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RAREX LIMITED Annual Report 2017

Oct 24, 2017

65681_rns_2017-10-24_b4402a6e-67e7-42a5-9b73-a3b19ff1ef72.pdf

Annual Report

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CLANCY EXPLORATION LIMITED

ABN: 65 105 578 756

ANNUAL REPORT 2017

Clancy Exploration Limited Annual Report 2017

CORPORATE DIRECTORY

DIRECTORS

Mr. David Lenigas Non‐Executive Chairman

Mr. Evan Cranston Non‐Executive Director

Mr. David Scoggin Non‐Executive Director

Mr. Scott Patrizi Non‐Executive Director

LAWYERS

Bellanhouse Legal Level 19, Alluvion, 58 Mounts Bay Rd Perth Western Australia 6000

AUDITOR

Walker Wayland WA Audit Pty Ltd (formerly called Hall Chadwick WA Audit Pty Ltd) Level 2, 129 Melville Parade Como Western Australia 6252

COMPANY SECRETARY

Mr. Rowan Caren

SHARE REGISTRY

Security Transfer Registrars

PRINCIPAL PLACE OF BUSINESS

Suite 23, 513 Hay Street Subiaco Western Australia 6008

Telephone: (08) 6143 6720 Facsimile: (08) 9388 8824 Website: www.clancyexploration.com

770 Canning Highway Applecross WA 6153 Australia

Telephone: (08) 9315 2333 Facsimile: (08) 9315 2233

ASX CODE: CLY

REGISTERED OFFICE

Suite 23, 513 Hay Street Subiaco Western Australia 6008

2

CONTENTS

CONTENTS
Corporate Directory 2
Chairman’s Report 4
Review of Operations 5
Tenement Schedules 13
Financial Statements 23
Directors’ Report 24
Auditor’s Independence Declaration 35
Consolidated Statement of Profit or Loss and Other Comprehensive 36
Income Consolidated Statement of Financial Position 37
Consolidated Statement of Cash Flows 38
Consolidated Statement of Changes in Equity 39
Notes to the Financial Statements 40
Directors’ Declaration 67
Independent Auditor’s Report 68
ASX Additional Information 73
Corporate Governance Statement 76

3

CHAIRMAN’S LETTER

Clancy Exploration has actively sought and evaluated new project opportunities for the past couple of years. The market sentiment has shifted further towards investing in mining and exploration opportunities in 2017 and we are of the view that the Company’s future lies in the resources sector.

We have stated previously that we are seeking a project with the capacity to generate significant shareholder value. During 2017, your Board identified the Leogang Cobalt Nickel project in Austria.

The project ticked a lot of boxes for the Company’s search. This Leogang project was the trigger for me personally agreeing to join the Board.

Licences covering the historical workings and significant acreage of prospective acreage at Leogang were applied for and granted. Cadence Minerals was offered the opportunity to acquire an interest in the project which they determined to do after the completion of their due diligence enquiries.

It was subsequently determined that Clancy has priority rights, under Austrian law, over 172 of our 200 granted licences and next-in-line rights over the balance. The next-in-line rights relate to the licences which cover the historical mines. The Company will now move forward with this project and in addition seek to explore other investment or farm-in opportunities in the global resources sector.

Our partners, Cadence Minerals Plc remained very supportive of the Company during the period and confirmed that they plan to proceed with the joint venture on the Leogang Project and will continue to work with Clancy in evaluating the remaining 85% of the project tenements.

In addition, both Clancy and Cadence will work together to identify and acquire additional strategic mineral properties focused on the battery technology sector throughout Europe and in other international jurisdictions.

With a lean corporate structure and very low-cost base your Company is well positioned to rebuild value through maintaining its momentum on project generation and development activities.

I extend my sincere thanks to my fellow directors, shareholders and other stakeholders for their ongoing support.

David Lenigas

Chairman

4

Clancy Exploration Limited – Chairman’s Letter 2017

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----- Start of picture text -----

Clancy Exploration Limited Phone: (08) 6143 6720
Suite 23, 513 Hay Street Fax: (08) 9388 8824
Subiaco, WA 6008 www.clancyexploration.com
Australia [email protected]
----- End of picture text -----

REVIEW OF OPERATIONS 2017

The Directors of Clancy Exploration Limited (Clancy or the Company), provide the following review of operations for the financial year ending 30 June 2017.

CORPORATE

The Board of the Company changed during the year with the appointments of Scott Patrizi as a Non-Executive Director and David Lenigas as Non-Executive Chairman. Nathan Featherby also resigned early in the financial year to pursue other opportunities.

Mr Lenigas is an experienced mining engineer with significant natural resources and corporate experience, having served as executive chairman, chairman, and non-executive director of many public listed companies in London, Canada, Johannesburg, and Australia. In recent years, Mr Lenigas was the Executive Chairman of London listed lithium investment company Rare Earth Minerals Plc (now called Cadence Minerals Plc), which is the largest shareholder of Bacanora Minerals Limited and European Metals Holdings Limited, and has provided significant funding for the development of the large Sonora Lithium Project in Mexico and the Cinovec Lithium Project in the Czech Republic. He is currently a non-executive director of Canadian listed Australian company Macarthur Minerals Limited, whose major shareholder is Cadence Minerals Plc.

Mr Lenigas is currently the Executive Chairman of Artemis Resources Limited, Doriemis Plc, and AfriAg plc and a non-executive director of Auroch Minerals Limited. Mr Lenigas was also the previous Executive Chairman of London listed UK Oil & Gas Investments Plc, the company that discovered the oil at London’s Gatwick Airport and the Executive Chairman of the Pan-African conglomerate Lonrho Plc.

Mr. Patrizi is a corporate finance professional having been previously employed with Deloitte Touche Tohmatsu in Perth. He holds a Bachelor of Commerce from the University of Western Australia. During his time at Deloitte, Scott worked across a range of industries including mining, oil and gas, healthcare, education and private equity providing merger and acquisition, valuation and due diligence services. Prior to Deloitte, he worked for Argonaut Limited, a full service advisory, stockbroking & research and investment house focussed on clients in the natural resources sector, where he gained significant equity capital market experience.

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5

Clancy Exploration Limited

Review of Operations 2017

PROJECTS

The Board has focused its energies on securing a new project opportunity for Clancy. For the first half of the year it had an active identification and assessment process underway, with several interesting opportunities under consideration.

This search culminated with the targeting of the Leogang Cobalt-Nickel Project in Austria.

AUSTRIA

Leogang, Austria

In June 2017, the Company was granted exploration licences covering approximately 80km[2] in the Salzburg and Kitzbuhel regions of western Austria.

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Figure 1: Regional Location Plan of Leogang Project

Clancy signed a binding Term Sheet, subject to a short 14-day due diligence period, with London listed Cadence Minerals Plc (“Cadence”) (AIM: KDNC), to acquire an initial 10% interest the Project for the consideration of approximately 74 million Cadence shares (value of A$500,000) with a six-month option to increase its interest in the Project for an additional A$1 million in either cash or Cadence shares at Cadence’s election. Full details are shown below. Cadence specialises in investing in the key metals associated with the energy storage sector and is also European Metals Holdings (ASX: EMH) largest shareholder.

The Leogang acquisition delivered a significant land position (80km[2] ) in the prospective dolomite belt in western Austria.

  • Nickel and cobalt were mined in the region from the mid-16[th] century when Leogang was famed for the richness of its cobalt and nickel mineralisation.

  • Mining peaked in the late 1700’s but the market fell away after the Napoleonic Wars.

  • Licences were originally targeted to cover each historical mine and further extensions of the host dolomitic mineralisation.

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6

Clancy Exploration Limited

Review of Operations 2017

Clancy was granted 200 exploration licences covering approximately 80km[2] at Leogang by the Austrian Federal Ministry of Science, Research and Economy. On the evening of Monday 10 July 2017, the Company was made aware that a number of licences potentially had preceding priority claimants that predated Clancy’s applications by a number of weeks. The Company deemed it appropriate at the time to halt the trading of its shares on the ASX and then seek a suspension of trading of the Company’s shares pending a full and thorough investigation into the situation.

Clancy’s investigation determined that there were 28 overlapping licences out of Clancy’s 200 licences that had predated licences by other parties and these licences are principally located in the south-eastern portion of the Leogang Project area (Refer Figure 2 and Licence Tables). These priority licences cover a total area of approximately 12km[2] which represents about 15% of Clancy’s entire Austrian project area. Clancy continues to have priority over the balance of the project area, being 172 licences covering approximately 68 km[2] , all of which have not undergone any forms of modern day exploration since the beginning of the 20[th] century.

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Figure 2: Map showing the extent of the priority licences

In the event that any of the respective 28 Austrian licences, subject to the priority claims, are either dropped or forfeited, priority over these individual respective claims will revert immediately to Clancy.

Clancy is of the view that it made all reasonable enquiries in respect of the availability of the ground at the Leogang Project prior to applying for the Austrian exploration package. Clancy was of the understanding that it held complete priority in respect of all the exploration licences upon grant of the exploration licences by the Austrian Federal Ministry of Science, Research and Economy and at all times subsequent, until it received notice of the priority claim on the evening of 10 July 2017.

Clancy has since become aware that Austrian mining regulators may grant exploration licences to more than one party over ground without advising a later party that its licences do not have priority. Exploration licences grant the holder the exclusive licence, subject to priority, to explore and are valid for five calendar years

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7

Clancy Exploration Limited

Review of Operations 2017

(including the year of application) and can be extended for a further five years if the exploration program has been carried out according to a program approved by the mining authorities. However, the right to conduct mining operations are not included in an exploration licence. For these activities a mining licence (“Bergwerksberechtigung”) has to be obtained which is a separate legal process.

Leogang Project Overview

The historical Leogang cobalt mines are located in Austria in central Europe. Suitable infrastructure is widespread and particularly well established.

The Leogang polymetallic mines were operated mainly in the 16th and 17th centuries, and sporadically until the first half of the 20th century. The mines consequently lack documentation on the historical production and grades. At the end of the 16th century, they were famous in Europe for their production of cobalt.

Old workings and mineralised outcrops extend over 2 km strike, and early documents refer to other mine workings and mineralisation occurrences in the region. No modern exploration has been carried out.

The former mines of Leogang exist in the community of Hutten, some 75 km south of Salzburg., refer to Figure 1.

Historical background:

The recovery of stone and bronze miner’s hammers by archaeologists at Leogang supports mining in Prehistoric times. However, documented mining began in 1550 with the first map of Schwarzleo dated 1671. Nickel and cobalt ore at Nockelberg were mined from the 17[th] Century, and three maps displaying mining activity are dated 1761, 1790 and 1794. At the end of the 16[th] Century, Leogang was known and famous in Europe for its richness in cobalt and nickel ores. The mined cobalt was utilised for the preparation of blue colours, but the market sank after the Napoleonic Wars and the Nockelberg mine came to a standstill by the end of the 18[th] Century. During the 19[th] Century, sporadic mining was performed between 1852-1860 and 1871-1885, and again but to a lesser extent in the first half of the 20[th] Century. Part of the former Leogang mines is now a regional mining museum.

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8

Clancy Exploration Limited

Review of Operations 2017

Geology:

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Figure 1: Leogang geological cross-sections (Adapted from Haditsch & Mostler, 1970)

Austria covers an area of some 84,000 km[2] in central Europe, with E-W and N-S extensions of 550 km and 300 km, respectively. The Eastern Alps and the Danube River are the most prominent features of the Austrian landscape. The Bohemian Massif occupies the northern part of the country. To the south, are the Molasse, Helvetic and Penninic Zones. Further south, the Austro-Alpine Unit underlies the most mountainous parts of Austria and comprises the Central Zone of the Eastern Alps and the Northern Calcareous Alps where the Leogang project is located. The polymetallic mineralization is hosted within upper Silurian to middle Devonian aged dolomites.

Mineralisation:

The mineralisation is hosted almost exclusively by dolomite, and is often associated with over thrusting where the dolomite failed during faulting promoting the circulation of hydrothermal fluids. The mineralisation is of three main types:

  • Quite intense and strong when overthrust related.

  • Rather low when associated with shear zones.

  • Rather low when related to small faults or stratification.

Mineralisation was mined in three main areas: Inschlagalm, Nockelberg and Schwarzleo.

Historical Production:

Past production records for the area are scarce. It should be noted that Clancy’s licences over the areas of historical production are second in priority. Those past production records that have been obtained from the Schwarzleo mining museum are shown as follows:

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9

Clancy Exploration Limited

Review of Operations 2017

Historical Easting Northing Production Production
Mine UTM UTM Period
1872-1877 60 tonnes of ingot at 22.2% Ni, 11.0%
Nockelberg 324,875 5,255,750 1871-1872 Co, 3% Cu
650 tonnes of ore at 3-6% Ni-Co.

Note: Coordinates provided are in UTM WGS84 Projection.

High grade rock chip samples reported include (Haditsch & Mostler, 1970):

Mine Easting Northing Sample Co% Ni% Cu% Reference
UTM UTM
Nockelberg 324,875 5,255,750 1
2
3
4
5
3.9
3.6
1.95
2.75
4.65
1.55
-
2.35
2.36
3.14
2.19
4.38
3.59
3.19
12.7
Haditsch
&
Mostler,
1970
6 11.67 6.52 3.82 Haditsch
Schwarzleo 324,800 5,254,950 7 15.76 8.12 4.91 &
Mostler,
1970

Note: Coordinates provided are in UTM WGS84 Projection.

Commercial

A finder’s fee of $20,000 cash based consideration and a further 6,666,667 fully paid ordinary shares was paid to secure the Leogang Project. In addition, in the event that Clancy elects to mine the Leogang Project a further $300,000 will be payable to the Finder, in a mix of cash and shares. The Company also issued 40 million unquoted options to advisors in relation to the acquisition of the Leogang Project.

The Way Forward

Clancy continues to hold priority interests in 172 licences covering approximately 68 km[2] at Leogang. This includes the areas around, but not immediately surrounding, the historical mines and extensions through the dolomite which was the target mineralisation for the original applications. As a result, the Board will continue to explore the potential of the Leogang Project as planned with the view of identifying a new cobalt mining precinct in the heart of Europe and on the doorstep of the battery and renewable technology sectors.

Cadence Minerals Plc (refer to ASX release dated 3 July 2017) acquired a 10% interest in the licences held by Clancy and entered into a joint venture. Cadence have confirmed they plan to proceed with the joint venture on the Leogang Project and will continue to work with Clancy in evaluating the remaining 85% of the project tenements. In addition, both Clancy and Cadence will work together to identify and acquire additional strategic mineral properties focused on the battery technology sector throughout Europe and in other international jurisdictions.

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10

Clancy Exploration Limited

Review of Operations 2017

NSW

Orange East

EL 8442

(NSW, Clancy 100%; Alkane Resources Ltd, earning 60% and funding 100%)

Orange East is located 15km ESE of the city of Orange and contains several target styles including Ordovician porphyry copper-gold and post-Ordovician copper-gold targets. Numerous old workings occur in the area and many are focused along regional-scale structures, such as the Lucknow and Godolphin faults. Previous work by Clancy defined a soil anomaly at the Gunnarbee prospect, which has similar geochemical, structural and geological characteristics as the nearby McPhillamys gold deposit, 15km along strike to the south (Figure 1).

Alkane Resources Ltd (Alkane; ASX: ALK) can earn a 60% interest in the Orange East project by spending $500,000 on exploration over three years. Alkane can earn a further 20% interest (80% total) by spending an additional $500,000 on exploration over the subsequent two years. Alkane is managing the exploration program.

Trundle EL 8222

(NSW, Clancy 100%)

The Trundle project consists of a single exploration licence EL8222 located 25km west of the Northparkes copper-gold mine. There is extensive evidence of porphyry and skarn-style copper-gold mineralisation similar to the Cadia Valley and Northparkes.

The project reverted to 100% Clancy ownership in 2016 and the Company is seeking a partner for the Trundle project.

Condobolin

EL 7748

(NSW, Clancy 100%)

Condobolin EL7399 is located in the central west of NSW immediately north of the Condobolin township. Condobolin has a substantial mining history, predominantly as a base metals field (lead, zinc and copper), as well as gold. The mineralisation is hosted in epithermal-style quartz veins within the metasedimentary units of the Ordovician Girilambone Group, associated with pyrite, sphalerite, galena, chalcopyrite, arsenopyrite and free gold.

Narrow high-grade gold was intersected in previous drilling by Clancy at the Meritilga prospect with intercepts such as 4m @ 20 g/t Au from 75m[1] and 10m @ 5.78 g/t Au from 80m[2] which remain to be followed up.

The project reverted to 100% Clancy ownership in 2016 and the Company is seeking a partner for the Condobolin project.

1 Detailed drill results are contained in ASX release dated 20 March 2012.

2 Detailed drill results are contained in ASX release dated 17 June 2013.

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11

Clancy Exploration Limited

Review of Operations 2017

Fairholme EL 6552 & EL 6915

(NSW, Clancy 100%)

The Fairholme project is located in the Fairholme Igneous Complex 12km north of the Cowal gold mine. The geophysical characteristics of the Fairholme Igneous Complex are similar to the Cowal Complex to the south, which hosts the Cowal gold mine (Barrick) and the Marsden porphyry copper-gold deposit (Newcrest).

The project reverted to 100% Clancy ownership in 2016 and the Company is seeking a partner for the Fairholme project.

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12

Clancy Exploration Limited

Review of Operations 2017

Austrian Tenement Schedule – Leogang - Clancy First Priority Austrian Tenement Schedule – Leogang - Clancy First Priority Austrian Tenement Schedule – Leogang - Clancy First Priority Austrian Tenement Schedule – Leogang - Clancy First Priority
Designation Reference
Meridian
Coordinates in Metres Cadastral Municipalities
Y X Centre in
the
Cadastral
Municipality
Other Cadastral
Municipality
Concerned
51/17/S
(CLY-LEOG-
003)
M 31 -48.300,37 5.255.801,08 Schwarzleo
56/17/S
(CLY-LEOG-
008)
M 31 -47.598,54 5.255.801,08 Schwarzleo Sonnberg, Pirzbichl
57/17/S
(CLY-LEOG-
009)
M 31 -48.999,02 5.255.797,89 Schwarzleo Grießen
58/17/S
(CLY-LEOG-
010)
M 31 -49.698,06 5.255.794,71 Schwarzleo Grießen
64/17/S
(CLY-LEOG-
016)
M 31 -50.400,13 5.255.799,19 Schwarzleo Grießen
68/17/S
(CLY-LEOG-
020)
M 31 -51.093,42 5.255.793,06 Grießen
71/17/S
(CLY-LEOG-
023)
M 31 -51.798,97 5.255.793,05 Grießen
74/17/S
(CLY-LEOG-
026)
M 31 -52.498,40 5.255.799,19 Grießen Hoch filzen
78/17/S
(CLY-LEOG-
030)
M 31 -52.492,26 5.254.596,68 Schwarzleo
79/17/S
(CLY-LEOG-
031)
M 31 -52.492,26 5.253.394,16 Schwarzleo Saalbach
80/17/S
(CLY-LEOG-
032)
M 31 -52.841,97 5.254.001,55 Schwarzleo Saalbach
81/17/S
(CLY-LEOG-
033)
M 31 -52.848,10 5.255.197,93 Schwarzleo Grießen, Hoch filzen, Fieberbrunn
82/17/S
(CLY-LEOG-
034)
M 31 -53.203,95 5.253.400,29 Schwarzleo Saalbach
83/17/S
(CLY-LEOG-
035)
M 31 -53.191,68 5.254.596,68 Schwarzleo Fieberbrunn
84/17/S
(CLY-LEOG-
036)
M 31 -53.547,53 5.254.001,56 Schwarzleo Fieberbrunn, Saalbach
85/17/S
(CLY-LEOG-
037)
M 31 -53.541,39 5.255.191,80 Fieberbrunn
86/17/S
(CLY-LEOG-
038)
M 31 -53.205,07 5.255.798,61 Fieberbrunn Hoch filzen
87/17/S
(CLY-LEOG-
039)
M 31 -53.900,65 5.254.602,23 Fieberbrunn
88/17/S
(CLY-LEOG-
040)
M 31 -54.253,07 5.255.195,78 Fieberbrunn
89/17/S
(CLY-LEOG-
041)
M 31 -53.890,53 5.255.792,75 Fieberbrunn
90/17/S
(CLY-LEOG-
042)
M 31 -53.897,23 5.253.400,97 Fieberbrunn Saalbach
91/17/S
(CLY-LEOG-
043)
M 31 -54.252,31 5.253.997,24 Fieberbrunn
92/17/S
(CLY-LEOG-
044)
M 31 -54.593,99 5.254.600,21 Fieberbrunn
93/17/S
(CLY-LEOG-
045)
M 31 -54.593,99 5.255.799,44 Fieberbrunn
94/17/S
(CLY-LEOG-
046)
M 31 -54.942,37 5.253.990,54 Fieberbrunn
95/17/S
(CLY-LEOG-
047)
M 31 -54.600,69 5.253.400,97 Fieberbrunn Saalbach
96/17/S
(CLY-LEOG-
048)
M 31 -54.949,08 5.255.203,18 Fieberbrunn

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13

Clancy Exploration Limited

Review of Operations 2017

98/17/S
(CLY-LEOG-
050)
M 31 -55.290,76 5.255.799,44 Fieberbrunn
99/17/S
(CLY-LEOG-
051)
M 31 -55.297,46 5.253.400,97 Fieberbrunn Saalbach
101/17/S (CLY-LEOG-
053)
M 31 -55.652,54 5.255.196,48 Fieberbrunn
103/17/S (CLY-LEOG-
055)
M 31 -56.000,92 5.253.400,97 Fieberbrunn
104/17/S (CLY-LEOG-
056)
M 31 -56.000,92 5.255.799,45 Fieberbrunn
105/17/S (CLY-LEOG-
057)
M 31 -56.349,30 5.255.203,18 Fieberbrunn
106/17/S (CLY-LEOG-
058)
M 31 -55.659,24 5.256.402,41 Fieberbrunn
107/17/S (CLY-LEOG-
059)
M 31 -54.949,07 5.256.395,71 Fieberbrunn
108/17/S (CLY-LEOG-
060)
M 31 -56.342,60 5.256.395,71 Fieberbrunn
109/17/S (CLY-LEOG-
061)
M 31 -56.690,98 5.255.792,75 Fieberbrunn
110/17/S (CLY-LEOG-
062)
M 31 -56.697,68 5.254.600,21 Fieberbrunn
111/17/S (CLY-LEOG-
063)
M 31 -57.052,77 5.256.395,72 Fieberbrunn
112/17/S (CLY-LEOG-
064)
M 31 -57.052,76 5.255.209,88 Fieberbrunn
114/17/S (CLY-LEOG-
066)
M 31 -57.401,15 5.255.799,44 Fieberbrunn
115/17/S (CLY-LEOG-
067)
M 31 -57.401,15 5.254.606,91 Fieberbrunn
116/17/S (CLY-LEOG-
068)
M 31 -56.697,68 5.256.998,68 Fieberbrunn
117/17/S (CLY-LEOG-
069)
M 31 -57.749,53 5.256.395,71 Fieberbrunn
118/17/S (CLY-LEOG-
070)
M 31 -57.749,53 5.255.203,18 Fieberbrunn
119/17/S (CLY-LEOG-
071)
M 31 -57.052,76 5.253.997,24 Fieberbrunn
120/17/S (CLY-LEOG-
072)
M 31 -57.401,14 5.256.998,68 Fieberbrunn
121/17/S (CLY-LEOG-
073)
M 31 -58.097,91 5.256.998,68 Fieberbrunn
122/17/S (CLY-LEOG-
074)
M 31 -58.459,69 5.256.395,71 Fieberbrunn
123/17/S (CLY-LEOG-
075)
M 31 -58.091,21 5.255.799,44 Fieberbrunn
124/17/S (CLY-LEOG-
076)
M 31 -58.452,99 5.255.196,47 Fieberbrunn
125/17/S (CLY-LEOG-
077)
M 31 -58.801,37 5.255.799,45 Fieberbrunn
126/17/S (CLY-LEOG-
078)
M 31 -58.097,91 5.254.600,20 Fieberbrunn
127/17/S (CLY-LEOG-
079)
M 31 -59.143,06 5.255.203,17 Fieberbrunn
128/17/S (CLY-LEOG-
080)
M 31 -56.697,68 5.253.400,97 Fieberbrunn
129/17/S (CLY-LEOG-
081)
M 31 -57.394,45 5.253.400,97 Fieberbrunn
130/17/S (CLY-LEOG-
082)
M 31 -57.749,52 5.253.997,24 Fieberbrunn
131/17/S (CLY-LEOG-
083)
M 31 -58.091,21 5.253.400,97 Fieberbrunn
132/17/S (CLY-LEOG-
084)
M 31 -58.446,29 5.253.997,24 Fieberbrunn

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14

Clancy Exploration Limited

Review of Operations 2017

133/17/S (CLY-LEOG-
085)
M 31 -58.801,37 5.254.593,51 Fieberbrunn
134/17/S (CLY-LEOG-
086)
M 31 -59.149,75 5.253.997,24 Fieberbrunn
135/17/S (CLY-LEOG-
087)
M 31 -59.498,13 5.254.600,21 Fieberbrunn
136/17/S (CLY-LEOG-
088)
M 31 -58.801,37 5.253.400,97 Fieberbrunn
137/17/S (CLY-LEOG-
089)
M 31 -59.498,13 5.253.400,97 Fieberbrunn Aurach
138/17/S (CLY-LEOG-
090)
M 31 -59.853,22 5.253.997,24 Fieberbrunn Aurach
139/17/S (CLY-LEOG-
091)
M 31 -59.853,22 5.255.203,17 Fieberbrunn
140/17/S (CLY-LEOG-
092)
M 31 -59.498,14 5.255.799,44 Fieberbrunn
141/17/S (CLY-LEOG-
093)
M 31 -55.653,82 5.252.803,35 Fieberbrunn Saalbach
142/17/S (CLY-LEOG-
094)
M 31 -56.338,36 5.252.803,34 Fieberbrunn
143/17/S (CLY-LEOG-
095)
M 31 -52.843,60 5.256.382,17 Hochfilzen Grießen
144/17/S (CLY-LEOG-
096)
M 31 -52.145,01 5.256.394,15 Hochfilzen Grießen
145/17/S (CLY-LEOG-
097)
M 31 -54.947,60 5.252.798,07 Fieberbrunn Saalbach
146/17/S (CLY-LEOG-
098)
M 31 -56.000,44 5.257.001,49 Fieberbrunn
147/17/S (CLY-LEOG-
099)
M 31 -58.450,18 5.257.599,58 Fieberbrunn
148/17/S (CLY-LEOG-
1OO)
M 31 -57.749,83 5.257.599,58 Fieberbrunn

==> picture [561 x 20] intentionally omitted <==

15

Austrian Tenement Schedule – Kitzbuhel - Clancy First Priority Austrian Tenement Schedule – Kitzbuhel - Clancy First Priority Austrian Tenement Schedule – Kitzbuhel - Clancy First Priority Austrian Tenement Schedule – Kitzbuhel - Clancy First Priority
Designation Reference
Meridian
Coordinates in Metres Cadastral Municipalities
Y X Centre in
the
Cadastral
Municipality
Other
**Cadastral **
Municipality
Concerned
38/17/T (CLY- KITZ-001) M 31 -58.798,58 5.257.006,95 Fieberbrunn
39/17/T (CLY- KITZ -002) M 31 -59.153,61 5.256.407,82 Fieberbrunn
40/17/T (CLY- KITZ -003) M 31 -59.153,61 5.257.598,68 Fieberbrunn
41/17/T (CLY- KITZ -004) M 31 -59.501,26 5.256.999,55 Fieberbrunn
42/17/T (CLY- KITZ-005) M 31 -59.501,26 5.258.197,80 Fieberbrunn
43/17/T (CLY- KITZ-006) M 31 -59.856,29 5.257.598,68 Fieberbrunn
44/17/T (CLY- KITZ -007) M 31 -59.856,29 5.258.811,73 Fieberbrunn
45/17/T (CLY- KITZ -008) M 31 -59.161,01 5.258.804,33 Fieberbrunn
46/17/T (CLY- KITZ -009) M 31 -60.203,94 5.258.197,80 Fieberbrunn
47/17/T (CLY- KITZ-010) M 31 -60.211,33 5.256.999,55 Fieberbrunn
48/17/T (CLY- KITZ -011) M 31 -59.863,69 5.256.407,82 Fieberbrunn
49/17/T (CLY- KITZ-012) M 31 -60.551,58 5.257.598,68 Fieberbrunn
50/17/T (CLY- KITZ-013) M 31 -60.551,58 5.258.804,32 Fieberbrunn
51/17/T (CLY- KITZ-014) M 31 -60.203,94 5.259.403,46 Fieberbrunn
52/17/T (CLY- KITZ -015) M 31 -59.501,26 5.259.403,46 Fieberbrunn
53/17/T (CLY- KITZ -016) M 31 -60.914,02 5.258.197,81 Fieberbrunn
54/17/T (CLY- KITZ -017) M 31 -61.254,26 5.258.804,32 Fieberbrunn
55/17/T (CLY- KITZ -018) M 31 -60.914,02 5.259.403,45 Fieberbrunn
56/17/T (CLY- KITZ-019) M 31 -60.194,72 5.255.800,21 Fieberbrunn
57/17/T (CLY- KITZ-020) M 31 -60.553,37 5.255.200,49 Fieberbrunn
58/17/T (CLY- KITZ-021) M 31 -60.553,38 5.256.399,93 Fieberbrunn
59/17/T (CLY- KITZ-022) M 31 -60.894,40 5.255.800,22 Fieberbrunn
60/17/T (CLY- KZTZ-023) M 31 -60.194,72 5.254.600,76 Fieberbrunn Aurach

==> picture [561 x 21] intentionally omitted <==

16

Clancy Exploration Limited

Review of Operations 2017

61/17/T (CLY- KITZ-024) M 31 -60.900,28 5.254.600,77 Fieberbrunn Aurach
62/17/T (CLY-KITZ-025) M 31 -61.247,17 5.255.200,49 Fieberbrunn Aurach
63/17/T (CLY-KITZ-026) M 31 -60.553,38 5.254.001,04 Fieberbrunn Aurach
64/17/T (CLY-KITZ-027) M 31 -61.599,95 5.254.594,89 Fieberbrunn Aurach
65/17/T (CLY-KITZ-028) M 31 -61.594,07 5.255.800,21 Fieberbrunn
66/17/T (CLY-KITZ-029) M 31 -61.247,17 5.256.394,06 Fieberbrunn
67/17/T (CLY-KITZ-030) M 31 -61.952,73 5.256.399,93 Fieberbrunn
68/17/T (CLY-KITZ-031) M 31 -61.946,85 5.255.200,49 Fieberbrunn Aurach
69/17/T (CLY-KITZ-032) M 31 -62.299,63 5.255.800,21 Fieberbrunn Aurach
70/17/T (CLY-KITZ-033) M 31 -62.299,62 5.254.600,76 Aurach
71/17/T (CLY-KITZ-034) M 31 -61.594,07 5.258.199,11 Fieberbrunn
72/17/T (CLY-KITZ-035) M 31 -61.594,07 5.259.392,67 Fieberbrunn
73/17/T (CLY-KITZ-036) M 31 -61.946,85 5.258.798,83 Fieberbrunn
74/17/T (CLY-KITZ-037) M 31 -61.247,17 5.257.593,50 Fieberbrunn
75/17/T (CLY-KITZ-038) M 31 -60.900,27 5.256.999,66 Fieberbrunn
76/17/T (CLY-KITZ-039) M 31 -61.599,95 5.256.999,66 Fieberbrunn
77/17/T (CLY-KITZ-040) M 31 -61.952,73 5.257.593,50 Fieberbrunn
78/17/T (CLY-KITZ-041) M 31 -62.299,62 5.256.999,66 Kitzbühel
Land
Fieberbrunn
79/17/T (CLY-KITZ-042) M 31 -62.652,41 5.257.599,38 Kitzbühel
Land
Fieberbrunn
80/17/T (CLY-KITZ-043) M 31 -62.293,75 5.258.199,10 Fieberbrunn
81/17/T (CLY-KITZ-044) M 31 -62.652,41 5.258.792,95 Fieberbrunn
82/17/T (CLY-KITZ-045) M 31 -62.299,63 5.259.398,55 Fieberbrunn
83/17/T (CLY-KITZ-046) M 31 -62.993,42 5.258.199,10 Kitzbühel
Land
Fieberbrunn
84/17/T (CLY-KITZ-047) M 31 -62.999,30 5.256.999,66 Kitzbühel
Land
85/17/T (CLY-KITZ-048) M 31 -63.352,08 5.257.599,38 Kitzbühel
Land
Fieberbrunn
86/17/T (CLY-KITZ-049) M 31 -63.352,08 5.258.798,82 Kitzbühel
Land
Fieberbrunn
87/17/T (CLY-KITZ-050) M 31 -63.005,18 5.259.398,55 Fieberbrunn
88/17/T (CLY-KITZ-051) M 31 -62.650,00 5.256.400,26 Kitzbühel
Land
Fieberbrunn,
Aurach
89/17/T (CLY-KITZ-052) M 31 -62.649,99 5.255.202,51 Aurach
90/17/T (CLY-KITZ-053) M 31 -63.008,02 5.254.597,13 Aurach
91/17/T (CLY-KITZ-054) M 31 -63.001,50 5.255.801,38 Kitzbühel
Land
Aurach
92/17/T (CLY-KITZ-055) M 31 -63.340,00 5.255.196,00 Aurach
93/17/T (CLY-KITZ-056) M 31 -63.691,52 5.254.597,13 Aurach

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17

Clancy Exploration Limited

Review of Operations 2017

94/17/T (CLY-KITZ-057) M 31 -64.049,54 5.255.202,51 Kitzbühel
Land
Aurach
95/17/T (CLY-KITZ-058) M 31 -64.401,05 5.254.597,13 Aurach
96/17/T (CLY-KITZ-059) M 31 -64.746,05 5.255.202,51 Kitzbühel
Land
Aurach
97/17/T (CLY-KITZ-060) M 31 -63.691,52 5.255.801,38 Kitzbühel
Land
Aurach
98/17/T (CLY-KITZ-061) M 31 -63.340,00 5.256.393,75 Kitzbühel
Land
Aurach
99/17/T (CLY-KITZ-062) M 31 -64.043,03 5.256.400,26 Kitzbühel
Land
100/17/T (CLY-KITZ-063) M 31 -64.401,05 5.255.801,38 Kitzbühel
Land
101/17/T (CLY-KITZ-064) M 31 -65.097,57 5.255.801,38 Kitzbühel
Land
Aurach
102/17/T (CLY-KITZ-065) M 31 -65.097,56 5.254.597,13 Aurach
103/17/T (CLY-KITZ-066) M 31 -65.442,57 5.255.196,00 Kitzbühel
Land
Aurach
104/17/T (CLY-KITZ-067) M 31 -64.739,54 5.256.393,75 Kitzbühel
Land
105/17/T (CLY-KITZ-068) M 31 -65.442,57 5.256.400,25 Kitzbühel
Land
Aurach
106/17/T (CLY-KITZ-069) M 31 -65.800,59 5.255.801,38 Kitzbühel
Land
Aurach
107/17/T (CLY-KITZ-070) M 31 -66.145,60 5.256.400,26 Kitzbühel
Land
108/17/T (CLY-KITZ-071) M 31 -63.702,89 5.256.997,52 Kitzbühel
Land
109/17/T (CLY-KITZ-072) M 31 -64.402,07 5.257.002,51 Kitzbühel
Land
110/17/T (CLY-KITZ-073) M 31 -65.106,24 5.256.997,51 Kitzbühel
Land
111/17/T (CLY-KITZ-074) M 31 -64.052,48 5.257.596,81 Kitzbühel
Land
112/17/T (CLY-KITZ-075) M 31 -64.751,66 5.257.596,80 Kitzbühel
Land
113/17/T (CLY-KITZ-076) M 31 -63.702,89 5.258.206,09 Kitzbühel
Land
114/17/T (CLY-KITZ-077) M 31 -64.402,06 5.258.201,09 Kitzbühel
Land
115/17/T (CLY-KITZ-078) M 31 -65.450,83 5.257.596,81 Kitzbühel
Land
116/17/T (CLY-KITZ-079) M 31 -65.101,24 5.258.201,10 Kitzbühel
Land
117/17/T (CLY-KITZ-080) M 31 -64.052,48 5.258.805,38 Kitzbühel
Land
118/17/T (CLY-KITZ-081) M 31 -64.756,65 5.258.800,39 Kitzbühel
Land
119/17/T (CLY-KITZ-082) M 31 -65.450,83 5.258.800,39 St. Johann in
Tirol
Kitzbühel Land
121/17/T (CLY-KITZ-084) M 31 -63.698,46 5.259.399,70 Kitzbühel
Land
Fieberbrunn
122/17/T (CLY-KITZ-085) M 31 -64.401,43 5.259.399,70 St. Johann in
Tirol
Kitzbühel Land
123/17/T (CLY-KITZ-086) M 31 -65.100,16 5.259.399,70 St. Johann in
Tirol
Kitzbühel Land
124/17/T (CLY-KITZ-087) M 31 -64.049,95 5.260.001,03 St. Johann in
Tirol
Kitzbühel Land,
Fieberbrunn
125/17/T (CLY-KITZ-088) M 31 -64.748,68 5.260.001,03 St. Johann in
Tirol

==> picture [561 x 20] intentionally omitted <==

18

Clancy Exploration Limited

Review of Operations 2017

126/17/T (CLY-KITZ-089) M 31 -65.455,89 5.260.001,03 St. Johann in
Tirol
127/17/T (CLY-KITZ-090) M 31 -64.401,43 5.260.606,61 St. Johann in
Tirol
128/17/T (CLY-KITZ-091) M 31 -65.104,40 5.260.602,37 St. Johann in
Tirol
129/17/T (CLY-KITZ-092) M 31 -65.798,89 5.260.606,60 St. Johann in
Tirol
130/17/T (CLY-KITZ-093) M 31 -65.807,36 5.259.399,70 St. Johann in
Tirol
Kitzbühel Land
131/17/T (CLY-KITZ-094) M 31 -65.450,97 5.261.204,52 St. Johann in
Tirol
132/17/T (CLY-KITZ-095) M 31 -66.148,70 5.261.202,29 St. Johann in
Tirol
133/17/T (CLY-KITZ-096) M 31 -66.150,93 5.260.003,62 St. Johann in
Tirol
135/17/T (CLY-KITZ-098) M 31 -65.801,79 5.257.002,86 Kitzbühel
Land
137/17/T (CLY-KITZ-100) M 31 -60.203,85 5.253.403,67 Aurach

==> picture [561 x 20] intentionally omitted <==

19

Clancy Exploration Limited

Review of Operations 2017

Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area Austrian Tenement Schedule – Leogang - Clancy Second Priority in at least 50% of the licence area
Designation Reference
Meridian
Coordinates in Metres Cadastral Municipalities
Y X Centre in the
Cadastral
Municipality
Other
**Cadastral **
Municipality
Concerned
49/17/S (CLY-LEOG-001) M 31 -47.949,45 5.255.194,95 Schwarzleo Sonnberg
50/17/S (CLY-LEOG-002) M 31 -48.648,10 5.255.198,14 Schwarzleo
52/17/S (CLY-LEOG-004) M 31 -48.297,18 5.254.598,39 Schwarzleo
53/17/S (CLY-LEOG-005) M 31 -48.999,02 5.254.598,39 Schwarzleo
54/17/S (CLY-LEOG-006) M 31 -48.644,91 5.253.995,45 Schwarzleo
55/17/S (CLY-LEOG-007) M 31 -49.349,93 5.253.995,45 Schwarzleo
59/17/S (CLY-LEOG-011) M 31 -49.348,40 5.255.197,62 Schwarzleo
60/17/S (CLY-LEOG-012) M 31 -49.693,80 5.254.599,97 Schwarzleo
61/17/S (CLY-LEOG-013) M 31 -50.046,95 5.255.201,50 Schwarzleo Grießen
62/17/S (CLY-LEOG-014) M 31 -50.050,42 5.254.001,55 Schwarzleo
63/17/S (CLY-LEOG-015) M 31 -50.393,99 5.254.596,68 Schwarzleo
65/17/S (CLY-LEOG-017) M 31 -50.755,97 5.255.191,80 Schwarzleo Grießen
66/17/S (CLY-LEOG-018) M 31 -50.749,84 5.254.001,56 Schwarzleo
67/17/S (CLY-LEOG-019) M 31 -51.093,42 5.254.596,68 Schwarzleo
69/17/S (CLY-LEOG-021) M 31 -51.449,26 5.254.001,56 Schwarzleo
70/17/S (CLY-LEOG-022) M 31 -51.449,26 5.255.191,79 Schwarzleo Grießen
72/17/S (CLY-LEOG-024) M 31 -51.798,98 5.254.596,67 Schwarzleo
73/17/S (CLY-LEOG-025) M 31 -52.142,55 5.255.197,93 Schwarzleo Grießen
75/17/S (CLY-LEOG-027) M 31 -51.099,55 5.253.400,30 Schwarzleo
76/17/S (CLY-LEOG-028) M 31 -51.792,84 5.253.394,16 Schwarzleo
77/17/S (CLY-LEOG-029) M 31 -52.142,55 5.254.001,56 Schwarzleo
97/17/S (CLY-LEOG-049) M 31 -55.290,75 5.254.600,21 Fieberbrunn
100/17/S (CLY-LEOG-052) M 31 -55.652,54 5.253.997,24 Fieberbrunn
102/17/S (CLY-LEOG-054) M 31 -55.994,22 5.254.600,21 Fieberbrunn
113/17/S (CLY-LEOG-065) M 31 -56.349,30 5.253.997,24 Fieberbrunn

==> picture [561 x 20] intentionally omitted <==

20

Clancy Exploration Limited

Review of Operations 2017

Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area Austrian Tenement Schedule – Kitzbuhel - Clancy Second Priority in at least 50% of licence area
Designation Reference
Meridian
Coordinates in Metres Cadastral Municipalities
Y X Centre in the
Cadastral
Municipality
Other
**Cadastral **
Municipality
Concerned
120/17/T (CLY-KITZ-083) M 31 -65.800,42 5.258.201,0
9
Kitzbühel Land
134/17/T (CLY-KITZ-097) M 31 -66.153,17 5.258.802,7
2
St. Johann in
Tirol
Kitzbühel Land
136/17/T (CLY-KITZ-099) M 31 -66.153,31 5.257.600,0
1
Kitzbühel Land

==> picture [561 x 20] intentionally omitted <==

21

Clancy Exploration Limited

Review of Operations 2017

Clancy NSW tenement listing

(As at 23 October 2017)

State Project Lease
No
Status JV
Project
Manager Clancy
interest
Area
(km2)
Note
NSW 89.3
CONDOBOLIN EL 7748 Renewed No Clancy 100%
NSW
GENAREN EL 7927 Renewed No Clancy 100% 95.4
NSW
CUNDUMBUL EL 6661 Renewed No Clancy 100% 69.3
NSW 54.5
FAIRHOLME EL 6552 Renewed No Clancy 100%
NSW 114.7
FAIRHOLME EL 6915 Renewed No Clancy 100%
NSW 40.2 Alkane earning
60%
ORANGE EAST EL 8442 Granted Yes Alkane 100%
NSW 167.2
TRUNDLE EL 8222 Renewed No Clancy 100%
NSW
JEMALONG EL 8502 Granted No Clancy 100% 91.6

==> picture [561 x 20] intentionally omitted <==

22

CLANCY EXPLORATION LIMITED ABN: 65 105 578 756 AND CONTROLLED ENTITY

FINANCIAL STATEMENTS

FOR THE YEAR ENDED

30 JUNE 2017

23

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

The Board of Directors has pleasure in presenting its report on the consolidated entity consisting of Clancy Exploration Limited and the entity it controlled at the end of, or during, the year ended 30 June 2017.

1. Directors

(i) Names, Qualifications and Experience

The names and details of the Company’s directors in office at any time during the year to 30 June 2017 and until the date of this report are as follows. Directors were in office for the entire period unless otherwise stated.

Mr. David Lenigas, BAppSc (Mining Engineering)

Non‐Executive Chairman ‐ Appointed 15 June 2017

Mr. Lenigas is an experienced mining engineer with significant natural resources and corporate experience, having served as executive chairman, chairman, and non‐executive director of many public listed companies in London, Canada, Johannesburg, and Australia.

In recent years, Mr. Lenigas was the Executive Chairman of London listed lithium investment company Rare Earth Minerals Plc (now called Cadence Minerals Plc (AIM: KDNC)). He is currently a non‐executive director of Canadian listed Australian company Macarthur Minerals Limited (TSX‐V: MMS), whose major shareholder is Cadence Minerals Plc.

Mr. Lenigas is currently the Executive Chairman of Artemis Resources Limited (ASX: ARV), Doriemis Plc (ISDX: DOR) LGC Capital Ltd (TSX‐V: QBA), and AfriAg Plc (ISDX: AFRI) and a non‐executive director of Auroch Minerals Limited (ASX: AUO) and Southern Hemisphere Mining Limited (ASX: SUH). Mr Lenigas was also the previous Executive Chairman of London listed UK Oil & Gas Investments Plc, the company that discovered the oil at London’s Gatwick Airport and the Executive Chairman of the Pan‐African conglomerate Lonrho Plc.

Mr. Evan Cranston, BComm, LLB

Non‐Executive Director ‐ Appointed 23 October 2014 (Non‐Executive Chairman – 7 July 2016 to 15 June 2017)

Mr. Cranston is a corporate lawyer with over 10 years’ experience specialising in corporate and mining law. Mr. Cranston has broad experience in the areas of capital raisings, initial public offerings, tenement acquisition agreements, mineral rights agreements, joint ventures, mergers and acquisitions and corporate governance. He holds a Bachelor of Commerce and Bachelor of Laws from the University of Western Australia and was admitted as a barrister and solicitor of the Supreme Court of Western Australia.

Mr. Cranston is currently an executive director of New Century Resources Limited (ASX: NCZ) and non‐executive director of Carbine Resources Limited (ASX: CRB), Primary Gold Limited (ASX: PGO) and Boss Resources Limited (ASX: BOE). Mr. Cranston was a non‐executive director of Cradle Resources Limited (ASX: CXX) until 9 May 2016.

Mr. David Scoggin, BA

Non‐Executive Director ‐ Appointed 31 March 2016

Mr. Scoggin is a native of Santa Barbara, California and received his Bachelor of Arts from Princeton University, majoring in international relations and finance. He started his career in Tokyo and Hong Kong working as a proprietary trader for both Credit Agricole Indosuez and ING Barings. In 2000, he relocated to Australia where he started a 12‐year period as a portfolio manager/senior trader managing hedge funds for Susquehanna International Group and Evolution Financial Group. He specializes in risk assessment, mergers and acquisition analysis, and has held several corporate advisory roles.

Mr. Scott Patrizi, BComm

Non‐Executive Director ‐ Appointed 7 July 2016

Mr. Patrizi is a corporate finance professional having been previously employed with Deloitte Touche Tohmatsu in Perth. Mr. Patrizi holds a Bachelor of Commerce from the University of Western Australia. During his time at Deloitte, Mr. Patrizi worked across a range of industries including mining, oil and gas, healthcare, education and private equity providing merger and acquisition, valuation and due diligence services. Prior to Deloitte, Mr. Patrizi worked for Argonaut Limited, a full service advisory, stockbroking & research and investment house focused on clients in the natural resources sector, where he gained significant equity capital market experience.

Mr. Nathan Featherby, B.Comm

Non‐Executive Director – Appointed 23 October 2014, Resigned 7 July 2016 No‐Executive Chairman – Appointed 8 April 2016, Resigned 7 July 2016

Mr. Featherby has 10 years of investment banking and natural resource investment experience. He has previously worked as a stockbroker and independent financier in Australia with a specialisation in resources. Mr. Featherby holds a Bachelor of Commerce from Curtin University. He is Executive Chairman of Ochre Management Pty Ltd, a Western Australian merchant bank which focuses on advisory and investments in small to medium capitalisation mining and exploration companies. Mr. Featherby is also executive chairman of Ochre Group Holdings Limited (ASX: OGH) and a director of Silver Mines Limited (ASX: SVL) and Ascot Resources (ASX: AZQ).

24

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

2. Company Secretary

Mr. Rowan Caren, B.Com, CA

Mr. Caren is a Chartered Accountant with over 27 years’ commercial experience. He has been directly involved in the minerals exploration industry for over 20 years. In 2004 he created a specialist company secretarial and advisory consultancy, Dabinett Corporate. He has provided financial and corporate services to several listed and unlisted companies involved in the resources sector. He qualified with PricewaterhouseCoopers and worked with them in Australia and overseas for six years.

Mr. Caren graduated with a Bachelor of Commerce (Accounting) from the University of Western Australia and is a member of the Institute of Chartered Accountants in Australia.

3. Principal Activities

The principal activities during the year of the entities within the consolidated entity were mineral exploration.

4. Review of financial performance

The net consolidated loss from continuing operations for the year ended 30 June 2017, after income tax, amounted to $998,614 (2016: $1,296,630).

During the year ended 30 June 2017, total expenses amounted to $1,019,355 (2016: $1,345,157). Unrestricted cash and cash equivalents amounted to $1,463,081 as at 30 June 2017 (30 June 2016: $1,868,760).

5. Dividends

No dividend has been declared or paid by the Company since the end of the previous financial year and the directors do not at present recommend a dividend.

6. Review of Operations

During the year the Company continued to explore its gold, copper and base metals projects in New South Wales, directly and through a joint venture partner and acquired the Leogang Cobalt‐Nickel Sulphide Project in Austria.

7. Likely Developments and Expected Results

Other than as referred to in this report, further information as to likely developments in the operations of the Company and likely results of those operations in future financial years would, in the opinion of the directors, be speculative.

8. Significant Changes in the State of Affairs

There have been no significant changes in the state of affairs during the financial year ending 30 June 2017, other than as follows:

  • Mr. Scott Patrizi was appointed as Non‐Executive Director and Mr. Nathan Featherby resigned as Non‐Executive Chairman;

  • The Company undertook a placement of 350,000,000 shares (and a 1 for 1 free attaching option) at an issue price of $0.001 per share, to raise $350,000 before costs;

  • The Company acquired the Leogang Cobalt‐Nickel Sulphide Project in Austria; and

  • Mr. David Lenigas was appointed as Non‐Executive Chairman replacing existing Chairman Mr. Evan Cranston who remained with the Company as a Non‐Executive Director.

9. Significant Events After Balance Date

Subsequent to 30 June 2017:

  • The Company completed the sale of 10% of the Leogang Cobalt‐Nickel Sulphide Project to Cadence Minerals Plc (Cadence) for 73,750,000 Cadence ordinary shares. Following completion of the initial 10% acquisition, Clancy has granted Cadence an exclusive option period of 6 months to acquire a further 10% interest in the project. To exercise this option Cadence must pay Clancy $1,000,000 in cash, Cadence shares or a combination thereof at the election of Cadence; and

  • On 10 July 2017, the Company was made aware that a number of licences in relation to the Leogang Cobalt‐Nickel Sulphide Project potentially had preceding priority claimants that predated Clancy’s applications by a number of weeks. After an investigation, it was determined that Clancy has priority rights, under Austrian law, over 172 of our 200 granted licences and next‐in‐line rights over the balance.

25

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

10. Indemnity and Insurance for Group Officers and Auditors

To the extent permitted by law, the Company indemnifies every person who is or has been:

  • an Officer against any liability to any person (other than the Company or a related entity) incurred while acting in that capacity and in good faith; and

  • an Officer or auditor of the Company, against costs and expenses incurred by that person in that capacity in successfully defending legal proceedings and ancillary matters.

The Company has in respect of any person who is or has been a director or officer of the Company paid a premium in respect of a contract insuring all directors and officers against a liability. The Company maintains insurance policies for the benefit of the relevant director or officer for the term of their appointment and for a period of seven years after retirement or resignation.

The Company has entered into a Deed of Indemnity, Access and Insurance with each of its Directors and the Company Secretary. Under the Deeds of Indemnity, Access and Insurance the Company will indemnify each officer to the extent permitted by the Corporations Act against any liability arising as a result of the officer acting as an officer of the Company. The Deeds of Indemnity, Access and Insurance also provide for the right to access Board papers and other Company records.

To the extent permitted by law, the Company has agreed to indemnify its auditors, Walker Wayland WA Pty Ltd (formerly called Hall Chadwick WA Audit Pty Ltd), as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been made to indemnify either Walker Wayland WA Pty Ltd during, or since the end of, the financial year.

26

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited

This report details the nature and amount of remuneration for each director of Clancy Exploration Limited and the Group, and for the executives receiving the highest remuneration in accordance with the requirements of Section 300A of the Corporations Act 2001 and its Regulations. The information provided in this remuneration report has been audited as required by Section 308(3C) of the Act. This remuneration report forms a part of the Directors’ Report.

For the purposes of this report Key Management Personnel (KMP) of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent company.

Remuneration Policy

The remuneration policy of Clancy Exploration Limited has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific long‐term incentives. The board of Clancy Exploration Limited believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the consolidated entity, as well as align interests of directors, executives and shareholders.

In the current and previous years’ shares were issued to directors, employees and consultants pursuant to the Company’s Employee Share Option and Loan Plan (“Plan”). No shares were issued in the year ended 30 June 2017. The Board believes that shares are an effective remuneration tool which preserves the cash reserves of the Company whilst providing valuable remuneration.

A participant in the Plan must not sell, transfer, assign, mortgage, charge or otherwise encumber a Share issued under the Plan until the later of the following (to the extent applicable):

  • the repayment in full of any loan advanced by the Company to the participant contemporaneously with the issue of Shares under the Plan;

  • the expiry of any service continuity period specified by the Company at the time of issue of the Shares; and

  • the satisfaction of any performance criteria specified by the Company at the time of issue of the Shares.

If an eligible employee ceases to be an eligible employee of the Company during the period of restriction the Company may buy‐back the Plan Shares the subject of the restriction at a price equal to the issue price or the market price at the Board’s discretion.

Loans were advanced to the directors, executives and employees to pay the cash consideration for the Plan Shares. During the term of any such loan, dividends paid in respect of the Plan Shares in relation to which the Company made the loan will be retained by the Company as interest paid by the borrower on the loan. The borrower must repay the loan to the Company on the earlier of 5 years from the date of allotment of the Plan Shares to which the loan relates, or the date the borrower ceases to be employed by the Company. In such an event, the borrower is required to make available to the Company their Plan Shares to settle the loan. This will result in the Company meeting the loss on the loan so that the loan is effectively linked to the value of the Shares.

During the year ended 30 June 2017, a total of 140,000,000 options were issued to a director and consultant of the Company. These were not issued pursuant to the Plan.

The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the consolidated entity is as follows:

  • The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was developed and approved by the board.

  • All executives receive a base salary (which is based on factors such as length of service and experience).

  • The board reviews executive packages annually by reference to the consolidated entity’s performance, executive performance and comparable information from industry sectors.

All remuneration paid to directors and executives is valued at the cost to the Company and is expensed over the appropriate vesting period. Shares issued under the Employee Share Plan are valued using the Binomial Tree methodology.

Non‐Executive Directors

The board policy is to remunerate non‐executive directors at market rates for time, commitment and responsibilities. The board determines payments to the non‐executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required.

27

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited (continued)

The maximum aggregate amount of fees that can be paid to non‐executive directors is subject to approval by shareholders at the Annual General Meeting. Currently there is a maximum aggregate sum of $200,000 per annum, which is to be divided between the non‐executive Directors in the proportions agreed between them or, failing agreement, equally.

Company performance, shareholder wealth and director and executive remuneration

Shares have been issued to directors and executives to encourage the alignment of personal and shareholder interests in prior years. Options have been issued to directors to encourage the alignment of personal and shareholder interests in the current year.

Executive and non‐executive directors, other key management personnel and other senior employees have been granted ordinary shares and options. The recipients of shares and options are responsible for growing the Company and increasing shareholder value. If they achieve this goal the value of the shares and options granted to them will also increase. Therefore, the shares and options provide an incentive to the recipients to remain with the Company and to continue to work to enhance the Company's value.

There is no policy in place which limits exposure to risk in relation to those securities in the Company which constitute an element of directors’ remuneration and which are linked to satisfaction of Company performance conditions.

The table below sets out summary information about the consolidated entity’s earnings and movements in shareholder wealth for the three years to 30 June 2017, the six months to 30 June 2014 and the year to 31 December 2013:

Consolidated Entity:

Consolidated Entity:
30‐Jun‐17 30‐Jun‐16 30‐Jun‐15 30‐Jun‐14 31‐Dec‐13
Revenue $20,741 $48,527 $272,499 $48,334 $1,305,078
Net loss before tax ($998,614) ($1,296,630) ($955,446) ($723,234) ($677,702)
Net loss after tax ($998,614) ($1,296,630) ($955,446) ($723,234) ($677,702)
Shareprice at end ofyear 0.2 cents 0.2 cents 1.5 cents 1 cent 2 cents
Basic loss per share (0.04 cents) (0.2 cents) (0.5 cents) (0.4 cents) (0.3 cents)
Diluted lossper share (0.04 cents) (0.2 cents) (0.5 cents) (0.4 cents) (0.3 cents)

Note: No dividends have been declared or paid since the Company was listed.

Key Management Personnel Remuneration Policy

The remuneration structure for key management personnel, as determined by the Board, is based on a number of factors, including length of service, particular experience of the individual concerned and their role within the organisation.

28

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited (continued)

Key Management Personnel Remuneration:

Remuneration for the year ended 30 June 2017

Key Management
Person
Long Term
benefits
Post‐
employment
benefits
Long term
incentives
Total
Short‐term benefits
Salary or Fees
Consulting
Fees
Non
Monetary
Benefits
Long Service
Leave
Superannuation
Share Based
payments
$
$
$
$
$
$
$
D Lenigas1
E Cranston
D Scoggin
S Patrizi2
N Featherby3
R Caren
2,500




290,000
292,500
36,000





36,000
36,000





36,000
35,356





35,356







78,000




116,000
194,000
187,856




406,000
593,856
  • 1 D Lenigas was appointed on 15 June 2017. 2 S Patrizi was appointed on 7 July 2016. 3

N Featherby resigned as a director on 7 July 2016.

Remuneration for the year ended 30 June 2016

Key Management
Person
Long Term
benefits
Post‐
employment
benefits
Long term
incentives
Total
Short‐term benefits
Salary or Fees
Consulting
Fees
Non
Monetary
Benefits
Long Service
Leave
Superannuation
Share Based
payments
$
$
$
$
$
$
$
E Cranston
D Scoggin1
N Featherby 2
G Barnes3,4,5
M Etheridge6
R Caren7
36,000





36,000
9,000





9,000
36,000
12,000




48,000
183,823

13,847
3,003
20,322

220,995
25,000



2,375

27,375
18,000





18,000
307,823
12,000
13,847
3,003
22,697

359,370
  • 1 D Scoggin was appointed on 31 March 2016. 2 N Featherby resigned as a director on 7 July 2016. 3 G Barnes resigned 31 March 2016. Consulting fees paid or payable to Mr. Barnes for the period subsequent to his resignation totalled $11,468. There were no additional termination payments made to Mr Barnes upon resignation.

  • 4 Accrued annual leave for the year is presented on an accruals basis. An amount of $14,174 was paid out upon termination. 5 Long‐service leave for the year is presented on an accruals basis. An amount of $21,954 was paid out upon termination. 6 M Etheridge resigned as a director of the Company on 25 November 2015. There were no additional termination payments made to Dr Etheridge upon resignation.

  • 7 R Caren has been classified as key management personnel from 1 April 2016 and the remuneration disclosed above is the fees paid or payable in relation to the period 1 April 2016 to 30 June 2016.

29

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited (continued)

During the financial year, the following share‐based payment arrangements granted as compensation were in existence:

Plan Shares

Granted in 2017

Nil

Granted in 2016

Nil

Granted in 2015

Nil

Granted in 2014

Nil

Granted in 2013

Holder
Granted
No.
Grant Date
Issue Price
cents
Fair Value of Share
Based Payments
(Total)
$
Fair Value of Share
Based Payments
Expensed in 2015
$
Fair Value of Share
Based Payments
Expensed in 2014
$
Directors
264,343
16 August 2013
.093
Total
1,471 195 726
1,471 195 726

ASX listing Rule 10.14 approval for the issue of the Plan Shares in 2013 was obtained on 24 May 2013. Details of the Plan are disclosed in the Remuneration Policy of this Remuneration Report. The continuity service period in relation to these shares is twelve months from the date of allotment. There were no performance criteria specified by the Company at the time of allotment.

Options issued to directors and key management personnel as part of their remuneration during the course of the year ended 30 June 2017 were as shown below (2016: Nil). No options were exercised, or forfeited during the year.

Option series Grant date No. of options Fair value
per option
Total fair value of
options issued
Total fair value of
options issued
Director
D Lenigas Exercise price $0.04
expiring 31/5/2020


12/06/2017
100,000,000 $ 0.0029 $ 290,000.00
Company Secretary
R Caren Exercise price $0.04
expiring 31/5/2020


12/06/2017
40,000,000 $ 0.0029 $ 116,000.00
140,000,000 $ 406,000.00

In addition to the above options, during the year 350,000,000 free attaching options were issued as part of a placement of 350,000,000 shares at a price of $0.001 per share. Mr Evan Cranston participated in the placement and received 100,000,000 options, however, these options are not considered part of Mr Cranston’s remuneration. The remaining 250,000,000 options were issued to unrelated parties.

The movement during the reporting period in the number of ordinary shares of Clancy Exploration Limited held directly, indirectly or beneficially, by each specified director and each specified executive, including their personally related entities is as follows:

30

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited (continued)

(i) SHARES – 30 June 2017

Held at 1 July 2016
Acquired
Disposed
Net Change
Other
Held at 30 June 2017
or date of
resignation
Director
D Lenigas
E Cranston
D Scoggin
S Patrizi
N Featherby
Company Secretary
R Caren






‐ 100,000,000
‐ 100,000,000

100,000,000

`










1,000,000




1,000,000
3,791,464



3,791,464
4,791,464 100,000,000
‐100,000,000

104,791,464

(ii) SHARES – 30 June 2016

Held at 1 July 2015
Acquired
Disposed
Net Change
Other
Held at 30 June 2016
or date of
resignation
Director
E Cranston
D Scoggin
S Patrizi
G Barnes
M Etheridge
N Featherby
Company Secretary
R Caren1


















3,457,547
‐ ‐ 1,891,662 ‐ 1,891,662

1,565,885
4,214,863 23,952,831 ‐ 27,374,664 ‐ 3,421,833

793,030
1,000,000




1,000,000
‐ 3,317,531
‐ 3,317,531
473,933
3,791,464
8,672,410 27,270,362
(29,266,326)
(1,995,964)
473,933
7,150,379

The movement during the reporting period in the number of options over ordinary shares of Clancy Exploration Limited held directly, indirectly or beneficially, by each specified director and each specified executive, including their personally related entities is as follows:

(iii) OPTIONS – 30 June 2017

Held at 1 July 2016
Acquired
Disposed
Net Change
Other
Held at 30 June 2017
Director
D Lenigas
E Cranston
D Scoggin
S Patrizi
Company Secretary
R Caren
‐ 100,000,000
‐ 100,000,000

100,000,000
‐ 100,000,000
‐ 100,000,000

100,000,000












1,105,844 40,000,000
‐ 40,000,000

41,105,844
1,105,844 240,000,000
‐240,000,000

241,105,844

31

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

11. Remuneration Report – Audited (continued)

(iv) OPTIONS – 30 June 2016

Held at 1 July 2015
Acquired
Disposed
Net Change
Other
Held at 30 June 2016
Director
E Cranston
D Scoggin
S Patrizi
G Barnes
M Etheridge
N Featherby
Company Secretary
R Caren

























7,984,277
‐ 7,984,277

7,984,277







1,105,844
‐ 1,105,844

1,105,844

7,984,277
‐7,984,277

9,090,121

Details of share‐based payments in existence during the year ended 30 June 2017 are disclosed in this Directors’ Report and Notes 14, 23 and 24 to the Annual Financial Statements.

Contracts with Directors and Key Management Personnel

There are no contracts in place with directors as at the date of this report.

Employee Share Plan

Pursuant to an employee share plan offer dated 25 October 2012, the Company provided limited recourse loans to eligible employees and consultants to purchase shares under the plan (“Plan Shares”). Pursuant to loan agreements, the loans become repayable once the employee/consultant ceases to be an eligible employee of or consultant to the Company. If the loan is not repaid within one month of the date of this notice, the Company may sell the Plan Shares in accordance with loan agreement for the benefit of the Company.

The sale proceeds will be deemed to have satisfied the outstanding loan amount in relation to those Plan Shares in full, and the eligible employee or consultant will have no further liability to the Company in respect of the loan and the Company will have no further recourse in relation to the loan. The Company has given the required notices to the employees and consultants who have ceased to be eligible, and is in a position to sell the Plan Shares.

As at 30 June 2017, the following key management personnel held Plan Shares and had limited recourse loans in relation to those shares:

Plan Shares held at
30 June 2017
Price per share
($)
Balance of limited
recourse loans
at 30 June 2017
($)
Company Secretary
R Caren
347,009
0.020
6,940
347,009
6,940

[END OF REMUNERATION REPORT]

32

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

12. Auditor Independence and Non‐Audit Services

The Group’s current auditors, Walker Wayland WA Audit Pty Ltd, did not perform any services in addition to its statutory audit services.

During the year, Ernst and Young, the Group’s previous auditor, performed certain services. The total non‐audit services provided by the previous external auditor amounted to $6,750 (2016: $5,750).

The Board of Directors is satisfied that the provision of non‐audit services by the previous external auditor did not compromise the auditor independence requirements of the act due to the following reasons:

  • 1) all material non‐audit services have been reviewed and approved by the Board of Directors prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor;

2) none of the services undermines the general principles relating to auditors’ independence as set out in APES 110 Code of Ethics for Professional Accountants, including reviewing and auditing the auditor’s own work, acting in a management or decision making capacity for the Group, acting as an advocate for the Group or jointly sharing economic risks and rewards.

13. Auditors’ Independence Declaration

The auditors’ independence declaration for the reporting period ended 30 June 2017 has been received and can be found on page 35.

14. Corporate Governance

In recognising the need for the highest standards of corporate behaviour and accountability, the directors support and have adhered to the principles of corporate governance. The Company’s corporate governance statement is available on the website, www.clancyexporation.com.

15. Share Options

At the date of this report 1,878,044,679 (2016: 1,388,044,679) options to acquire ordinary shares in Clancy Exploration Limited were on issue.

Share‐based payments and options issued to directors, consultants and eligible employees, are disclosed in this Directors’ Report and Notes 14, 23 and 24 to the Annual Financial Statement.

Option holders do not have any right, by virtue of the option, to participate in any share issue of the Company or any related body corporate.

16. Directors’ Meetings

The number of meetings of directors (including meetings of committees of directors) held during the year ended 30 June 2017 and the number of meetings attended by each director was as follows:

Director Directors’ Meetings
Eligible to Attend
Directors’
Meetings
Attended
D Lenigas
E Cranston
D Scoggin
S Patrizi
-
2
2
2
-
2
2
2

17. Risk Management

The Company takes a proactive approach to risk management including monitoring actual performance against budgets and forecast and monitoring investment performance. The Board is responsible for ensuring that risks, and also opportunities, are identified on a timely basis and that the consolidated entity’s objectives and activities are aligned with the risks and opportunities identified by the Board.

33

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ REPORT

18. Environmental Regulations and Performance

The Company is required to carry out the exploration and evaluation of its mining tenements in accordance with various State Government Acts and Regulations.

In regard to environmental considerations, the Company is required to obtain approval from various State regulatory authorities before any exploration requiring ground disturbance, such as line clearing, drilling programs and costeaning is carried out. It is normally a condition of such regulatory approval that any area of ground disturbed during the Company’s activities is rehabilitated in accordance with various guidelines. There have been no significant breaches of these guidelines.

This report is made in accordance with a resolution of the directors.

==> picture [147 x 66] intentionally omitted <==

S Patrizi

Non‐Executive Director Dated this 28[th] September 2017

34

35

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2017 Consolidated
2017 2016
Notes $ $
Income
Other income 4 20,741 48,527
Total income 20,741 48,527
Employee benefits expense 5(a) (109,856) (600,430)
Consulting and outsourced services expense (296,425) (248,180)
Net disbursement from joint venture partners 5(b) (248,426)
Travel expense (4,097) (18,674)
Share based payment expense 23 (406,000)
Computer related costs (2,701) (2,583)
Occupancy costs (67,658) (17,860)
Insurance expense (6,460) (25,867)
Marketing expense (25,355) (2,057)
Depreciation, amortisation and impairment expense 5(c) (5,119) (10,350)
Exploration expenses (75,212) (156,150)
Other expenses (20,472) (14,580)
Total expenses (1,019,355) (1,345,157)
Loss from continuing operations before income tax expense (998,614) (1,296,630)
Income tax expense
Loss from continuing operations after income tax (998,614) (1,296,630)
Expense
Other comprehensive income (998,614) (1,296,630)
Other
Other comprehensive loss net of tax
Total comprehensive loss attributable to owners of the parent (998,614) (1,296,630)
Loss per share
‐ basic and diluted (0.04) cents (0.2) cents

The accompanying notes form part of these financial statements.

36

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

CONSOLIDATED STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 30 JUNE 2017

FOR THE YEAR ENDED 30 JUNE 2017
Notes
ASSETS
Current Assets
Cash and cash equivalents
8
Restricted cash asset
8
Trade and other receivables
9
Total Current Assets
Non‐current Assets
Plant and equipment
10
Intangible assets
11
Total Non‐current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
12
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
13
Reserves
14
Accumulated losses
TOTAL EQUITY
2017
2016
$
$
1,463,081
1,868,760
132,153
130,107
23,362
25,920
Consolidated
1,618,596
2,024,787
8,302
21,495

8,302
21,495
1,626,898
2,046,282
50,072
227,938
50,072
227,938
50,072
227,938
1,576,826
1,818,344
17,425,639
17,074,543
2,091,087
1,685,087
(17,939,900)
(16,941,286)
1,576,826
1,818,344

The accompanying notes form part of these financial statements.

37

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2017

CONSOLIDATED
Notes
At 1 July 2016
Total comprehensive income for the
period, net of tax
Issue of share capital
13
Transaction costs on share issues
13
Share based payment expense
23
At 30 June 2017
At 1 July 2015
Total comprehensive income for the
period, net of tax
Issue of share capital
13
Transaction costs on share issues
13
Transaction costs settled in share based paym
13
At 30 June 2016
Ordinary
Shares
Options
Reserve
Accumulated
Losses
Total Equity
$ $ $ $ 17,074,543
1,685,087
(16,941,286)
1,818,344


(998,614)
(998,614)
370,000


370,000
(18,904)


(18,904)

406,000

406,000
17,425,639
2,091,087
(17,939,900)
1,576,826
15,207,200
1,665,605
(15,644,656)
1,228,149


(1,296,630)
(1,296,630)
2,101,287


2,101,287
(214,462)


(214,462)
(19,482)
19,482

17,074,543
1,685,087
(16,941,286)
1,818,344

The accompanying notes form part of these financial statements.

38

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2017
CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES
Reimbursement of exploration expenditure
Management fee received
Payments to suppliers and employees
Interest received
NET CASH FLOWS USED IN OPERATING ACTIVITIES
15
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on sale of property, plant and equipment
4
Release of cash from security deposits
8
NET CASH FLOWS FROM INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issue
13
Costs of share issue
13
NET CASH FLOWS FROM FINANCING ACTIVITIES
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
Cash and cash equivalents at beginning of period
CASH AND CASH EQUIVALENTS AT END OF PERIOD
8
2017
2016
$
$

462,787

(5,630)
(763,297)
(1,818,470)
21,714
12,900
Consolidated
(741,583)
(1,348,413)
4,808
18,914

80,000
4,808
98,914
350,000
2,101,287
(18,904)
(214,462)
331,096
1,886,825
(405,679)
637,326
1,868,760
1,231,434
1,463,081
1,868,760

The accompanying notes form part of these financial statements.

39

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

1. CORPORATE INFORMATION

The financial statements of Clancy Exploration Limited (the Company or the Group) for the year ended 30 June 2017 were authorised for issue in accordance with a resolution of the directors on 28[th] September 2017. Clancy Exploration Limited is a for profit entity. Clancy Exploration Limited (the parent) is a company limited by shares, incorporated in Australia, and whose shares are publicly traded on the Australian Securities Exchange.

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements include separate financial statements for Clancy Exploration Limited as an individual entity and the consolidated entity consisting of Clancy Exploration Limited and its controlled entity.

(a) Basis of preparation

These general purpose financial statements have been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. These financial statements have also been prepared on a historical cost basis, except for available‐for‐sale investments, which have been measured at fair value. These financial statements are presented in Australian dollars.

(b) Statement of Compliance

These financial statements comply with Australian Accounting Standards and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.

These financial statements are general purpose financial statements which have been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and comply with other requirements of the law.

(c) New accounting standards and interpretations

Accounting Standards issued but not yet effective

The following Australian Accounting Standards and Interpretations that have recently been issued but are not yet effective have not been adopted by the Group for the annual reporting period ending 30 June 2017. None of the standards issued and not yet effective are expected to have a significant impact to the financial statements. Those that are relevant to the Group are outlined below:

AASB 9 Financial Instruments

AASB 9, published in July 2014, replaces the existing guidance in AASB 139 Financial Instruments: Recognition and Measurement. AASB 9 includes revised guidance on the classification and measurement of financial instruments, including a new expected credit loss model for calculating impairment on financial assets, and the new general hedge accounting requirements. It also carries forward the guidance on recognition and derecognition of financial instruments from AASB 139.

AASB 9 is effective for annual reporting periods beginning on or after 1 January 2018, with early adoption permitted.

The consolidated entity does not expect a material impact on its consolidated financial statements resulting from the application of AASB 9.

AASB 15 Revenue from Contracts with Customers

AASB 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaces existing revenue recognition guidance, including AASB 118 Revenue and AASB 111 Construction Contracts.

AASB 15 is effective for annual reporting periods beginning on or after 1 January 2018, with early adoption permitted.

The consolidated entity does not expect a material impact on its consolidated financial statements resulting from the application of AASB 15.

40

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

AASB 16 Leases

AASB 16 Leases amends the accounting for leases. Lessees will be required to bring all leases on Balance Sheet as the distinction between operating and financing leases has been eliminated. Lessor accounting remains largely unchanged.

AASB 16 is effective for annual reporting periods beginning on or after 1 January 2019, with early adoption permitted if adopted in conjunction with AASB 15 for the same accounting period.

The consolidated entity does not expect a material impact on its consolidated financial statements resulting from the application of AASB 16.

(d) Basis of consolidation

The consolidated financial statements comprise the financial statements of the Group and its subsidiary as at 30 June 2017. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of comprehensive income from the date the Group gains control until the date the Group ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non‐controlling interests, even if this results in the non‐controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra‐group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

(e) Investment in joint operations

A joint operation is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement.

Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. The considerations made in determining significant influence or joint control are similar to those necessary to determine control over subsidiaries. The Group accounts for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in accordance with the IFRSs applicable to the particular assets, liabilities, revenues and expenses.

The Group can elect to contribute to ongoing exploration costs in proportion to its interests or dilute (a farm‐out arrangement). If contributions are made during the reporting period, they are accounted for as exploration expenditure. Once the joint arrangement partner had earned its interest, the Company recovers expenditure equivalent to the other joint arrangement partner’s interest.

The Group does not record any expenditure made by the farminee on its account. It also does not recognise any gain or loss on its exploration and evaluation farm‐out arrangements. Any cash consideration received directly from the farminee is credited against costs previously incurred in relation to the whole interest.

When the Group, acting as an operator, receives reimbursement of direct costs recharged to the joint operation, such recharges represent reimbursements of costs that the operator incurred as an agent for the joint operation and therefore have no effect on profit or loss.

In many cases, the Group also incurs certain general overhead expenses in carrying out activities on behalf of the joint operation. As these costs can often not be specifically identified, joint operation agreements allow the operator to recover the general overhead expenses incurred by charging an overhead fee that is based on a fixed percentage of the total costs incurred for the year, often in the form of a management fee. Although the purpose of this recharge is very similar to the reimbursement of direct costs, the Group is not acting as an agent in this case. Therefore, the general overhead expenses and the overhead fee are recognised in profit or loss as an expense and income, respectively.

41

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(f) Business combinations

Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition date fair value of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer, and the amount of any non‐controlling interest in the acquiree. For each business combination, the acquirer measures the non‐controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition related costs are expensed as incurred.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the Group’s operating or accounting policies and other pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured at fair value as at the acquisition date through profit or loss.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised in accordance with AASB 139 either in profit or loss or in other comprehensive income. If the contingent consideration is classified as equity, it shall not be remeasured.

(g) Segment reporting

Management has assessed that the Group’s reportable business segments under the quantitative criteria set out in AASB 8 Segment Reporting and has determined that no additional operating segments disclosures are required.

AASB 8 requires the ‘management approach’ to the identification, measurement and disclosure of operating segments. The ‘management approach’ requires that operating segments be identified on the basis of internal reports that are regularly reviewed by the entity’s chief operating decision maker, for the purpose of allocating resources and assessing performance. This could also include the identification of operating segments which sell primarily or exclusively to other internal operating segments.

In its adoption of the ‘management approach’ to segment reporting, the Group has identified that it continues to operate as a gold, copper and base metals explorer and developer, in a single reportable business segment, under one segment manager, in one geographical location being Australia, consistent with the prior year. The information disclosed in the financial statements is the same information utilised internally by the chief operating decision maker. Accordingly, no additional quantitative or qualitative disclosures are required.

(h) Cash and cash equivalents

Cash and cash equivalents in the statement of financial position comprise cash at bank and short‐term deposits with an original maturity of not more than 3 months that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above. The consolidated entity does not have any bank overdraft facilities.

Where the Company calls cash in advance from its joint venture partners, the cash is recognised as an asset with an offsetting liability for the amount of expenses not yet incurred on the relevant joint venture project at balance date. The liability is then released to the profit and loss as the expenditure is incurred.

Restricted cash represents the cash funds held in term deposit accounts for exploration licenses for a period longer than 3 months but shorter than 12 months. The Department of Trade and Investment, Regional Infrastructure and Services requires the Company to lodge a security deposit in respect of each of its exploration leases granted over tenements held in the Company’s name. These funds are held as a Deed of Security Deposit Bond entered into on behalf of the Company by a financial institution. The amount of restricted cash required to be held as a security deposit varies from time to time depending on the requirements of the tenements leased. The deposits must remain in place until the Company determines that the relevant exploration lease should be relinquished.

42

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(i) Trade and other receivables

Trade receivables are generally paid on 30‐day settlement terms and are recognised and carried at original invoice amount less an allowance for impairment. Trade receivables are non‐interest bearing.

Collectability of trade receivables is reviewed on an ongoing basis. Individual debts that are known to be uncollectible are written off when identified. An impairment provision would be recognised when legal notice has been sent and a reply not received within 30 days.

(j) Investments and other financial assets

Investments and financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are categorised as either financial assets at fair value through profit and loss, loans and receivables, held‐to‐ maturity investments, or available‐for‐sale financial assets. The classification depends on the purpose for which the investments were acquired. Designation is re‐evaluated at each financial year end, but there are restrictions on reclassifying to other categories.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of assets not at fair value through profit and loss, directly attributable transaction costs.

Recognition and Derecognition

All regular way purchases and sales of financial assets are recognised on the trade date i.e. the date that the consolidated entity commits to purchase the asset. Regular way purchases or sales are purchases or sales of financial assets under contracts that require delivery of the assets within the period established generally by regulation or convention in the market place. Financial assets are derecognised when the right to receive cash flows from the financial assets has expired or when the entity transfers substantially all the risks and rewards of the financial assets. If the entity neither retains nor transfers substantially all of the risks and rewards, it derecognises the asset if it has transferred control of the assets.

(i) Loans and receivables

Loans and receivables including loan notes are non‐derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are carried at the transaction price minus principal repayments and minus any allowance for impairment or uncollectability. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired. Loans and receivables are included with receivables in current assets in the statement of financial position, except for those with maturities greater than 12 months after balance date, which are classified as non‐current. Loans and receivables with maturities greater than 12 months are carried at amortised cost using the effective interest rate method.

(ii) Financial assets carried at cost

Investments are initially measured at fair value, net of transaction costs. Subsequent to initial recognition, investments in subsidiaries are measured at cost in the Group’s financial statements. If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value (because its fair value cannot be reliably measured), the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset.

(k) Plant and Equipment

Plant and equipment is stated at historical cost less depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of these items.

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 statement of comprehensive income during the financial period in which they are incurred.

Depreciation is calculated using the straight line and diminishing value methods to allocate the cost of the specific assets over their estimated useful lives. The expected useful lives are detailed in Note 10.

43

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year end.

(i) Impairment

The carrying values of plant and equipment are reviewed for impairment at each reporting date, with the recoverable amount being estimated when events or changes in circumstances indicate that the carrying value may be impaired.

The directors have determined that items of plant and equipment do not generate independent cash inflows and that the business of the consolidated entity is, in its entirety, a cash‐generating unit. The recoverable amount of plant and equipment is thus determined to be its fair value less costs to sell.

An impairment exists when the carrying value of an asset or cash‐generating unit exceeds its estimated recoverable amount. The asset or cash‐generating unit is then written down to its recoverable amount. For plant and equipment, impairment losses are recognised in the statement of comprehensive income as an expense.

(ii) Derecognition and disposal An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These are included in the statement of comprehensive income. When revalued assets are sold, it is consolidated entity policy to transfer the amounts included in other reserves in respect of those assets to retained earnings.

(l) Trade and other payables

Trade payables and other payables are carried at the transaction price minus principal repayments. They represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial year that are unpaid and arise when the consolidated entity becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30 days of recognition.

(m) Provisions and employee benefits

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

When the consolidated entity expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of comprehensive income net of any reimbursement.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date using a discounted cash flow methodology. The risks specific to the provision are factored into the cash flows and as such a risk‐free corporate bond rate relative to the expected life of the provision is used as a discount rate. If the effect of the time value of money is material, provisions are discounted using a current pre‐tax rate that reflects the time value of money and the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised in finance costs.

Employee leave benefits

(i) Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries, including non‐monetary benefits and annual leave expected to be settled with 12 months of the reporting date are recognised in respect of employees’ services up to the reporting date. Liabilities for annual leave expected to be settled within 12 months of the reporting date are recognised in the current provision for the employee benefits. They are measured at the amounts expected to be paid when the liabilities are settled. Expenses for non‐accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable. For annual leave, expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

44

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(ii) Long Service Leave

The liability for long service leave is recognised 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. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

(n) Share‐based payment transactions

(i) Equity settled transactions : The consolidated entity provides benefits to its directors, employees and consultants in the form of share‐based payments, whereby directors and employees render services in exchange for options to acquire shares, rights over shares (equity‐settled transactions) and shares issued pursuant to the Company’s Employee Share and Loan Plan (“Plan”). The consolidated entity has also issued ordinary shares and unlisted options as consideration to vendors for the acquisition of exploration licences and drilling services.

The cost of these equity‐settled transactions is measured by reference to the fair value to the Company of the equity instruments at the date at which they were granted in the case of options and shares issued under the Plan for directors, employees and consultants; and the closing share price on, or just before, either the date of entering into, or executing, an exploration licence purchase agreement in the case of options and shares issued to tenement vendors as consideration for the settlement price. The fair value of the unlisted options and shares issued under the Plan is determined using the Black‐Scholes model, taking into account the terms and conditions upon which the options were granted.

The cost of equity‐settled transactions is recognised as an expense, together with a corresponding increase in equity over the period in which the vesting and/or service conditions are fulfilled (the vesting period), ending on the date on which the relevant directors and employees become fully entitled to the options (the vesting date) or shares issued under the Plan.

At each subsequent reporting date until vesting, the cumulative charge to the statement of comprehensive income reflects:

  • (i) the grant date fair value of the options and shares issued under the Plan;

  • (ii) the current best estimate of the number of options and shares issued under the Plan that will ultimately vest, taking into account such factors as the likelihood of employee turnover during the vesting period and the likelihood of vesting conditions being met, based on best available information at balance date; and

  • (iii) the extent to which the vesting period has expired.

The charge to the statement of comprehensive income for the period is the cumulative amount as calculated above less the amounts already charged in previous periods. There is a corresponding entry to equity.

If the terms of an equity‐settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. An additional expense is recognised for any modification that increases the total fair value of the share‐based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.

If an equity‐settled award is cancelled, it is treated as if it has vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.

The dilutive effect, if any, of outstanding options and shares issued under the Plan is reflected as additional share dilution in the computation of diluted earnings per share.

(o) Issued Capital

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.

45

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(p) Revenue recognition

Revenue is recognised and measured at the fair value of the consideration received or receivable to the extent it is probable that the economic benefits will flow to the consolidated entity and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

(i) Rendering of Services

Where the work performed in relation to a joint venture or other contract outcome can be reliably measured:

  • right to receive compensation for the services provided and the stage of completion can be reliably measured. Stage of completion is measured by reference to the labour hours performed to date as a percentage of total estimated labour hours in relation to a joint venture or for each contract. Where it is probable that a loss will arise in relation to a joint venture or from a contract, the excess of total costs over revenue is recognised as an expense immediately.

Where the contract outcome cannot be reliably measured:

  • revenue is recognised only to the extent that the costs that have been incurred are recoverable.

Unearned income is recognised in respect of progress billings and advances on exploration contracts in progress, received in advance, or not represented by work done or reimbursable expenditure incurred, under joint venture arrangements. Such income is recognised and brought to account over time as it is earned.

(ii) Interest revenue

Revenue is recognised as interest accrued using the effective interest method. This is a method of calculating the amortised costs of a financial asset and allocating the interest revenue over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

All revenue is stated net of Goods and Services Tax (“GST”).

(q) Income tax and other taxes

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date.

Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of assets, liabilities and their carrying amounts for financial statements purposes.

Deferred income tax assets are recognised for all deductible temporary differences, carry‐forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry‐forward of unused tax credits and unused tax losses can be utilised.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Tax consolidation legislation

Clancy Exploration Limited and its wholly‐owned Australian controlled entity formed a tax consolidated group on 1 July 2008. However, they continue to account for their own current and deferred tax amounts. The consolidated entity has applied the stand alone taxpayer approach in determining the appropriate amount of current taxes and deferred taxes to allocate to members of the tax consolidated group. The current and deferred tax amounts are measured in a systematic manner that is consistent with the broad principles in AASB 112 Income Taxes.

In addition to its own current and deferred tax amounts, Clancy Exploration Limited also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group.

46

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Members of the tax consolidated group have not entered into a tax funding agreement and as no current tax assets or liabilities or deferred tax assets are recognised in relation to tax losses or unused tax credits, no contributions or distributions are required to be made under AASB Int 1052 Tax Consolidation Accounting.

Other taxes

Revenues, expenses and assets are recognised net of the amount of GST except:

  • when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

  • receivables and payables, which are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.

Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority is classified as part of operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to the taxation authority.

(r) Earnings per share

Basic earnings per share is calculated as profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted earnings per share is calculated as profit attributable to members of the parent, adjusted for:

  • costs of servicing equity (other than dividends);

  • the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and

  • other non‐discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares, divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

(s) Exploration Expenditure

Exploration and evaluation costs are accumulated and accounted for separately on an area of interest basis. An area of interest is represented by an exploration project, which may include multiple tenements within a single geographic region.

For each area of interest, the company makes an election regarding its treatment of exploration and evaluation expenditure and whether it will be charged to the income statement as incurred, under the expense category “exploration expenditure,” or capitalised as an exploration and evaluation asset.

An exploration and evaluation can only be recognised in relation to an area of interest if the following conditions are satisfied:

  • a) the rights to tenure of the area of interest are current; and

  • b) at least one of the following conditions is also met:

  • (i) the exploration and evaluation expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; and

  • (ii) exploration and evaluation activities in the area of interest have not at the end of the reporting period reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

47

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Capitalised exploration and evaluation expenditures are recorded as an exploration asset at cost less impairment charges. All capitalised exploration and evaluation expenditure are monitored for indicators of impairment. Where an impairment indicator is identified, an assessment is performed for each area of interest to which the exploration and evaluation expenditure is attributed. To the extent that capitalised expenditure is not expected to be recovered it is charged to the income statement.

Exploration expenditure in relation to the joint operations managed by the consolidated entity is funded by the jointly controlled operation partner. The consolidated entity makes a cash call for expenditure at the beginning of each quarter for these joint operations on the basis of forecast expenditure. The consolidated entity recognises exploration expenditure reimbursed in advance at year end in the event that cash has been received in advance of expenditure. Exploration expenditure in respect of these joint operations is classified in the statement of comprehensive income within the income or expense category “Net joint venture reimbursed expenses”.

(t) Financial Liabilities and Equity Instruments Issued by the Consolidated Entity

  • (i) Classification as debt or equity Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual agreement.

  • (ii) Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.

  • (iii) Financial liabilities

Financial liabilities are classified as either financial liabilities ‘at fair value through profit and loss’ or ‘other financial liabilities’.

  • (iv) Other financial liabilities

Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs.

Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a financially liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Equally, the consolidated entity continually employs judgement in the application of its accounting policies.

Management has not identified any critical accounting policies for which significant judgements, estimates and assumptions are made.

48

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

4. OTHER INCOME

Interest received
Management fees
Miscellaneous income
(Loss)/profit on sale of fixed assets
(i)
2017
2016
$
$
24,007
12,653

12,666

8,203
(3,266)
15,005
Consolidated
20,741
48,527

(i) Various fixed assets owned by the Company were sold during the year ended 30 June 2017. Details of the sales are provided below:

Original cost of fixed assets
Accumulated depreciation and impairment at date of
disposal
Written down value
Proceeds on sale
(Loss)/profit on sale of fixed assets
2017
2016
$
$
171,972
64,084
(163,898)
(60,175)
8,074
3,909
4,808
18,914
(3,266)
15,005

5. OTHER EXPENSES

(a) Employee benefits expense
Directors' Fees
Salaries
Workers' Compensation Costs
Annual Leave Provision
Long Services Leave Provision
Post‐ employment benefits expense
Other Employee Benefits Expense
(b) Net Recovery from joint venture partners
JV Funded Exploration
Less: Joint Venture funding
Net disclosure in income statement
2017
2016
$
$
109,856
118,000

384,520

13,476

6,386

15,751

49,715

12,582
Consolidated
109,856
600,430

708,205

(459,779)

248,426

(i) The Company recovers a range of expenses classified elsewhere in the Statement of Comprehensive Income from its joint venture partners, in addition to exploration expenditure. Such expenses include a portion of salaries and other exploration related overheads including depreciation, occupancy costs and insurance.

(c) Depreciation, amortisation and impairment included in income statement
Depreciation of plant & equipment 5,119 9,355
Amortisation of software 995
5,119 10,350

49

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

6. INCOME TAX

Income tax expense
The major components of income tax expense are:
Statement of profit or loss and other comprehensive income
Current income tax
Current income tax charge/(benefit)
Adjustments in respect of current income tax of previous years
Deferred income tax
Relating to origination and reversal of temporary differences
Income tax expense/(benefit) reported in statement of profit or loss and
other comprehensive income
Amounts charged or credited directly to equity
Deferred income tax related to items charged or credited directly to equity
Unrealised loss on available‐for‐sale financial assets
Income tax benefit reported in equity
Numerical reconciliation of accounting profit to tax expense
A reconciliation between tax expense and the accounting profit before
income tax multiplied by the consolidated entity's applicable income tax rate
Accounting loss before income tax
At the consolidated entity's statutory income tax rate of 30% (2016: 30%)
Non‐deductible entertainment/penalties
Other non‐allowable items
Share based payments
Fringe benefits tax
Capital raising expenditure
Increase in unrecognised deferred tax assets
Current tax assets and liabilities
Current tax liability
2017
2016








Consolidated





(998,614)
(1,296,630)
(299,584)
(388,989)
729
540


121,800

627
77
(15,363)
(14,679)
191,791
403,051


(a) Income tax expense

(b) Amounts charged or credited directly to equity

(c) Numerical reconciliation of accounting profit to tax expense

(d) Current tax assets and liabilities

(e) Recognised deferred tax assets and liabilities

The Group has not recognised any deferred tax assets or liabilities during the year (2016: Nil)

(f) Tax losses

The group has Australian revenue tax losses for which no deferred tax asset is recognised on the statement of financial position of $15,602,076 (2016: $14,911,975) which are available indefinitely for offset against future taxable income subject to continuing to meet the relevant statutory tests.

The group has Australian capital tax losses for which no deferred tax asset is recognised on the statement of financial position of $310,113 (2016: $60,113) which are available indefinitely for offset against future taxable capital gains subject to continuing to meet the relevant statutory tests.

50

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

6. INCOME TAX (continued)

(g) Unrecognised temporary differences

As at 30 June 2017, the group has other temporary differences (excluding tax differences relating to tax losses) for which no deferred tax asset is recognised in the statement of financial position of $43,237 (2016: $42,952). None of these unrecognised temporary differences relate to investments in subsidiaries, associates or joint ventures.

(h) Tax consolidation

Members of the tax consolidated group and the tax sharing agreement

Clancy Exploration Limited and its 100% owned Australian resident subsidiary were both subsidiaries in a tax‐ consolidated group with Geoinformatics Exploration Australia Pty Ltd as the head entity until 2 July 2007. A new tax‐ consolidated group was formed on 1 July 2008 with Clancy Exploration Limited as Head Entity. Members of the new tax‐consolidated group have not yet entered into a tax sharing agreement.

7. EARNINGS PER SHARE

The following reflects the income used in the basic and diluted earnings per share computations.

a)
Earnings used in calculating earnings per share
For basic and diluted earnings per share
Loss from continuing operations after tax for the year
b)
Weighted average number of shares
c)
Earnings per share
Basic loss per share
Diluted loss per share
Weighted average number of shares used in calculation of basic
earnings per share
Weighted average number of shares used in calculation of diluted
earnings per share
2017
2016
(998,614)
(1,296,630)
Consolidated
2,604,325,796
563,479,603
2,604,325,796
209,679,050
(0.04 cents)
(0.2 cents)
(0.04 cents)
(0.2 cents)

51

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

8. CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS
Cash at bank
Short term bank deposits
2017
2016
$
$
1,263,081
43,028
200,000
1,825,732
Consolidated
1,463,081
1,868,760

As at 30 June 2017 the Company has $132,153 in restricted cash (2016: $130,107) which is included as a Restricted Cash Asset in the Statement of Financial Position, held at Westpac Banking Corporation which has been provided as set‐off security in respect of a bank guarantee facility provided in turn for exploration licence security purposes.

Financing facilities available

Other than the aforementioned bank guarantee facility, at balance date, the Company did not have any financing facilities available.

9. TRADE AND OTHER RECEIVABLES (CURRENT)

Sundry debtors
Accrued income
GST input tax refundable
Prepayments
2017
2016
$
$

4,051
339
93
10,751
17,852
12,272
3,924
Consolidated
23,362
25,920

(a) Fair value and credit risk

Due to the short term nature of the receivables, their carrying value is assumed to approximate their fair value. GST input tax refundable is receivable from the Commonwealth of Australia and is therefore viewed as having low credit risk. Accrued income is receivable from Westpac Banking Corporation (and National Australia Bank in prior year) and is therefore viewed as having low credit risk.

52

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

10. PLANT AND EQUIPMENT

Original Cost
Computer Equipment
At 1 July
Additions
Disposals
At 30 June
Plant and Equipment
At 1 July
Additions
Disposals
At 30 June
Motor Vehicles
At 1 July
Additions
Disposals
At 30 June
Office Furniture
At 1 July
Additions
Disposals
At 30 June
Leasehold Improvements
At 1 July
Additions
Disposals
At 30 June
Library
At 1 July
Additions
Disposals
At 30 June
Total Plant and Equipment
At 1 July
Additions
Disposals
At 30 June
2017
2016
$
$
59,919
62,019


(43,291)
(2,100)
Consolidated
16,628
59,919
72,547
92,591


(28,829)
(20,044)
43,718
72,547
6,612
45,737


(6,612)
(39,125)

6,612
20,878
23,693


(20,878)
(2,815)

20,878
19,791
19,791


(19,791)

19,791
1,515
1,515


(1,515)

1,515
181,261
245,345


(120,916)
(64,084)
60,345
181,261

53

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

PLANT AND EQUIPMENT (continued)
Accumulated Depreciation
Computer Equipment
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Plant and Equipment
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Motor Vehicles
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Office Furniture
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Leasehold Improvements
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Library
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Total Accumulated Depreciation
At 1 July
Depreciation charge for period
Accumulated depreciation on disposals
At 30 June
Total Plant and Equipment
Original cost
Accumulated depreciation
Net carrying amount
2017
2016
$
$
46,431
43,272
4,157
5,259
(42,263)
(2,100)
Consolidated
8,325
46,431
68,864
84,363
962
2,505
(26,108)
(18,004)
43,718
68,864
4,543
43,149

481
(4,543)
(39,087)

4,543
18,668
18,571

1,081
(18,668)
(984)

18,668
19,791
19,791


(19,791)

19,791
1,469
1,441

28
(1,469)

1,469
159,766
210,587
5,119
9,354
(112,842)
(60,175)
52,043
159,766
2017
2016
$
$
60,345
181,261
(52,043)
(159,766)
Consolidated
8,302
21,495

10. PLANT AND EQUIPMENT (continued)

54

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

10. PLANT AND EQUIPMENT (continued)

(i) The useful life of the assets was estimated as follows:

Sundry equipment: 5 to 15 years Computer equipment: 4 years Motor vehicles: 5 to 8 years Furniture and Fittings: 5 to 15 years Library: 7 years Leasehold improvements: Over the remainder of the lease term up to 2 years

(ii) No assets have been pledged as security for borrowings.

11. INTANGIBLE ASSETS

Computer Software
Original Cost
At 1 July
Additions
Software written off
At 30 June
Accumulated Depreciation
At 1 July
Amortisation charge for the period
Impairment
Reversal of write off of software
At 30 June
At 30 June
Gross book value
Accumulated amortisation and impairment
Net carrying amount
2017
2016
$
$
51,057
51,057


(51,057)

Consolidated

51,057
51,057
50,062

995


(51,057)

51,057

51,057

(51,057)

(i) The useful life of intangible assets was estimated as follows:

Computer software: 2.5 years

TRADE AND OTHER PAYABLES (Current) Notes Consolidated Consolidated
2017 2016
$ $
Trade payables (i) – (ii) 6,834 180,951
Accrued expenses 43,238 42,953
GST Payable 4,034
50,072 227,938

12. TRADE AND OTHER PAYABLES (Current)

Terms and conditions :

(i) Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value.

(ii) Trade payables are non‐interest bearing and are normally settled on 30 day terms.

55

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

ISSUED CAPITAL
Ordinary shares
(a)
2017
2016
$
$
17,425,639
15,207,200
Consolidated

13. ISSUED CAPITAL

(a) Ordinary shares

Issued and fully paid ordinary shares carry one vote per share and carry the right to dividends.

Movement in ordinary shares on issue
As at 1 July
Add:
Shares issued pursuant to placement at
$0.001 per share
Shares issued as payment for consulting
services at $0.003 per share
Shares issued pursuant to placement at
$0.001 per share
Shares issued pursuant to rights issue at
$0.001 per share
Less:
Transaction costs on share issues
Less:
Transaction costs settled in share based
payment
No. of shares
$
No. of shares
$
2,357,540,408
17,074,543
256,254,392
15,207,200
350,000,000
350,000


6,666,667
20,000




38,438,159
38,439


2,062,847,857
2,062,848

(18,904)

(214,462)



(19,482)
Consolidated
2017
2016
As at 30 June 2,714,207,075
17,425,639
2,357,540,408
17,074,543

(b) Capital Risk Management

When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain appropriate returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures an appropriate cost of capital available for the entity.

In order to maintain or adjust the capital structure, the entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, enter into joint ventures or sell assets.

The entity does not have a defined share buy‐back plan.

No dividends were paid in the year ended 30 June 2017 and no dividends are expected to be paid in the 2017/18 financial year.

The consolidated entity is not subject to any externally imposed capital requirements.

Management reviews management accounts on a monthly basis and actual expenditures against budget on a monthly basis.

56

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

14. RESERVES

14.
RESERVES
(a) Movement in reserves
Share‐based payment reserve
Balance at beginning of the financial year
Transaction costs settled in share based payment
Balance at end of financial year
Share‐based reserve
2017
2016
$
$
2,091,087
1,685,087
Consolidated
2,091,087
1,685,087
1,685,087
1,665,605
406,000
19,482
2,091,087
1,685,087
  • (b) Nature and purpose of reserves

The share‐based payments reserve records the value of share options issued to the Company's directors, employees, consultants and brokers as well as the vendors of drilling services and tenements. It also includes an apportionment for the value of free attaching options from proceeds of a rights issue.

(c) Movement in options

Note
Exercise
price
Options expiring on 9 May 2019
(i)
$0.004
Options expiring on 9 May 2019
(ii)
$0.004
Options expiring on 9 May 2019
(iii)
$0.004
Options expiring on 9 May 2019
(iv)
$0.004
Options expiring on 31 May 2020
(v)
$0.004
On issue at
1 July 2016
Issued
Exercised
On issue at
30 June 2017
12,812,720


12,812,720
687,616,007


687,616,007
687,615,952


687,615,952

350,000,000

350,000,000

140,000,000

140,000,000
1,388,044,679
490,000,000

1,878,044,679

All option granted have been valued according to the Binomial Tree model other than the free option granted (see (i), (ii) and (iv) below). All options vested fully on the grant date.

  • (i) Free options issued pursuant to a placement in April 2016. Options were issued in May 2016 following shareholder approval.

(ii) Free options issued pursuant to a renouncable rights issue in May 2016.

(iii) Issued to sub‐underwriters of the rights issue in May 2016.

(iv) Free options issued pursuant to a placement in December 2016.

  • (v) Issued to consultant and director in June 2017.

57

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

15. STATEMENT OF CASH FLOWS RECONCILIATION

(a) Reconciliation of the net loss after tax to net cash
flows from operations
Loss from ordinary activities after income tax
Adjustments for:
Depreciation
Amortisation of intangible assets
Impairment of exploration assets
(Profit)/loss
on
disposal
of
property,
plant and
equipment
Equity settled share based payments
Changes in assets and liabilities
Decrease/(increase) in trade and other receivables
Decrease in prepayments
Decrease in trade and other payables
Decrease in provisions
Net cash flow used in operating activities
Non‐cash payments to suppliers and employees
2017
2016
$
$
(998,614)
(1,296,630)
5,119
9,354

995


3,266
(15,005)
20,000

406,000

8,859
45,682
(8,348)
26,830
(177,865)
(42,168)

(77,471)
Consolidated
(741,583)
(1,348,413)
(b) Bank guarantee facility
Bank guarantee facility
Amount utilised
2017
2016
$
$
130,000
130,000
(130,000)
(130,000)
Consolidated

The bank guarantee facility has been provided by a financial institution for exploration licence security and corporate credit card purposes. Term deposits of $132,153 (2016: $130,107) have been provided as set‐off security for these facilities.

16. INTEREST IN JOINTLY CONTROLLED OPERATIONS

As at 30 June 2017, the Group had the following significant interest in a joint venture:

  • (i) In January2016 the Company entered into a farm‐in agreement with Alkane Resources Limited (“Alkane”) on the Orange East project.

  • (ii) Under the terms of the agreement, Alkane has the right to earn 60% of the Orange East project by spending $500,000 on exploration over three years.

  • (iii) Alkane can earn a further 20% interest (80% total) by spending an additional $500,000 on exploration over the subsequent two years. Alkane will manage the exploration program.

  • (iv) After the farm‐in phase is completed, Clancy will have the right to contribute its 20% share of costs or dilute according to standard industry provisions.

  • (v) If Clancy’s interest dilutes to 5%, it will convert to a 2% Net Smelter Return Royalty.

58

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

17. SEGMENT INFORMATION

During the year, the consolidated entity operated predominantly in one reportable business segment, managed by one segment manager and in one geographical location. The operations of the consolidated entity consist of gold, copper and base metals exploration, within Australia. No exploration expenditure was incurred in relation to the Leogang Cobalt‐Nickel Sulphide Project in Austria prior to 30 June 2017.

The information disclosed in the financial statements is the same information utilised in internal reporting by the chief operating decision maker. Accordingly, no additional quantitative or qualitative disclosures are required.

18. COMMITMENTS

Estimated commitments for which no provisions were
included in the financial statements are as follows:
(a) Exploration Expenditure Commitments:
(i) Under 8 (2016: 8) NSW Government exploration
licenses
Payable
‐ not later than one year
‐ later than one year and not later than five years
2017
2016
$
$
559,550
580,550
1,609,540

2,169,090
580,550
Consolidated

The expenditure commitments as at 30 June 2017 include $27,000 (2016: $27,000) commitments that will be met by one of the Company’s joint venture partners (Alkane) as a result of the minimum expenditure commitment under the joint venture agreements with those parties.

Of the 8 exploration licences held by the Company, 2 are pending renewal.

Included in overall commitments calculations are estimates of the Company’s expected commitments in respect of its sole‐funded exploration licences.

All the exploration expenditure commitments are non‐binding, in respect of outstanding expenditure commitments, in that the Company or its joint venture partners have the option to relinquish and lose these licences or their contractual commitments at any stage, at the cost of its cumulative expenditures up to the point of relinquishment.

Refer to Note 16 for details of Jointly Controlled Operations.

(b) Operating Lease Commitments

On 31 May 2014, the Company entered into a 60‐month operating lease for a photocopier‐printer. Its operating lease commitments at 30 June 2017 are as follows:

2017
2016
Consolidated
Payable
‐ not later than one year
‐ later than one year and not later than five years
$
$
2,448
23,238
2,244
4,692
4,692
27,930

59

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

19 CONTINGENT LIABILITIES

  1. In accordance with normal industry practice the consolidated entity has entered into joint venture operations and farm‐in agreements with other parties for the purpose of exploring and developing its mineral interests. If a party to a joint venture defaults and does not contribute its share of joint venture obligations, then the other joint venture partners are liable to meet those obligations. In this event the interest in the tenements held by the defaulting party may be redistributed to the remaining joint venture partners. A contingent liability exists in respect of contributions due to be paid by farm‐in partners of the economic entity to some of its joint ventures. However, no material losses are anticipated in respect of any of these contingencies as expenditure commitments, if not recovered from joint venture partners, can be terminated through exploration licence relinquishment at any stage.

  2. During the year the Company acquired the Leogang Cobalt‐Nickel Sulphide Project in Austria. In the event that Clancy elects to mine the Leogang Project a further $300,000 “finder’s fee” will be payable, in a mix of cash and shares.

20. RELATED PARTY DISCLOSURES

(a) Ultimate parent

The ultimate Australian parent entity and the ultimate parent of the consolidated entity is Clancy Exploration Limited.

(b) Subsidiaries

The subsidiary of Clancy Exploration Limited is listed in the following table:

Nature of Country of % Equity interest Investment $ Investment $
investment incorporation
Name 2017 2016 2017 2016
Geoinformatics Exploration
Tasmania Pty Ltd Ordinary shares Australia 100 100 1 1

(c) Transactions with related parties

The following table provides the total amount of transactions (GST exclusive where GST applies) entered into with related parties for the relevant financial year. The transactions have all been undertaken on an arms’ length basis.

Consolidated Consolidated
2017 2016
$ $
Purchase of goods and services
Director fees billed by Konkera Corporate, a company controlled by a director, Evan Cranston 36,000 36,000
Bookkeeping and administrative fees billed by Konkera Corporate 72,000 6,000
Office rent paid to entities controlled by Kingslane Pty Ltd, a related party of Evan Cranston 42,000 3,000
Fees for company secretarial services billed by Dabinett Corporate Pty Ltd, a company
controlled by Company Secretary, Rowan Caren 78,000 18,000
Director fees billed by the Agneii Family Trust, a trust controlled by a director, Scott Patrizi 35,356
Director fees billed by Plage Mala Limited, a company controlled by a former director, Nathan
Featherby 36,000
Corporate advisory fees billed by Ochre Management Pty Limited, a company controlled by a
former director, Nathan Featherby 12,000
Director travel expenses billed by Plage Mala Limited 3,840

60

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

20. RELATED PARTY DISCLOSURES – Continued

Consolidated Consolidated
2017 2016
Amounts owed in respect of related party transactions included in the trade creditors $ $
and accruals balance at 30 June 2017 and 30 June 2016 are as follows:
Director fees billed by David Lenigas 2,500
Director fees billed by Konkera Corporate, a company controlled by a director, Evan
Cranston 3,000
Bookkeeping and administrative fees billed by Konkera Corporate 6,000
Office rent paid to entities controlled by Kingslane Pty Ltd, a related party of Evan
Cranston 6,000 3,000
Fees for company secretarial services billed by Dabinett Corporate Pty Ltd, a company
controlled by Company Secretary, Rowan Caren 6,500 6,500
Director fees billed by Plage Mala Limited, a company controlled by a former director,
Nathan Featherby 3,000
Director travel expenses billed by Plage Mala Limited 2,450
Corporate advisory fees billed by Ochre Management Pty Limited, a company
controlled by a former director, Nathan Featherby 12,000

21. SUBSEQUENT EVENTS

Subsequent to 30 June 2017:

  • The Company completed the sale of 10% of the Leogang Cobalt‐Nickel Sulphide Project to Cadence Minerals Plc (Cadence) for 73,750,000 Cadence ordinary shares. Following completion of the initial 10% acquisition, Clancy has granted Cadence an exclusive option period of 6 months to acquire a further 10% interest in the project. To exercise this option Cadence must pay Clancy $1,000,000 in cash, Cadence shares or a combination thereof at the election of Cadence; and

  • On 10 July 2017, the Company was made aware that a number of licences in relation to the Leogang Cobalt‐Nickel Sulphide Project potentially had preceding priority claimants that predated Clancy’s applications by a number of weeks. After an investigation, it was determined that Clancy has priority rights, under Austrian law, over 172 of our 200 granted licences and next‐in‐line rights over the balance.

61

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

22. DIRECTORS AND KEY MANAGEMENT PERSONNEL

(a) Details of Key Management Personnel

The names of the Company’s directors in office at any time during the financial year are as follows. Directors were in office for the entire period unless otherwise stated.

D Lenigas Chairman (Non‐Executive) Appointed 15 June 2017
E Cranston Director (Non‐Executive)
D Scoggin Director (Non‐Executive)
S Patrizi Director (Non‐Executive) Appointed 7 July 2016
N Featherby Director (Non‐Executive) Resigned 7 July 2016
R Caren Company Secretary

(b) Compensation for Key Management Personnel

(b)
Compensation for Key Management Personnel
Short‐term employee benefits
Short‐term consulting fees
Post‐employment benefits
Other long‐term benefits
Share‐based payments
Non‐monetary benefits
Total Compensation
2017
2016
$
$
187,856 369,603

40,113

28,739

2,844
406,000
195

18,466
593,856 459,960

(c) Employee Share Plan

Pursuant to an employee share plan offer dated 25 October 2012, the Company provided limited recourse loans to eligible employees or consultants to purchase shares under the plan (“Plan Shares”). Pursuant to loan agreements, the loans become repayable once the employee/consultant ceases to be an eligible employee of or consultant to the Company. If the loan is not repaid within one month of the date of this notice, the Company may sell the Plan Shares in accordance with loan agreement for the benefit of the Company.

The sale proceeds will be deemed to have satisfied the outstanding loan amount in relation to those Plan Shares in full, and the eligible employee or consultant will have no further liability to the Company in respect of the loan and the Company will have no further recourse in relation to the loan. As the only recourse for the loans is against the underlying Plan Shares, based on the criteria for asset recognition, the loans have not been included as a receivable in the financial statements.

As at 30 June 2017, key management personnel held 347,009 Plan Shares (2016: 2,705,924) and had limited recourse loans in relation to those shares totaling $6,940 (2016: $68,272).

62

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

23. SHARE‐BASED PAYMENT EXPENSE

(a) Recognised share‐based payments expenses

The expense recognised for the expensing of employee and consultant services received is shown in the table below:

Recognised in the Statement of Profit or Loss and Other
Comprehensive Income
Expense recognised for directors’ services received
Expense
arising
from
equity‐settled
share‐based
payment transactions – directors
Equity‐settled share‐based payment transactions –
options issued for services provided towards project
acquisition and partial divestment
Total recognised in the Statement of Profit or Loss and
Other Comprehensive Income
Recognised in Contributed Equity
Equity payment recognised for consulting fees
2017
2016
$
$
290,000

Consolidated
290,000
116,000
116,000
406,000
Equity‐settled share‐based payment transactions –
options issued as part of a fee for sub‐underwriting of
rights issue recognised in Contributed Equity
Total recognised in Contributed Equity
Equity payment recognised for sub‐underwriting of rights issue

19,482

19,482

(b) Weighted average remaining contractual life

The weighted average remaining contractual life of the options on issue is 1.94 years (2016: 2.86 years).

(c) Range of exercise price

The exercise price of the options on issue is $0.004 (2016: $0.004).

(d) Weighted average fair value

The fair value of the options issued to the consultant and director was $0.0029 per option.

(e) Weighted average share price

The weighted average price per share during the year was $0.0104 (2016: $0.01).

63

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

24. AUDITORS’ REMUNERATION

The auditor of Clancy Exploration Limited was Walker Wayland WA Pty Ltd (formerly called Hall Chadwick WA Audit Pty Ltd), however there were some non‐audit services provided by the previous auditor, Ernst & Young

.
Consolidated
2017 2016
$ $
Amounts received or due and receivable by Walker Wayland WA
Audit Pty Ltd (formerly Hall Chadwick WA Audit Pty Ltd) for:
an audit or review of the financial statements of the entity
and its controlled entity
17,500
other services in relation to the entity and its controlled
entity
17,500
Amounts received or due and receivable by Ernst & Young for:
an audit or review of the financial statements of the entity
and its controlled entity
37,195
other services in relation to the entity and its controlled
entity
6,750 5,750
6,750 42,945
24,250 42,945

64

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

25. INFORMATION RELATING TO CLANCY EXPLORATION LIMITED (‘the Parent Entity")

ASSETS
Current Assets
Non‐current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Non‐current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Loss of the parent entity
Total comprehensive loss of the parent entity
2017
2016
$
$
1,618,491
2,028,487
8,406
21,495
1,626,897
2,049,982
50,071
227,938

50,071
227,938
1,576,826
1,822,044
17,885,639
17,534,543
2,091,087
1,685,087
(18,399,900)
(17,397,586)
1,576,826
1,822,044
(1,002,316)
(1,293,309)
(1,002,316)
(1,293,309)

Contingent liabilities of the parent entity: Nil

Commitments for the acquisition of property, plant and equipment by the parent entity: Nil

Share‐based payment reserve 2017
2016
$
$
2,091,087
1,685,087
2,091,087
1,685,087

26. FINANCIAL INSTRUMENTS, RISK MANAGEMENT OBJECTIVES AND POLICIES

The consolidated entity’s principal financial instruments comprise cash and short‐term deposits.

The main purpose of these financial instruments is to finance the consolidated entity’s operations. The consolidated entity has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations. It is, and has been throughout the entire period under review, the consolidated entity’s policy that no trading in financial instruments shall be undertaken.

For all financial instruments of the Company, the carrying value approximates the fair value.

The main risk arising from the consolidated entity’s financial instruments is cash flow interest rate risk. Other minor risks are either summarised below or disclosed at Note 9 in the case of credit risk and Note 13 in the case of capital risk management. The Board reviews and agrees policies for managing each of these risks.

65

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

NOTES TO ACCOUNTS

26. FINANCIAL INSTRUMENTS, RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

(a) Cash Flow Interest Rate Risk

The consolidated entity’s exposure to the risks of changes in market interest rates relates primarily to the consolidated entity’s short‐term deposits with a floating interest rate. These financial assets with variable rates expose the consolidated entity to cash flow interest rate risk. All other financial assets and liabilities in the form of receivables and payables are non‐interest bearing. The consolidated entity does not engage in any hedging or derivative transactions to manage interest rate risk. In regard to its interest rate risk, the consolidated entity continuously analyses its exposure. Within this analysis consideration is given to potential renewals of existing positions, alternative investments and the mix of fixed and variable interest rates. The sensitivity to the movement in interest rates for the likely range of outcomes is immaterial.

Based on the sensitivity analysis only interest revenue from variable rate deposits and cash balances is impacted, resulting in a decrease or increase in overall income.

(b) Liquidity risk

The consolidated entity manages liquidity risk by maintaining sufficient cash reserves and through the continuous monitoring of budgeted and actual cash flows. Further, the consolidated entity only invests surplus cash with major financial institutions.

Contracted maturities of payables:

Payable
‐ less than 6 months
‐ 6 to 12 months
‐ 1 to 5 years
‐ later than 5 years
Total
2017
2016
$
$
50,072 114,778




Consolidated
50,072 114,778

(c) Commodity price risk

The consolidated entity has no direct commodity exposures.

(d) Carrying values of financial instruments not recognised at fair value

Due to their short term nature, the carrying value of financial assets and financial liabilities, not recognised at fair value, recorded in the financial statements approximates their respective fair values, determined in accordance with accounting policies disclosed in Note 2 of the financial statements.

66

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

DIRECTORS’ DECLARATION

The directors of Clancy Exploration Limited declare that:

  1. In the opinion of the directors:

  2. (a) the attached financial statements and the notes thereto of the Company and of the consolidated entity are in accordance with the Corporations Act 2001, including:

    • (i) giving a true and fair view of the Company’s and consolidated entity’s financial position as at 30 June 2017 and of their performance for the year ended on that date; and

    • (ii) complying with Accounting Standards;

  3. (b) the attached financial statements and the notes thereto of the Company and of the consolidated entity are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board; and

  4. (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

  5. This declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001 for the financial year ending 30 June 2017.

Signed in accordance with a resolution of directors made pursuant to Section 295(5) of the Corporations Act 2001.

On behalf of the Board

==> picture [147 x 66] intentionally omitted <==

S Patrizi Non‐Executive Director Dated this 28[th] September 2017

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72

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

ASX ADDITIONAL INFORMATION

A. TOTAL EQUITY SECURITIES

TOTAL EQUITY SECURITIES
Total on Issue
Ordinary Shares (ASX: CLY) 2,714,207,075
Options to acquire Ordinary Shares
exercisable at $0.004 on or before 9
May 2019 (ASX: CLYO) 1,738,044,679
Unquoted
options
to
acquire
Ordinary Shares exercisable at
$0.004 on or before 31 May 2020 140,000,000
A total of 5,615,710 Ordinary Shares are subject to
voluntary restrictions.

B. DISTRIBUTION OF EQUITY SECURITIES - CLY

DISTRIBUTION OF EQUITY SECURITIES - CLY
1-1,000
1,001-5,000
5,001-1,0000
10,001-100,000
100,001 and over
Total Shareholders
Marketable Parcel
Price of shares used in calculation of marketable parcel (18 October 2017)
No of securities in a marketable parcel
No of unmarketable parcels
DISTRIBUTION OF EQUITY SECURITIES – CLYO
1-1,000
1,001-5,000
5,001-1,0000
10,001-100,000
100,001 and over
Total Option holders
Marketable Parcel
Price of options used in calculation of marketable parcel (18 October 2017)
No of securities in a marketable parcel
No of unmarketable parcels
Shares
71
26
50
246
418
811
Shares
$500
$0.005
100,000
360
Options
12
2
0
34
129
177
Options
$500
$0.002
250,000
62

73

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

ASX ADDITIONAL INFORMATION

C. TOP 20 CLY SHAREHOLDERS (as at 18 October 2017)

No. of shares % of Total
1 HAMMERHEAD HLDGS PL HHH S/F A/C 184,557,359 6.80%
2 BLU BONE PL 171,822,992 6.33%
3 TROCA ENTPS PL COULSON SUPER A/C 157,797,774 5.81%
4 OCEAN VIEW WA PL 145,000,000 5.34%
5 KINGSLANE PL CRANSTON SUPER A/C 124,000,000 4.57%
6 OCHRE GROUP HOLDINGS LIMITED 113,500,000 4.18%
7 FLUE HLDGS PL 106,537,994 3.93%
8 SISU INTERNATIONAL PL 100,000,000 3.68%
9 SMIT, ANTONIUS JOSEPH 94,418,153 3.48%
10
BAHEN, MARK JOHN + M P
SUPER ACCOUNT 82,734,415 3.05%
11
KOBIA HLDGS PL
79,793,245 2.94%
12
MOTTE & BAILEY PL
BAILEY S/F A/C 79,701,144 2.94%
13
MOTTE & BAILEY PL
BAILEY S/F A/C 78,929,535 2.91%
14
NATIONAL NOM LTD
62,000,000 2.28%
15
SASSEY PL
AVAGO S/F A/C 59,011,950 2.17%
16
TALEX INV PL
45,000,000 1.66%
17
RICHSHAM NOM PL
40,000,000 1.47%
18
SOBOL CAP PL
39,991,000 1.47%
19
TANA, BENJAMIN VITTORIO
39,539,156 1.46%
20
RECO HOLDINGS PL
RECO S/F A/C 24,077,500 0.89%
TOP 20 TOTAL 1,828,412,217 67.36%
TOP 20 CLYO OPTIONHOLDERS (as at 18 October 2017) No. of
options % of Total
1 HAMMERHEAD HLDGS PL HHH S/F A/C 133,185,786 7.66%
2 RECO HLDGS PL RECO S/F A/C 113,259,562 6.52%
3 BLU BONE PL 106,556,950 6.13%
4 KINGSLANE PL CRANSTON SUPER A/C 100,000,000 5.75%
5 SISU INTERNATIONAL PL 100,000,000 5.75%
6 OCEAN VIEW WA PL 88,000,000 5.06%
7 KOBIA HLDGS PL 81,007,815 4.66%
8 FLUE HLDGS PL 80,000,000 4.60%
9 RICHSHAM NOM PL 77,500,000 4.46%
10
PERSHING AUST NOM PL
ACCUM A/C 73,307,452 4.22%
11
SMIT, ANTONIUS JOSEPH
69,889,340 4.02%
12
BAHEN, MARK JOHN + M P
SUPER ACCOUNT 67,578,139 3.89%
13
BAHEN, THOMAS CLEMENT
60,000,000 3.45%
14
MOTTE & BAILEY PL
BAILEY S/F A/C 58,011,893 3.34%
15
BUPRESTID PL
HANLON FAMILY S/F 42,000,000 2.42%
16
BUPRESTID PL
HANLON FAMILY S/F 40,000.000 2.30%
17
TANA, BENJAMIN VITTORIO
36,234,132 2.08%
18
OCHRE GRP HLDGS LTD
29,495,228 1.70%
19
COULSON, PHILLIP JOHN
23,296,446 1.34%
20
COMSEC NOM PL
21,367,070 1.23%
TOP 20 TOTAL 1,400,689,813 80.58%
HOLDERS OF UNQUOTED OPTIONS (as at 18 October 2017)
No. of options % of Total
1
DAVID ANTHONY LENIGAS
100,000,000 71.43%
2
ROWAN CAREN
40,000,000 28.57%
TOTAL 140,000,000 100.00%

74

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

ASX ADDITIONAL INFORMATION

D. SUBSTANTIAL SHAREHOLDERS

The Company’s Register of Substantial Shareholders, prepared in accordance with Chapter 6C of the Corporations Act 2011, recorded the following information as at 18 October 2017;

The Company’s Register of Substantial Shareholders, prepared in accordance
with Chapter 6C of the Corporations Act 2011, recorded the following
information as at 18 October 2017;
E.
SHARES ISSUED PURSUANT TO EMPLOYEE SHARE AND LOAN PLAN (THE
PLAN”)
Total Shares issued pursuant to the Plan and on issue as at start of period
Number of Shares issued to eligible employees and consultants pursuant to the
Plan
Number of Shares issued to Directors pursuant to the Plan
Total Shares issued pursuant to the Plan
Less Shares Bought Back following resignation of an eligible employee
Less Shares sold on market following resignation of an eligible employee
Total Shares issued pursuant to the Plan and on issue as at 30 June 2017
Nil reported
2017
Last 5 years
5,615,710
2,758,723
-
-
-
3,151,945
-
5,910,668
-
-
-
(294,958)
5,615,710
5,615,710

All shares issued to Directors under the Plan were approved pursuant to ASX Listing Rule 10.14 obtained at general meetings of the Company held on 29 May 2011 and 24 May 2013.

5,615,710 shares issued under the Plan are subject to voluntary restrictions.

F. VOTING RIGHTS ATTACHING TO EQUITY SECURITIES

Subject to the Constitution of the Company and any rights or restrictions at the time being attached to a class of shares, at a general meeting of the Company every Shareholder present in person, or by proxy, attorney or representative has one vote on a show of hands, and upon a poll, one vote for each Share held by the Shareholder. In the case of an equality of votes, the chairperson has a casting vote.

Options to acquire ordinary shares do not carry any voting rights.

75

Clancy Exploration Limited ABN: 65 105 578 756 and controlled entity

2017

CORPORATE GOVERNANCE

In March 2014, the ASX Corporate Governance Council released a third edition of the ASX Corporate Governance Council’s Principles and Recommendations (ASX Principles).

The Group’s Corporate Governance Statement dated 23 October 2017 (which reports against these ASX Principles) for the year ended 30 June 2017 may be accessed from the Company’s website at; www.clancyexploration.com/content/corporate%20governance.

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