amount Year ended 30 June 2009 Opening net book amount Additions - acquisition Asset revaluation (Note 24) Closing net book amount At 30 June 2009 Cost Asset revaluation Net book amount	Consolidated - 250,000 $ Water Licence Brand name Total 250,000 $ $
	250,000 - 250,000
	- - - 250,000 - 250,000
	250,000 250,000 -
	273,125 - 273,125 99,996 99,996 - - 250,000 250,000
	99,996 623,121 523,125
	273,125 - 273,125 250,000 99,996 349,996
	523,125 99,996 623,121

On 23 June 2009, Orion acquired the ultra premium Dandaragan Estate Olive Oil Brand, certain related equipment/infrastructure and inventory, in consideration for $0.25 million. The acquisition was undertaken to complement Orion’s existing Olive Grove business. The Water Licence pertains to Orion's Olive Grove property in Gingin, Western Australia.

ANNUAL REPORT | 38

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

TRADE AND OTHER CREDITORS Trade creditors Other creditors and accruals (a) Dividend payable GST payable	28,367 9,006 265,983 225,286 Consolidated Entity 7,525 1,676 2008 2009 2008 9,006 16,349 28,313 112,509 4,738 - 76,088 - Company 2009 $ $ $ $ 4,738 1,143,704
	86,770 124,772 1,193,104 528,642

20. TRADE AND OTHER CREDITORS

(a) Amounts not expected to be settled within the next 12 months

Other creditors and accruals include accruals for annual leave. The entire obligation is presented as current, since the Consolidated Entity does not have an unconditional right to defer settlement. However based on past experience, the Consolidated Entity does not expect all employees to take the full amount of the accrued leave within the next 12 months. The following amounts reflect leave that is not expected to be taken within the next 12 months.

			Consolidated	Entity	Company
			2009	2008	2009	2008
			$	$	$	$
Annual leave obligation expected to be settled after	12	months	92,690	73,007	41,555	37,546

(b) Risk exposure

Details of the Consolidated Entity's exposure to risks arising from current payables are set out in Note 26.

		Consolidated	Entity	Company
21.	PROVISIONS	2009	2008	2009	2008
		$	$	$	$
	Employee benefits - long service leave	152,461	121,124	80,695	64,747

The current provision for long service leave includes all unconditional entitlements where employees have completed the required period of service and also those where employees are entitled to pro-rata payments in certain circumstances. The entire obligation is presented as current, since the Consolidated Entity does not have an unconditional right to defer settlement. However based on past experience, the Consolidated Entity does not expect all employees to take the full amount of the accrued long service leave or require payment within the next 12 months. The following amounts reflect leave that is not expected to be taken or paid within the next 12 months.

22.	TAX Non current tax assets Deferred tax asset Current tax liabilities Current tax liability/(asset) Non Current tax liabilities Deferred tax liability Reconciliations Gross movement Opening balance Charged to income statement Charged directly to equity Closing balance The overall movement in recognised deferred tax assets/(liabilities) is as follows:	Company $ - 1,295,073 2008 2009 Consolidated Entity 2009 255,418 $ - $ $ 2008
		- - 58,116 -
		255,418 1,468,391 1,727,505 4,050,490
		(1,468,391) - (2,636,575) - 261,695 1,168,184 (4,050,490) (4,481,600) 3,618,058 431,110 - 1,206,696
		- (4,050,490) (1,468,391) (432,432)

ANNUAL REPORT | 39

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

22. TAX (continued) Deferred tax asset Provisions Opening balance Charged to income statement Closing balance Revenue tax losses Opening balance Charged to income statement Closing balance Others Opening balance Charged to income statement Closing balance Deferred tax liability Fair value adjustments Opening balance Charged to income statement Charged directly to equity Closing balance Other Opening balance Charged to income statement Closing balance 23. ISSUED CAPITAL Issued and Paid-Up Capital (a) Movement in Issued Ordinary Share Capital (i) Fully paid ordinary shares At 1 July The movement in deferred tax liability for each temporary difference during the year are as follows: At 30 June 28,404,879 (2008: 28,404,879) fully paid ordinary shares 20,000,000 (2008: 20,000,000) partly paid ordinary shares The movement in deferred tax asset for each temporary difference during the year are as follows:	Company 2009 2008 2009 2008 - Consolidated Entity $ - 46,623 130,640 $ $ - - - - $	Company 2009 2008 2009 2008 - Consolidated Entity $ - 46,623 130,640 $ $ - - - - $
	46,623 - - 130,640
	202,184 - - - - - 760,155 -
	202,184 - - 760,155
	- - 6,611 - - - - 404,278
	404,278 - 6,611 -
	- - 255,418 1,295,073
	(1,168,184) - 4,481,600 (2,594,644) - 1,468,391 4,050,490 (431,110) 2,636,575 (1,206,696) (12,627) -
	249,068 4,050,490 1,455,846 1,468,391
	6,350 - - - 271,659 - - -
	271,659 - 6,350 -
	4,050,490 255,418 1,727,505 1,468,391
	200,000 5,887,927 Company $ 2009 5,887,927 2009 2008 304,500 $ $ 5,887,927 200,000 2008 Consolidated Entity $ 5,887,927 304,500
	6,192,427	6,087,927 6,087,927 6,192,427
		- Number - 5,887,926 5,887,926 - of shares 28,404,879
		5,887,926 28,404,879 5,887,926

There were no movements during the period for fully paid ordinary shares.

ANNUAL REPORT | 40

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

23. ISSUED CAPITAL (continued)

(ii) Partly paid ordinary shares

There were no movements during the year for partly paid ordinary shares.

On 9 July 2008, a further $104,500 was paid resulting in the Company's 20,000,000 unlisted partly paid ordinary shares each paid to 1.5225 cent with 18.4775 cents per share outstanding.

At any meeting, each shareholder present in person or by proxy, attorney or representative has one vote for each ordinary fully paid share held either upon a show of hands or by a poll. Holders of partly paid shares have a fraction of a vote for each partly paid share held with the fractional vote of each share being equivalent to the proportion which the amount actually paid (not credited) for that share is of the total amounts paid and payable (excluding amounts credited) for that share. Amounts paid in advance of a call are ignored when calculating proportions. The holder of a partly paid share is not entitled to vote at a meeting in respect of those shares on which calls are outstanding. No voting rights are attached to the Company's options on issue.

The profits of the Company, which the Directors may from time to time determine to distribute to shareholders by way of a dividend, will be divisible amongst the shareholders in proportion to the amounts paid on the shares held by them. An amount paid in advance of a call is not to be included as an amount paid on a share for the purposes of calculating entitlement to dividends for such share.

24. RESERVES Option Premium Reserve Available for sale investment reserve Balance at beginning of the year Deferred tax liability movement Available for sale reserve brought to account Net change in OEQ's fair value Balance at end of financial period Asset revaluation reserve Balance at beginning of the year Asset revaluation reserve brought to account Balance at end of financial period	$ 2,138,012 2009 Company 2,138,012 2008 Consolidated Entity 2009 2,138,012 $ $ 2,138,012 $ 2008
	6,122,546 - - - 3,396,783 - 1,168,184 1,206,696
	- 4,603,479 (3,893,947) - (4,022,320) - - 7,290,730
	581,159 - - 3,396,783
	18,052 289,581 - - - 289,581 - -
	- - 307,633 289,581
	2,719,171 2,427,593 2,445,645 5,534,795

The Option Premium Reserve comprised consideration received on the issue of options in prior years which have lapsed.

The Available for Sale Investment Reserve relates to a revaluation of the Company's investment in OEQ based on AASB 139: Financial Instruments: Recognition and Measurement by $830,229 to a carrying value of $3,679,995 at Balance Date.

The Asset Revaluation Reserve relates to the revaluation of OEQ's Olive Grove land from cost of $1,464,000 to $1,228,450 and the water licence from a cost of $250,000 to $523,125, as assessed by an independent qualified valuer (a Certified Practising Valuer and Associate member of the Australian Property Institute). The movement in the Asset revaluation reserve relates to the Company's share of OEQ's revaluation.

ANNUAL REPORT | 41

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

24. RELATED PARTY DISCLOSURES

The Company is deemed to control Orion Equities Limited (OEQ). During the financial year, there were transactions between the Company, OEQ and BEL, pursuant to shared office and administration expense arrangements on a cost recovery basis. Interest is not charged on such outstanding amounts and amounts were fully received/(paid) by balance date.

	Company
Transactions with subsidiaries	2009	2008
Administration expenses receivable	$	$
Bentley Capital Limited	30,651	-
Orion Equities Limited	345	-
Dividends received
Orion Equities Limited	42,791	299,534

25. CONSOLIDATED SEGMENT REPORTING

The Consolidated Entity operates predominantly within Australia in the investments, olive grove operations and resources sectors. The Consolidated Entity had resource project interests in Indonesia and Pakistan.

BUSINESS SEGMENT

Segment Revenues & Results Investments Resources Olive grove operations Share of Associate entities' profits/(losses) Unallocated Total segment revenue (Note2) Loss before income tax Income tax expense Loss after income tax Resources Olive grove operations Other Acquisition of segment assets Other non-cash expenses Revaluation of trees Impairment valuation of land Impairment loss on fair value of investments through profit and loss Unallocated Investments Segment Assets & Liabilities	- $ $ 2009 123,030 1,322,307 2,756,578 - 216,894 2008 - 277,076 16,961,679 508,002 Segment revenue	2009 842,784 (25,025) $ 2008 (29,189,436) (1,235,898) (1,384,410) (610,065) (2,283,013) (60,566) (2,687,143) 16,942,852 Segment result $
	17,809,605 4,355,961
	$ - Segment Assets 1,613,664 3,601,621 18,464,380 2,869,244 31,287,432 2008 3,685,659 4,868,672 2009 $	4,090,940 (3,165,848) (16,524,072) 513,853
		(2,651,995) (12,433,132)
		2008 (1,727,505) (211,133) (830,031) - 2009 $ (2,582,100) $ (515,534) (1,965,140) - Segment liabilities
	26,202,296 40,188,376	(4,758,372) (3,073,070)
	248,683 74,845 (28,480,000) (1,877,734) 3,602,244 $ 2008 2009 - - 2009 $ $ (188,500) 2008 (1,200,000) (147,339) - - $ Investments Olive grove operations 281,580 - - 3,218,569

ANNUAL REPORT | 42

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

25. CONSOLIDATED SEGMENT REPORTING (continued)

	Acquisitions of	Segment	Segment	Segment	Segment
GEOGRAPHICAL SEGMENT	segment assets	revenue	results	Assets	Liabilities
2009	$	$	$	$	$
Australia	3,850,927	17,809,605	(16,505,245)	26,202,296	(3,073,070)
Pakistan	-	-	(18,827)	-	-
	3,850,927	17,809,605	(16,524,072)	26,202,296	(3,073,070)
2008
Australia	3,714,620	4,355,961	(2,463,557)	39,070,884	(4,758,372)
Indonesia	-	-	(688,987)	1,117,492	-
Pakistan	-	-	(13,304)	-	-
	3,714,620	4,355,961	(3,165,848)	40,188,376	(4,758,372)

26. FINANCIAL RISK MANAGEMENT

The Consolidated Entity's financial instruments mainly consist of listed and unlisted securities, deposits with banks, accounts receivable and payable and loans to related parties. The main risks arising from the Consolidated Entity's financial instruments are interest rate risk, foreign currency risk, credit risk, equity price risk and liquidity risk.

Risk management is carried out by the Management with the approval of the Board of Directors. Management evaluates, monitors and manages the Consolidated Entity's financial risk in close co-operation with its operating units.

The financial receivables and payables of the Consolidated Entity and the Company in the table below are due or payable within 30 days. The financial investments are held for trading and are realised at the discretion of the Board of Directors.

Consolidated Entity Financial assets Cash and cash equivalents Receivables Investments Financial liabilities Payables Net financial assets Company Financial assets Cash and cash equivalents Receivables Investments Financial liabilities Payables Net financial assets	2008 $ $ 2008 - - - $ Non-Interest Bearing Total Variable Interest Rate 2009 - 2008 2009 3,839,432 3,440,088 $ $ $ 276,135 - 3,029,260 3,127,164 130,396 - 712,268 $ $ Fixed Interest Rate (less than 1 year) - 11,447,515 7,076,726 11,447,515 - 130,396 410,828 - 7,076,726 2009 2008 276,135 - 2009
	3,029,260 7,207,122 11,723,650 - - (528,642) 3,127,164 (1,193,104) (1,193,104) (528,642) - - 15,563,082 410,828 712,268 10,647,210
	11,195,008 6,014,018 15,034,440 3,127,164 3,029,260 9,454,106 712,268 410,828
	$ - 4,301 63,717 41,118 188,802 41,118 - - - 168,671 194,487 $ 4,301 $ - 3,197,931 3,321,651 3,127,164 63,717 2009 3,029,260 $ 188,802 $ - $ 2008 2009 2008 2009 $ 2008 $ 2009 Variable Interest Rate Fixed Interest Rate (less than 1 year) Non-Interest Bearing Total 2008
	3,302,766 3,514,754 (124,772) (86,770) (124,772) - 104,835 193,103 168,671 194,487 3,029,260 3,127,164 - - - (86,770)
	3,177,994 3,127,164 (19,937) 106,333 168,671 194,487 3,029,260 3,427,984

The average interest rate for the cash and cash equivalents was 4.69% (2008: 6.99%)

ANNUAL REPORT | 43

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

26. FINANCIAL RISK MANAGEMENT (continued)

(a) Interest Rate Risk Exposure

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. The Consolidated Entity's exposure to market risk for changes in interest rates relate primarily to investments held in interest bearing instruments. The Consolidated Entity has no borrowings. The average interest rate for the cash and cash equivalents was 5.95% (2008: 6.99%)

Cash at bank Term deposit	2009 2008 Consolidated Entity 3,029,260 3,127,164 $ $ 712,268 168,671 2009 3,127,164 3,029,260 410,828 194,487 $ $ Company 2008
	3,839,432 3,440,088 3,321,651 3,197,931

(b) Liquidity Risk Exposure

Liquidity risk is the risk that the Consolidated Entity will encounter difficulty in meeting obligations associated with financial liabilities. The Consolidated Entity has no borrowings.

The financial liabilities disclosed in the above table have a maturity obligation of within 30 days.

(c) Credit Risk Exposure

Credit risk refers to the risk that a counterparty under a financial instrument will default (in whole or in part) on its contractual obligations resulting in financial loss to the Consolidated Entity. Concentrations of credit risk are minimised primarily by undertaking appropriate due diligence on potential investments, carrying out all market transactions through approved brokers, settling non-market transactions with the involvement of suitably qualified legal and accounting personnel (both internal and external), and obtaining sufficient collateral or other security (where appropriate) as a means of mitigating the risk of financial loss from defaults. This financial year there was no necessity to obtain collateral.

The credit quality of the financial assets are neither past due nor impaired. The maximum exposure to credit risk at the reporting date is the carrying amount of the financial assets as summarised below:

Cash and cash equivalents Receivables Investments	$ $ 3,440,088 $ 188,802 3,839,432 3,197,931 130,396 276,135 63,717 4,301 7,076,726 11,447,515 41,118 2009 Consolidated Entity Company 2009 2008 2008 $ 3,321,651
	10,647,210 3,514,754 15,563,082 3,302,766

The Consolidated Entity measures credit risk on a fair value basis. The carrying amount of financial assets recorded in the financial statements, net of any provision for losses, represents the Consolidated Entity’s maximum exposure to credit risk.

All receivables noted above are due within 30 days. None of the above receivables are past due.

(d) Equity Price Risk Exposure

Equity price risk represents the risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instruments in the market. Price risk is minimised through ensuring that investment activities are undertaken in accordance with Board established mandate limits and investment strategies.

Equity securities price risk arises on the financial assets at fair value through profit or loss.

At the investment portfolio level, the Consolidated Entity is not overly exposed to one company or one particular industry sector of the market.

ANNUAL REPORT | 44

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

26. FINANCIAL RISK MANAGEMENT (continued)

(e)[Foreign Currency Risk]

Last financial year, the Consolidated Entity was exposed to foreign currency risk on cash held by the Company and a controlled foreign entity, foreign resource project investment commitments and exploration and evaluation expenditure on foreign resource projects. The currency risk that gave rise to this risk was primarily Indonesia rupiahs. Since the sale of the controlled foreign entity, the Consolidated Entity has not entered into any forward exchange contracts as at balance date and is not currently exposed to foreign exchange risk. The Consolidated Entity's exposure to foreign currency risk at reporting date was as follows:

	Consolidated	Entity		Company
	2009	2008	2009		2008
	IDR	IDR	IDR		IDR
Cash	-	196,148,658		-		-
Receivables	-	1,730,320,600		-		-
Payables	-	(110,461,923)		-		-

(f) Net Fair Value of Financial Assets and Liabilities

The carrying amount of financial instruments recorded in the financial statements represent their fair value determined in accordance with the accounting policies disclosed in Note 1 . The aggregate fair value and carrying amount of financial assets at balance date are set out in Note 11 and financial liabilities at balance date are set out in Note 20 .

(g) Sensitivity Analysis

The Consolidated Entity has no borrowings, therefore no liability exposure to interest rate risk. The revenue exposure is immaterial in terms of the possible impact on profit or loss or total equity. It has therefore not been included in the sensitivity analysis.

The Consolidated Entity's exposure to the Indonesian rupiahs is immaterial in terms of the possible impact on profit or loss or total equity. It has therefore not been included in the sensitivity analysis.

The Consolidated Entity has performed a sensitivity analysis on its exposure to market price risk at balance date. The analysis demonstrates the effect on the current year results and equity which could result from a change in these risks. The All Ordinaries index was utilised as the benchmark for the listed share investments which are available for sale assets or at fair value through profit or loss. The Strike Resources Limited (SRK) unlisted options will be based upon the sensitivity of SRK share price. The Company had not performed a sensitivity analysis on its investment portfolio exposure as it is immaterial in terms of the possible impact on profit or loss or total equity.

		Consolidated	Entity	Company
(i)	Equity Price risk - listed investments	2009	2008	2009	2008
	Change in profit	$	$	$	$
	Increase by 15%	3,574,159	785,567	6,168	28,320
	Decrease by 15%	(3,574,159)	(785,567)	(6,168)	(28,320)
	Change in equity
	Increase by 15%	3,574,159	785,567	6,168	28,320
	Decrease by 15%	(3,574,159)	(785,567)	6,168	(28,320)
(ii)	Equity Price risk - unlisted investments
	Change in profit
	Increase by 15%	193,762	1,105,744	-	-
	Decrease by 15%	(193,762)	(1,105,744)	-	-
	Change in equity
	Increase by 15%	193,762	1,105,744	-	-
	Decrease by 15%	(193,762)	(1,105,744)	-	-

ANNUAL REPORT | 45

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

COMMITMENTS (a) Lease Commitments Non-cancellable operating lease commitments: Not longer than one year Between 12 months and 5 years	2009 Company 2008 219,001 131,109 $ 26,062 94,749 438,002 $ 262,218 Consolidated Entity $ $ 2009 2008 189,498 52,124
	313,750 157,171 627,500 314,342

27. COMMITMENTS

The lease commitment is the Company and Orion Equities Limited's share of the office premises at Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia, and includes all outgoings (exclusive of GST). The lease is for a 7 year term expiring 30 June 2013 and contains a rent review increase each year alternating between 5% and the greater of market rate or CPI + 1%.

28. CONTINGENT LIABILITIES AND ASSETS

(a) Royalty on Resource Tenements

The Orion Consolidated Entity is entitled to receive a royalty of 2% of gross revenues (exclusive of GST) from any commercial exploitation of any minerals from various Australian tenements - EL 47/1328 and PL 47/1170 (the Paulsens East Project tenements currently held by Strike Resources Limited), EL 24879, 24928 and 24929 and ELA 24927 (the Bigryli South Project tenements in the Northern Territory, currently held by Alara Resources Limited (Alara)), EL 09/1253 (a Mt James Project tenement in Western Australia, currently held by Alara) and EL 46/629 and a right to earn and acquire a 85% interest in ELA 46/585 (excluding all manganese mineral rights) (the Canning Well Project tenements in Western Australia, currently held by Alara).

(c) Directors' Deeds

The Company and Orion Equities has entered into deeds of indemnity with each of their Directors indemnifying them against liability incurred in discharging their duties as directors/officers. At the end of the financial period, no claims have been made under any such indemnities and accordingly, it is not possible to quantify the potential financial obligation under these indemnities.

29. EVENTS AFTER BALANCE SHEET DATE

On 29 July 2009, the Company provided a $500,000 revolving loan facility to controlled entity, Orion Equities Limited. The loan is unsecured, for a term of 2 years and 10% per annum interest is payable by Orion in arrears. As at the date of this report, Orion has drawn down $350,000 from this facility.

No other matter or circumstance has arisen since the end of the financial period that significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial periods.

ANNUAL REPORT | 46

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

DIRECTORS’ DECLARATION

The Directors of the Company declare that:

The financial statements and accompanying notes as set out on pages 16 to 46 are in accordance with the Corporations Act 2001 and:
(a) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting; and
(b) give a true and fair view of the Company’s and Consolidated Entity’s financial position as at 30 June 2009 and of its performance for the year ended on that date;
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.
The remuneration disclosures set out in the Directors’ Report on page 11 to 13 (as the audited Remuneration Report) comply with section 300A of the Corporate Act 2001; and
The Directors have been given the declarations required by section 295A of the Corporations Act 2001 by the Executive Chairman and Managing Director (the person who performs the chief executive function) and the Company Secretary (the person who, in the opinion of the Directors, performs the chief financial officer function).

This declaration is made in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act 2001.

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Farooq Khan Chairman and Managing Director 16 September 2009

Simon Cato Director

ANNUAL REPORT | 47

BDO Kendalls Audit & Assurance (WA) Pty Ltd 128 Hay Street Subiaco WA 6008 PO Box 700 West Perth WA 6872 Phone 61 8 9380 8400 Fax 61 8 9380 8499 [email protected] www.bdo.com.au

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ABN 79 112 284 787

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF QUESTE COMMUNICATIONS LIMITED

Report on the Financial Report

We have audited the accompanying financial report of Queste Communications Limited, which comprises the balance sheet as at 30 June 2009, and the income statement, statement of changes in equity and cash flow statement for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors’ declaration of the consolidated entity comprising the disclosing entity 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 disclosing entity are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the financial statements and notes, complies with International Financial Reporting Standards.

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we 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 entity’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

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

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 would be in the same terms if it had been given to the directors at the time that this auditor’s report was made.

BDO Kendalls is a national association of separate partnerships and entities. Liability limited by a scheme approved under Professional Standards Legislation.

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Auditor’s Opinion

In our opinion:

(a) the financial report of Queste Communications Limited is in accordance with the Corporations Act 2001 , including:
(i) giving a true and fair view of the disclosing entity's and consolidated entity’s financial position as at 30 June 2009 and of their performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001 ; and
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Report on the Remuneration Report

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2009. The directors of Queste Communications Limited are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor’s Opinion

In our opinion, the Remuneration Report of Queste Communications Limited for the year ended 30 June 2009, complies with section 300A of the Corporations Act 2001.

BDO Kendalls Audit & Assurance (WA) Pty Ltd

Chris Burton Director

Dated this 16[th] day of September 2009 Perth, Western Australia

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

CORPORATE GOVERNANCE

Compliance with Corporate Governance Council’s Principles

The extent to which the Company has followed the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations is as follows:

Principle	Compliance	CGS References / Comments
Principle 1: Lay solid foundations for management and oversight
1.1 Companies should establish the functions reserved to the board and those delegated to senior executives and disclose those functions.	Yes	2, 3.3, 4.1, 4.2
1.2 Companies should disclose the process for evaluating the performance of senior executives.	Yes	3.11
1.3 Companies should provide the information indicated in the Guide to Reporting on Principle 1. The following material should be included in the corporate governance section of the annual report:  an explanation of any departure from Recommendation 1.1, 1.2 or 1.3.  whether a performance evaluation for senior executives has taken place in the reporting period and whether it was in accordance with the process disclosed. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  a statement of matters reserved for the board or the board charter or the statement of areas of delegated authority to senior executives.	Yes	Annual Report Website CGS
Principle 2: Structure the board to add value
2.1 A majority of the board should be independent directors.	No	3.5
2.2 The chair should be an independent director.	No	3.2, 3.5
2.3 The roles of chair and chief executive officer should not be exercised by the same individual.	No	3.2
2.4 The board should establish a nomination committee.	No	4.2
2.5 Companies should disclose the process for evaluating the performance of the board, its committees and individual directors.	Yes	3.11
2.6 Companies should provide the information indicated in the Guide to Reporting on Principle 2. The following material should be included in the corporate governance statement in the annual report:  the skills, experience and expertise relevant to the position of director held by each director in office at the date of the annual report.  the names of the directors considered by the board to constitute independent directors and the company’s materiality thresholds.  the existence of any of the relationships listed in Box 2.1 and an explanation of why the board considers a director to be independent, notwithstanding the existence of these relationships.  a statement as to whether there is a procedure agreed by the board for directors to take independent professional advice at the expense of the company.  the period of office held by each director in office at the date of the annual report.  the names of members of the nomination committee and their attendance at meetings of the committee, or where a company does not have a nomination committee, how the functions of a nomination committee are carried out.	Yes	Annual Report Website CGS

ANNUAL REPORT | 50

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

CORPORATE GOVERNANCE

Principle	Compliance	CGS References / Comments
 whether a performance evaluation for the board, its committees and directors has taken place in the reporting period and whether it was in accordance with the process disclosed.  an explanation of any departures from Recommendations 2.1, 2.2, 2.3, 2.4, 2.5 or 2.6. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly-marked corporate governance section:  a description of the procedure for the selection and appointment of new directors and the re-election of incumbent directors.  the charter of the nomination committee or a summary of the role, rights, responsibilities and membership requirements for that committee.  the board’s policy for the nomination and appointment of directors.
Principle 3: Promote ethical and responsible decision making
3.1 Companies should establish a code of conduct and disclose the code or a summary of the code as to:	No	6
3.1.1 the practices necessary to maintain confidence in the company’s integrity.
3.1.2 the practices necessary to take into account their legal obligations and the reasonable expectations of their stakeholders.	The principal matters covered by a code of conduct are addressed by other policies.
3.1.3 the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.
3.2 Companies should establish a policy concerning trading in company securities by directors officers and employees and disclose the policy or a summary of that policy.	Yes	3.8
3.3 Companies should provide the information indicated in the Guide to Reporting on Principle 3. The following material should be included in the corporate governance statement in the annual report:  an explanation of any departures from Recommendations 3.1, 3.2 or 3.3 should be included in the corporate governance statement in the annual report. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  any applicable code of conduct or a summary.  the trading policy or a summary of its main provisions.	Yes	Annual Report Website CGS
Principle 4: Safeguard integrity in financial reporting
4.1 The board should establish an audit committee.	No	4.2
4.2 Structure the audit committee so that it:  consists only of non-executive directors.  consists of a majority of independent directors.  is chaired by an independent chair, who is not chair of the board.  has at least three members.	Not applicable	See CGS 4.2
4.3 The audit committee should have a formal charter.	Not applicable	See CGS 4.2
4.4 Companies should provide the information indicated in the Guide to Reporting on Principle 4. The following material should be included in the corporate governance statement in the annual report:  details of the names and qualifications of those appointed to the audit committee and their attendance at meetings of the committee or, where a company does not have an audit committee, how the functions of an audit committee are carried out.	Yes	Annual Report Website CGS

ANNUAL REPORT | 51

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

CORPORATE GOVERNANCE

Principle	Compliance	CGS References / Comments
 the number of meetings of the audit committee and the names of the attendees.  explanation of any departures from Recommendations 4.1, 4.2, 4.3 or 4.4. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  the audit committee charter.  information on procedures for the selection and appointment of the external auditor, and for the rotation of external audit engagement partners.
Principle 5: Make timely and balanced disclosure
5.1 Companies should establish written policies designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior executive level for that compliance and disclose those policies or a summary of those policies.	Yes	7.1, 8.2
5.2 Companies should provide the information indicated in the Guide to Reporting on Principle 5. The following material should be included in the corporate governance statement in the annual report:  an explanation of any departures from Recommendation 5.1 or 5.2. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  the policies or a summary of those policies designed to guide compliance with Listing Rule disclosure requirements should be made publicly available, ideally by posting them to the company's web site in a clearly marked corporate governance section.	Yes	Annual Report Website CGS
Principle 6: Respect the rights of shareholders
6.1 Companies should design and disclose a communications policy for promoting effective communication with shareholders and encouraging their participation at general meetings and disclose their policy or a summary of that policy.	Yes	8.1
6.3 Companies should provide the information indicated in Guide to Reporting on Principle 6.  an explanation of any departures from best practice recommendations 6.1 or 6.2 should be included in the corporate governance statement in the annual report.  the company should describe how it will communicate with its shareholders publicly, ideally by posting the information on the company’s website in a clearly marked corporate governance section.  a description of the arrangements the company has to promote communication with shareholders.	Yes	Annual Report Website CGS
Principle 7: Recognise and manage risk
7.1 Companies should establish policies for oversight and management of material business risks and disclose a summary of those policies.	Yes	7.1
7.2 The board should require management to design and implement the risk management and internal control system to manage the company's material business risks and report to it on whether those risks are being managed effectively. The board should disclose that management has reported to it as to the effectiveness of the company's management of its material business risks.	Yes	7.1
7.3 The board should disclose whether it has received assurance from the chief executive officer (or equivalent) and the chief financial officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks.	Yes	7.1
7.4 Companies should provide the information indicated in the Guide to Reporting on Principle 7.	Yes	Annual Report Website CGS

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Principle	Compliance	CGS References / Comments
The following material should be included in the corporate governance section of the annual report:  an explanation of any departures from best practice recommendations 7.1, 7.2, 7.3 or 7.4.  whether the board has received the report from management under Recommendation 7.2.  whether the board has received assurances from the chief executive officer (or equivalent) and the chief financial officer (or equivalent) under Recommendation 7.3. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  a summary of the company’s policies on risk oversight and management of material business risks.
Principle 8: Remunerate fairly and responsibly
8.1 The board should establish a remuneration committee.	No	4.2
8.2 Companies should clearly distinguish the structure of non-executive directors’ remuneration from that of executive directors and senior executives.	Yes	Remuneration Report in the Directors’Report
8.3 Companies should provide the information indicated in the Guide to Reporting on Principle 8. The following material or a clear cross-reference to the location of the material should be included in the corporate governance statement in the annual report:  the names of the members of the remuneration committee and their attendance at meetings of the committee or, where a company does not have a remuneration committee, how the functions of a remuneration committee are carried out.  the existence and terms of any schemes for retirement benefits, other than superannuation, for non-executive directors.  an explanation of any departure from Recommendations 8.1, 8.2 or 8.3. The following material should be made publicly available, ideally by posting it to the company’s website in a clearly marked corporate governance section:  the charter of the remuneration committee or a summary of the role, rights, responsibilities and membership requirements for that committee.  a summary of the company’s policy on prohibiting entering into transactions in associated products which limit the economic risk of participating in unvested entitlements under any equity-based remuneration schemes.	Yes	Annual Report Website CGS

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CORPORATE GOVERNANCE STATEMENT (CGS)

1. Framework and Approach to Corporate Governance and Responsibility

The Board is committed to maintaining the highest standards of corporate governance. Good corporate governance is about having a set of core values and behaviours that underpin the Company’s activities and ensure transparency, fair dealing and protection of the interests of stakeholders.

The Board of Directors supports the Corporate Governance Principles and Recommendations developed by the ASX Corporate Governance Council (“ Council ”). The Company’s practices are largely consistent with the Council’s guidelines - the Board considers that the implementation of some recommendations are not appropriate having regard to the nature and scale of the Company’s activities and size of the Board. The Board uses its best endeavours to ensure exceptions to the Council’s guidelines do not have a negative impact on the Company and the best interests of shareholders as a whole.

Details of the Council’s recommendations can be found on the ASX website at:

http://www.asx.com.au/about/corporate_governance/revised_corpo rate_governance_principles_recommendations.htm

2. Board of Directors - Role and Responsibilities

In general the Board is responsible for, and has the authority to determine, all matters relating to the policies, practices, management and operations of the Company. The Board is also responsible for the overall corporate governance of the Company, and recognises the need for the highest standards of behaviour and accountability in acting in the best interests of the Company as a whole. The Board also ensures that the Company complies with all of its contractual, statutory and any other legal or regulatory obligations. The Board has the final responsibility for the successful operations of the Company.

Where the Board considers that particular expertise or information is required, which is not available from within their number, appropriate external advice may be taken and reviewed prior to a final decision being made by the Board.

Without intending to limit the general role of the Board, the principal functions and responsibilities of the Board include the matters set out below, subject to delegation as specified elsewhere in this Statement or as otherwise appropriate:

(1) formulation and approval of the strategic direction, objectives and goals of the Company;
(2) the prudential control of the Company’s finances and operations and monitoring the financial performance of the Company;
(3) the resourcing, review and monitoring of executive management;
(4) ensuring that adequate internal control systems and procedures exist and that compliance with these systems and procedures is maintained;
(5) the identification of significant business risks and ensuring that such risks are adequately managed;
(6) the timeliness, accuracy and effectiveness of communications and reporting to shareholders and the market;
(7) the establishment and maintenance of appropriate ethical standards;
(8) responsibilities typically assumed by an audit committee including:
(a) reviewing and approving the audited annual and reviewed half-yearly financial reports; and
(b) reviewing the appointment of the external auditor, their independence, the audit fee, and any questions of resignation or dismissal;
(9) responsibilities typically assumed by a remuneration committee including:
(a) reviewing the remuneration and performance of Directors;
(b) setting policies for Executives' remuneration, setting the terms and conditions of employment for Executives, undertaking reviews of Executives’ performance, including setting goals and reviewing progress in achieving those goals; and
(c) reviewing the Company’s Executive and employee incentive schemes and making recommendations on any proposed changes; and
(10) responsibilities typically assumed by a nomination committee including:
(a) devising criteria for Board membership, regularly reviewing the need for various skills and experience on the Board and identifying specific individuals for nomination as Directors; and
(b) oversight of Board and Executive succession plans.

3. Board of Directors – Composition, Structure and Process

The Board has been formed so that it has effective composition, size and commitment to adequately discharge its responsibilities and duties given its current size and the scale and nature of the Company’s activities. The names of the Directors in office currently and during the 2008/2009 year and their qualifications and experience are stated in the Directors’ Report for the year ended 30 June 2009.

3.1. Skills, Knowledge and Experience

Directors are appointed based on the specific corporate and governance skills and experience required by the Company. The Board recognises its need to contain Directors with a relevant blend of personal experience in accounting and

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CORPORATE GOVERNANCE

finance, law, financial and investment markets, financial management and public company administration and Director-level business or corporate experience, having regard to the scale and nature of the Company’s activities. A Director is initially appointed by the Board and retires (and may stand for re-election) at the next Annual General Meeting after their appointment.

3.2. Executive Chairman and Managing Director

The Executive Chairman/Managing Director leads the Board and has responsibility for ensuring that the Board receives accurate, timely and clear information to enable Directors to perform their duties as a Board. The Executive Chairman and Managing Director of the Company is Mr Farooq Khan, whose qualifications and experience are stated in the Directors’ Report for the year ended 30 June 2009.

3.3. Non-Executive Directors

The Company recognises the importance of Non-Executive Directors and the external perspective and advice that NonExecutive Directors can offer. Three of the current Board’s four Directors are Non-Executive Directors – Mr Yaqoob Khan, Mr Azhar Chaudhri and Mr Simon Cato. Their qualifications and experience are stated in the Directors’ Report for the year ended 30 June 2009.

3.4. Company Secretary

The Company Secretary is appointed by the Board and is responsible for developing and maintaining the information systems and processes that are appropriate for the Board to fulfil its role and is responsible to the Board for ensuring compliance with Board procedures and governance matters. The Company Secretary is also responsible for overseeing and coordinating disclosure of information to the ASX as well as communicating with the ASX. The Company Secretary is Mr Victor Ho, whose qualifications and experience are stated in the Directors’ Report for the year ended 30 June 2009.

perceived to, materially interfere with the Director’s ability to act in the best interests of the Company.

Mr Farooq Khan (Executive Chairman and Managing Director) is not regarded as an independent Director, being an Executive Director of the Company and being a substantial shareholder of the Company.

Mr Azhar Chaudhri is not regarded as an independent Director as he does not meet the above criteria for independence adopted by the Company, being a substantial shareholder of the Company.

Mr Yaqoob Khan is a relative of both Messrs Farooq Khan and Azhar Chaudhri.

Mr Simon Cato is regarded as an independent Director.

3.6. Conflicts of Interest

To ensure that Directors are at all times acting in the interests of the Company, Directors must:

(1) disclose to the Board actual or potential conflicts of interest that may or might reasonably be thought to exist between the interests of the Director or his duties to any other parties and the interests of the Company in carrying out the activities of the Company; and
(2) if requested by the Board, within 7 days or such further period as may be permitted, take such necessary and reasonable steps to remove any conflict of interest.

If a Director cannot or is unwilling to remove a conflict of interest then the Director must, as per the Corporations Act, absent himself from the room when Board discussion and/or voting occurs on matters to which the conflict relates (save with the approval of the remaining Directors and subject to the Corporations Act).

3.7. Related-Party Transactions

3.5. Independence

An independent Director, in the view of the Company, is a Non-Executive Director who:

(1) is not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company;
(2) within the last 3 years has not been employed in an Executive capacity by the Company;
(3) within the last 3 years has not been a principal of a material professional adviser or a material consultant to the Company, or an employee materially associated with the provision of material professional or consulting services;
(4) is not a material supplier or customer of the Company, or an officer of or otherwise associated directly or indirectly with a material supplier or customer;
(5) has no material contractual relationship with the Company other than as a Director of the Company; and

Related party transactions include any financial transaction between a Director and the Company as defined in the Corporations Act or the ASX Listing Rules. Unless there is an exemption under the Corporations Act from the requirement to obtain shareholder approval for the related party transaction, the Board cannot approve the transaction. The Company also discloses related party transactions in its financial report as required under relevant Accounting Standards.

3.8. Share Dealings and Disclosures

The Company’s policy regarding Directors, Executives and employees dealing in its securities is set by the Board. The Board prohibits Directors, Executives and employees from acting on material information until it has been released to the market and adequate time has been given for this to be reflected in the prices of the Company’s securities. Executives and employees and Directors are required to consult the Chairman and the Board respectively, prior to dealing in securities in the Company or other companies with which the Company has a relationship.

(6) is free from any interest and any business or other relationship which could, or could reasonably be

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Dealings in the Company’s securities by officers and employees are not permitted at any time whilst they are in the possession of price-sensitive information not already available to the market.

It is recognised and accepted that Board members may also concurrently serve on other boards, either in an executive or non-executive capacity.

3.13. Independent Professional Advice

3.9. Board Nominations

The Board will consider nominations for appointment or election of Directors that may arise from time to time having regard to the corporate and governance skills required by the Company and procedures outlined in the Constitution and the Corporations Act.

Subject to prior consultation with the Chairman, each Director has the right to seek independent legal and other professional advice at the Company’s expense concerning any aspect of the Company’s operations or undertakings in order to fulfil their duties and responsibilities as Directors.

3.14. Company Information and Confidentiality

3.10. Terms of Appointment as a Director

The current Directors of the Company have not been appointed for fixed terms. The constitution of the Company provides that a Director (other than any Managing Director) may not retain office for more than three calendar years or beyond the third Annual General Meeting following their election, whichever is longer, without submitting himself or herself for re-election. One third of the Directors (save for any Managing Director) must retire each year and are eligible for re-election. The Directors who retire by rotation at each Annual General Meeting are those with the longest length of time in office since their appointment or last election.

The initial appointment and last re-election dates of each Director are listed below.

Director are listed	below.
Director	Appointed	AGM Last Re- elected
Farooq Khan	10 March 1998	N/A – being the Managing Director
Yaqoob Khan	10 March 1998	30 November 2007 (standing for re- election at 2009 AGM)
Azhar Chaudhri	4 August 1998	20 November 2008
Simon Cato	11 February 2008	20 November 2008

3.11. Performance Review and Evaluation

It is the policy of the Board to ensure that the Directors and Executives of the Company be equipped with the knowledge and information they need to discharge their responsibilities effectively and that individual and collective performance is regularly and fairly reviewed. Although the Company is not of a size to warrant the development of formal processes for evaluating the performance of its Board, individual Directors and Executives, there is ongoing monitoring by the Chairman and the Board. The Non-Executive Directors are responsible for reviewing the performance and remuneration of the Executive Chairman/Managing Director. The Chairman also speaks to Directors individually regarding their role as a Director.

3.12. Meetings of the Board

The Chairman and Company Secretary schedule formal Board meetings whenever necessary to deal with specific matters requiring attention. Circulatory Resolutions are also utilised where appropriate either in place of or in addition to formal Board meetings.

Each member of the Board is committed to spending sufficient time to enable them to carry out their duties as a Director of the Company.

All Directors have the right of access to all relevant Company books and to the Company’s Executive. In accordance with legal requirements and agreed ethical standards, Directors and Executives of the Company have agreed to keep confidential all information received in the course of the exercise of their duties and will not disclose non-public information except where disclosure is authorised or legally mandated.

3.15. Directors’ Deeds

The Company has also entered into a deed with each of the current Directors and the Company Secretary to regulate certain matters between the Company and each Director, both during the time the Director holds office and after the Director ceases to be an officer of the Company (or of any of its wholly-owned subsidiaries). A summary of the terms of such deeds is contained within the Remuneration Report in the Director’s Report for the year ended 30 June 2009 and in the 2005 Notice of AGM dated 18 October 2005.

4. Management

4.1. Executives

The Managing Director is responsible and accountable to the Board for the Company’s management. The Company’s Executive Chairman and Managing Director roles are fulfilled by one person – Mr Farooq Khan. The Company presently has one other Executive Officer being the Company Secretary. The Board considers that the Company is not currently of a size, nor are its affairs of such complexity, to justify the expense of the appointment of an independent Non-Executive Chairman.

The Board is of the opinion that all Directors exercise and bring to bear an unfettered and independent judgement towards their duties and the Board is satisfied that Mr Farooq Khan as both Chairman and as Managing Director plays an important role in the continued success and performance of the Company and is able to and does bring quality and independent judgment to all relevant issues falling within the scope of the role of a Chairman and does not consider that his dual role in any way diminishes the efficient organisation and conduct of the Board’s overall function.

The Company does not have a Chief Financial Officer. The Board has determined that the Executive Chairman/Managing Director is the appropriate person to make the Chief Executive Officer equivalent declaration and the Company Secretary is the appropriate person to make the Chief Financial Officer equivalent declaration in respect of the year ended 30 June 2009, as required under section 295A of the Corporations Act and recommended by the Council.

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4.2. Board and Management Committees

In view of the current composition of the Board (which comprises three Non-Executive Directors and one Executive Chairman/Managing Director) and the nature and scale of the Company’s activities, the Board has considered that establishing formally-constituted committees for audit, board nominations and remuneration would contribute little to its effective management.

Accordingly audit matters, the nomination of new Directors and the setting, or review, of remuneration levels of Directors and Executives are reviewed by the Board as a whole and approved by resolution of the Board (with abstentions from relevant Directors where there is a conflict of interest). That is, matters typically dealt with by audit, nominations and remuneration committees are dealt with by the full Board.

5. Remuneration Policy

Please refer to the Remuneration Report in the Director’s Report for the year ended 30 June 2009. Directors do not currently have any equity-based remuneration.

6. Code of Conduct and Ethical Standards

The Company was not of a size that warranted the establishment of a formal code of conduct that guides compliance with obligations to stakeholders during the year ended 30 June 2009. However, the Company’s policies are focussed on ensuring that all Directors, Executives and employees act with the utmost integrity and objectivity in carrying out their duties and responsibilities, striving at all times to enhance the reputation and performance of the Company. Many of the items commonly found in a code of conduct are covered by the Company’s policies designed to deal with compliance risk identified in section 7.1 of this Statement.

7. Internal Control, Risk Management and Audit

7.1. Internal Control and Risk Management

The Board of Directors is responsible for the overall internal control framework (which includes risk management) and oversight of the Company’s policies on and management of risks that have the potential to impact significantly on operations, financial performance or reputation.

The Board recognises that no cost-effective internal control system will preclude all errors and irregularities. The system is based, in part, on the appointment of suitablyqualified and experienced service providers and suitablyqualified and experienced management personnel. The effectiveness of the system is continually reviewed by management and at least annually by the Board.

On a day-to-day basis, managing the various risks inherent in the Company’s operations is the responsibility of the Executive Directors and the Company Secretary.

Risks facing the Company can be divided into the broad categories of operations, compliance and market risks.

Operations risk refers to risks arising from day to day operational activities which may result in direct or indirect loss from inadequate or failed internal processes, people or systems or external events. The Executive Chairman/Managing Director and the Company Secretary

have delegated responsibility from the Board for identification of operations risks generally, for putting processes in place to mitigate them and monitoring compliance with those processes. The Company has clear accounting and internal control systems to manage risks to the accuracy of financial information and other financial risks. Compliance risk is the risk of failure to comply with all applicable legal and regulatory requirements and industry standards and the corresponding impact on the Company’s business, reputation and financial condition. The Company’s compliance risk management strategy ensures compliance with key legislation affecting the Company’s activities.

A key principle of the Company’s compliance risk management strategy is to foster an integrated approach where line managers are responsible and accountable for compliance, within their job descriptions and within overall guidance developed by the Company Secretary assisted by the General Counsel.

The Company’s compliance strategy is kept current with advice from senior external professionals and the ongoing training of Executives and other senior personnel involved in compliance management.

The Company has policies on responsible business practices and ethical behaviour including conflict of interest and share trading policies to maintain confidence in the Company’s integrity and ensure legal compliance.

Market risk encompasses risks to the Company’s performance from changes in equity prices, interest rates, currency exchange rates, capital markets and economic conditions generally. The Board assesses the Company’s exposure to these risks and sets the strategic direction for managing them. The Company’s approach to risk management is not stationary; it evolves constantly in response to developments in operations and changing market conditions.

The Board has determined that the Executive Chairman/Managing Director is the appropriate person to make the Chief Executive Officer equivalent declaration and the Company Secretary is the appropriate person to make the Chief Financial Officer equivalent declaration in respect of the year ended 30 June 2009, on the risk management and internal compliance and control systems recommended by the Council.

The Board has received assurances from the Executive Chairman/Managing Director and the Company Secretary that the declarations they provided in accordance with section 295A of the Corporations Act are founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks.

Management has reported to the Board as to the effectiveness of the Company's management of its material business risks.

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7.2. Audit

The Company's external auditor ( Auditor ) is selected for its professional competence, reputation and the provision of value for professional fees. Within the audit firm, the partner responsible for the conduct of the Company’s audits is rotated every three years.

The Auditor is invited to attend the Company’s annual general meetings to answer shareholder questions about the conduct of the audit and the preparation and content of the Auditor’s report.

8. Communications

8.1. Market and Shareholder Communications

The Company is owned by shareholders. Increasing shareholder value is the Company’s key mission. Shareholders require an understanding of the Company’s operations and performance to enable them to see how that mission is being fulfilled. The Directors are the shareholders’ representatives. In order to properly perform their role, the Directors need to be able to ascertain the shareholders’ views on matters affecting the Company.

The Board therefore considers it paramount to ensure that shareholders are informed of all major developments affecting the Company and have the opportunity to communicate their views on the Company to the Board. Information is communicated to shareholders and the market through various means including:

(1) monthly NTA Backing announcements released to ASX, which are posted on the Company’s website;
(2) the Annual Report which is distributed to shareholders if they have elected to receive a printed version and is otherwise available for viewing and downloading from the Company’s website;
(3) the Annual General Meeting ( AGM ) and other general meetings called to obtain shareholder approvals as appropriate. The Executive Chairman/Managing Director gives an address at the AGM updating shareholders on the Company's investment activities;
(4) Half-Yearly Directors’ and Financial Reports which are posted on the Company’s website; and
(5) other announcements released to ASX as required under the continuous disclosure requirements of the ASX Listing Rules and other information that may be mailed to shareholders, which is also posted on the Company’s website.

Shareholders communicate with Directors through various

means including:

(1) having the opportunity to ask questions of Directors at all general meetings;
(4) the Company’s policy of expecting Directors to be available to meet shareholders at Annual General Meetings; and
(5) the Company making Directors and selected senior employees available to answer shareholder questions submitted by telephone, email and other means.

The Company actively promotes communication with shareholders through a variety of measures, including the use of the Company’s website and email. The Company’s reports and ASX announcements may be viewed and downloaded from its website: www.queste.com.au or the ASX website: www.asx.com.au under ASX code “QUE”. The Company also maintains an email list for the distribution of the Company’s announcements via email in a timely manner.

8.2. Continuous Disclosure to ASX

The Board has designated the Company Secretary as the person responsible for overseeing and coordinating disclosure of information to ASX as well as communicating with ASX.

In accordance with the Corporations Act and ASX Listing Rule 3.1 the Company immediately notifies ASX of information concerning the Company that a reasonable person would expect to have a material effect on the price or value of the Company’s securities, subject to exceptions permitted by that rule. A reasonable person is taken to expect information to have a material effect on the price or value of the Company’s securities if the information would, or would be likely to, influence persons who commonly invest in securities in deciding whether to acquire or dispose of the Company’s securities.

All staff are required to inform their reporting manager of any potentially price-sensitive information concerning the Company as soon as they become aware of it. Reporting managers are in turn required to inform the Executive Director to whom they report or, in their absence, another Executive Director of any potentially price-sensitive information.

In general, the Company will not respond to market speculation or rumours unless ASX or an applicable law requires it to do so.

Only the Directors and employees who have been authorised by them may speak on the Company’s behalf to the media, investors and analysts.

The Company may request a trading halt from ASX to prevent trading in its securities if the market appears to be uninformed. The Executive Directors are authorised to determine whether to seek a trading halt.

13 October 2009
(2) the presence of the external auditor at Annual General Meetings to take shareholder questions on any issue relevant to their capacity as auditor;
(3) the Company rotating shareholder meetings around capital cities to allow as many shareholders as possible to have an opportunity to attend a meeting;

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RECONCILIATION OF DIFFERENCES between unaudited Appendix 4E Preliminary Final Report and audited financial statements

The material differences between the unaudited Appendix 4E Preliminary Financial Report dated 31 August 2009 and the audited financial statements included in this annual report are outlined as follows:

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

2.	Consolidated Entity PROFIT/(LOSS) FOR THE YEAR 2009 2008 Appendix 4E (unaudited) $ $ Gain/(Loss) on sale of investment portfolio (4,001) 117,302 Gain on sale of trading portfolio 436,018 2,266,054 432,017 2,383,356 Restated (audited) Gain/(Loss) on sale of financial assets at fair value through profit and loss 432,017 2,383,356

[this reflects a change in description]

3. INCOME TAX EXPENSE The major components of income tax expense/(benefit) are: Current income tax Current income tax charge (Over)/under provision in prior years Deferred income tax Current period deferred tax movement (Over)/under provision in prior years Income tax expense/(benefit) is attributable to: Profit/(Loss) from continuing operations Profit/(Loss) from discontinued operations Aggregate income tax expense Prima facie tax payable on profit from ordinary activities before income tax at 30% (2008:30%) Permanent differences Other assessable income Other non-deductible items Share of Associates' losses Recoupment of prior year tax losses brought to account Current year revenue losses not brought to account Current year capital losses not brought to account Movement in unrecognised temporary differences Income tax expense Current tax under/(over) provision in prior years Deferred tax under/(over) provision in prior years Net income tax (benefit)/ expense	Appendix 4E (unaudited) Restated (audited) Appendix 4E (unaudited) Restated (audited) Consolidated Entity Company 2009 2009 2009 2009 $ $ $ $ - - - - (383,748) (472,883) - - - (2,594,644) (3,642,618) (261,695) (209,792) - 24,561 - (51,903)
	- (4,090,940) (261,695) (261,695)
	- - (4,090,940) - - - - - -
	- (4,090,940) - -
	- (4,923,809) (4,923,809) (88,347) (88,346) 141,740 141,740 6,390 6,390 318,679 383,253 2,639 10,664 684,904 684,904 - - - - (139,700) (139,700) 62,485 62,485 - - 1,200 1,200 1,200 1,200 7,609 7,609 - -
	(3,707,192) (3,642,618) (217,818) (209,792) (383,748) (472,883) (43,877) - - 24,561 - (51,903)
	(4,090,940) (4,090,940) (261,695) (261,695)

[this reflects changes cause by transcription errors]

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RECONCILIATION OF DIFFERENCES between unaudited Appendix 4E Preliminary Final Report and audited financial statements

8.	LOSS PER SHARE Appendix 4E (unaudited) Diluted loss per share From continuing operations attributable to the ordinary equity holders of the Company From discontinued operations Total diluted loss per share attributable to the ordinary equity holders of the Company Restated (audited) Diluted loss per share	Consolidated Entity 2009 2008 (25.7) (5.3) 0.2 (0.2)
		(25.5) (5.5)
		N/A N/A

Diluted loss per share is not required to be disclosed as the Consolidated Entity was in a net loss position.

[Diluted loss per share is not required to be disclosed as the Consolidated Entity was in a net loss position].

9. CASH AND CASH EQUIVALENTS

(a) Reconciliation of Net Profit/(Loss) after Tax to Net Cash Flows from Operations

Operating profit/(loss) after tax
Depreciation
Impairment loss on fair value
of investments through profit and loss
Fixed assets write off
Gain/(Loss) on sale of investments portfolio
Impairment valuation of land
Share of Associate Companies' losses
(Increase)/decrease in assets:
Receivables
Investments
Inventory
Other assets
Increase/(decrease) in liabilities:
Payables
Provision
Income tax payable
Deferred tax asset
Net cash flows from/(used in) operating activities

Appendix 4E
(unaudited)
Restated
(audited)
Appendix 4E
(unaudited)
Restated
(audited)
Consolidated Entity
Company
2008
2008
2008
2008
$
$
$
$
(2,651,995)
(2,651,995)
216,553
216,553
194,749
194,907
4,275
4,275
1,877,734
1,877,734
41,206
41,206
882
882
259
259
(117,302)
(117,302)
(117,302)
(117,302)
147,339
(134,241)
-
-
2,687,143
2,687,143
-
-
498,504
(46,391)
92,696
58,242
47,311
842,597
-
-
(646,864)
510,037
-
-
2,112
(1,413,770)
1,029
(10,290)
1,467,970
(1,157,344)
12,845
(612)
77,585
-
29,079
-
187,755
(668,499)
12,626
-
2,681,926
(431,110)
-
-

6,454,849
(507,352)
293,266
192,331

[this reflects changes cause by transcription errors]

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RECONCILIATION OF DIFFERENCES between unaudited Appendix 4E Preliminary Final Report and audited financial statements

15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Net tangible asset value of listed investments in associates Bentley Capital Limited Summarised Financial Position of Associates Current assets Non current assets Total assets Current liabilities Non current liabilities Total liabilities Net assets Revenues Loss after income tax of associates [this reflects changes cause by transcription errors] 22. TAX Non current tax assets Deferred tax asset Non Current tax liabilities Deferred tax liability Deferred tax asset The movement in deferred tax asset for each temporary difference during the year are as follows: Others Opening balance Charged to income statement Closing balance Total deferred tax asset Deferred tax liability The movement in deferred tax liability for each temporary difference during the year are as follows: Other Opening balance Charged to income statement Closing balance Total deferred tax liability	Appendix 4E (unaudited) Restated (audited) Consolidated Entity 2009 2009 $ $ 820,410 7,951,618 Group share of: Bentley Capital Limited 2009 2009 $ $ 4,326,448 7,982,669 3,658,648 4,444 7,985,096 7,987,113 (33,478) (31,697) - (3,798) (33,478) (35,495) 7,951,618 7,951,618 817,749 1,587,188 (2,416,906) (211,027) Appendix 4E (unaudited) Restated (audited) Consolidated Entity 2009 2009 $ $ 1,029,763 1,295,073
	1,462,195 1,727,505
	- - 138,968 404,278
	138,968 404,278
	- 1,029,763 1,295,073
	- - - 6,349 271,659
	6,349 271,659
	- 1,462,195 1,727,505

[this reflects changes cause by transcription errors]

ANNUAL REPORT | 61

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

RECONCILIATION OF DIFFERENCES between unaudited Appendix 4E Preliminary Final Report and audited financial statements

25. CONSOLIDATED SEGMENT REPORTING GEOGRAPHICAL SEGMENT Australia [this reflects a change cause by a transcription error]	Appendix 4E (unaudited) Restated (audited) Segment revenue 2008 2008 $ $ (208,542) 4,355,961

ANNUAL REPORT | 62

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

ADDITIONAL ASX INFORMATION as at 12 October 2009

DISTRIBUTION OF LISTED ORDINARY FULLY PAID SHARES

Spread	of	Holdings	Number of Holders	Number of Units	% of Total Issue
					Capital
1	-	1,000	12	8,251	0.0
1,001	-	5,000	66	196,977	0.69
5,001	-	10,000	80	753,934	2.65
10,001	-	100,000	132	3,576,132	12.59
100,001	-	and over	26	23,869,585	84.03
Total			316	28,404,879	100%

Marketable Parcel

					of Total Issue
Spread	of	Holdings	Number of Holders	Number of Units	Capital
1	-	3,704	59	116,428	0.41
3,705	-	over	257	28,288,451	99.59
Total			316	28,404,879	100%

An unmarketable parcel is considered, for the purposes of the above table, to be a shareholding of 3,704 shares or less, being a value of $500 or less in total, based upon the Company’s closing last bid share price on 12 October 2009 of 13.5 cents per share.

DISTRIBUTION OF UNLISTED PARTLY PAID ORDINARY SHARES

Name	No. of Partly Paid Shares
Chi Tung Investments Ltd	20,000,000

These 20,000,000 ordinary shares were issued at a price of 20 cents per share and have been partly paid to 1.5225 cents each and have an outstanding amount payable of 18.4775 cents per share.

VOTING RIGHTS

Subject to any rights or restrictions for the time being attached to any class or classes of shares (at present there are none), at meetings of shareholders of the Company:

(1) each shareholder entitled to vote may vote in person or by proxy, attorney or representative;
(2) on a show of hands, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder has one vote;
(3) on a poll, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder shall, in respect of each fully paid share held by such person, or in respect of which such person is appointed a proxy, attorney or corporate representative, have one vote for that share;
(4) The Company’s partly paid shares have a proportional voting entitlement in accordance with the amount paid up for that share.

ANNUAL REPORT | 63

30 JUNE 2009

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

ADDITIONAL ASX INFORMATION as at 12 October 2009

TOP 20 ORDINARY FULLY PAID SHAREHOLDERS

Rank
Shareholder

Shares Held
Total Shares
% Issued
Capital

1
BELL IXL INVESTMENTS LTD
CLEOD PTY LTD
CELLANTE SECURITIES PTY LIMITED

2
FAROOQ KHAN
ISLAND AUSTRALIA PTY LTD
SKIN-PLEX LABORATORIES PTY
THE ESSENTIAL EARTH PTY LTD
3
MR ASHAR CHAUDHRI
CHI TUNG INVESTMENTS LTD
RENMUIR HOLDINGS LTD
RENMUIR HOLDINGS LTD

4
MANAR NOMINEES PTY LTD
MANAR NOMINEES PTY LTD
*
5
MR ANDREW GRAEME MOFFAT & MRS ELIZABETH ANN MOFFAT
6
MR DONALD GORDON MACKENZIE & MRS GWENNETH MACKENZIE
7
STRIKE RESOURCES LIMITED
8
MRS AMBREEN CHAUDHRI
9
MS ROSANNA DE CAMPO
10
MR AYUB KHAN
11
MRS AFIA KHAN
12
TOMATO 2 PTY LTD
13
SAMDY NOMINEES PTY LTD
14
MR JOHN CHENG-HSIANG YANG & MS PETA PING PING MOK
15
MR ANTHONY NEALE KILLER & MS SANDRA MARIE KILLER
16
GIBSON KILLER PTY LTD
17
MR SIMON KENNETH CATO
18
MR GREGORY JOHN MATHESON
19
MR EUGENE RODRIGUEZ
20
NICHOLAS PASTERNATSKY

3,572,109
867,644
2,053,282
Sub-total
6,493,035
22.859
2,421,367
3,668,577
20,000
20,000
Sub-total
6,129,944
21.58
10,000
1,050,000
2,763,500
514,280
Sub-total
4,337,780
15.271
1,725,663
180,500
Sub-total
1,906,163
6.711
1,150,000
4.049
849,360
2.990
826,950
2.911
386,500
1.361
268,100
0.944
215,000
0.757
215,000
0.757
185,019
0.651
150,000
0.528
136,125
0.479
130,000
0.458
120,000
0.422
118,000
0.415
110,742
0.390
110,000
0.387
103,750
0.365

**Total **

23,941,468
84.285

A substantial shareholder of the Company

ANNUAL REPORT | 64

(name change to Queste Corporation Ltd pending shareholder approval at 2009 annual general meeting)

QUESTE COMMUNICATIONS LTD A.B.N. 58 081 688 164

ASX Code: QUE FOR SHARE REGISTRY ENQUIRIES:

Level 14, The Forrest Centre 221 St Georges Terrace Perth Western Australia 6000

T | (08) 9214 9777

F | (08) 9322 1515

E | [email protected] W | www.queste.com.au

==> picture [73 x 73] intentionally omitted <==

Advanced Share Registry Services Suite 2, 150 Stirling Highway Nedlands Western Australia 6009

T | (08) 9389 8033 F | (08) 9389 7871

E | [email protected] W | www.advancedshare.com.au

AI assistant

QUESTE COMMUNICATIONS LIMITED — Annual Report 2009

65653_rns_2009-10-14_7f0399fe-85a9-484c-92b1-bb89d13cc588.pdf

2009

ANNUAL REPORT

CONTENTS

CORPORATE DIRECTORY

BOARD

www.queste.com.au

ASX CODE

AUDITORS

COMPANY PROFILE

Queste Dividend History

ABOUT ORION EQUITIES LIMITED (OEQ)

Orion Asset Weighting As At 30 June 2009

Orion Top 5 Holdings In Securities Portfolio

Orion Dividend Track Record

DIRECTORS’ REPORT

PRINCIPAL ACTIVITIES

OPERATING RESULTS

DIRECTORS’ REPORT

EARNINGS/(LOSS) PER SHARE

DIRECTORS’ REPORT

FINANCIAL POSITION

DIVIDENDS

SECURITIES IN THE COMPANY

DIRECTORS’ REPORT

REVIEW OF OPERATIONS

1. Orion Equities Limited (OEQ)

1.1. Current Status of Investment in Orion

1.2. Orion’s Operating Results for year ended 30 June 2009

DIRECTORS’ REPORT

1.3. Orion’s Dividends

1.4. Orion’s Portfolio Details as at 30 June 2009

Asset Weighting

DIRECTORS’ REPORT

Top 5 Holdings in Securities Portfolio

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

FUTURE DEVELOPMENTS

DIRECTORS’ REPORT

LEGAL PROCEEDINGS ON BEHALF OF CONSOLIDATED ENTITY

ENVIRONMENTAL REGULATION

DIRECTORS

DIRECTORS’ REPORT

Azhar Chaudhri

Non-Executive Director

Yaqoob Khan

Non-Executive Director

DIRECTORS’ REPORT

COMPANY SECRETARY

DIRECTORS’ REPORT

DIRECTORS' MEETINGS

Board Committees

REMUNERATION REPORT

(1) Remuneration Policy

DIRECTORS’ REPORT

(2) Details of Remuneration of Key Management Personnel

Paid by the Company (Queste) to its Key Management Personnel

DIRECTORS’ REPORT

Paid by Orion to Key Management Personnel (who are also Key Management Personnel of Queste)

(3) Other Benefits Provided to Key Management Personnel

DIRECTORS’ REPORT

DIRECTORS’ AND OFFICERS’ INSURANCE

DIRECTORS DEEDS

AUDITOR

AUDITORS’ INDEPENDENCE DECLARATION

EVENTS SUBSEQUENT TO BALANCE DATE

DECLARATION OF INDEPENDENCE BY CHRIS BURTON TO THE DIRECTORS OF QUESTE COMMUNICATIONS LIMITED

INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2009

BALANCE SHEET

AS AT 30 JUNE 2009

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2009

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2009

NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2009

1. SUMMARY OF ACCOUNTING POLICIES STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

Compliance with IFRS

Reporting Basis and Conventions

1.1. Principles of Consolidation

1.2. Investments in Associates

1.3. Mineral Exploration and Evaluation Expenditure

QUESTE COMMUNICATIONS LIMITED Annual Report 2009