GREAT PACIFIC CAPITAL LIMITED ABN 57 096 781 716 AND ITS CONTROLLED ENTITIES FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2007

	Page No.
Corporate Governance Statement	1
Directors' Report	9
Auditor's Independence Declaration	15
Income Statement	16
Balance Sheet	17
Statement of Changes in Equity	18
Cash Flow Statement	20
Notes to the Financial Statements	21
Directors' Declaration	50
Independent Auditors' Report	51
Shareholder Information	53

Great Pacific Capital Limited is a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is Level 23, 123 Pitt Street, Sydney, NSW 2000.

CORPORATE GOVERNANCE STATEMENT

Background

Corporate governance is the manner in which companies are managed and directed. It is the way in which the Board makes decisions that adds value to the company, and therefore the shareholders, while still remaining a good corporate citizen.

The Board is committed to improving its corporate governance practices and embracing the principles put out by the ASX Corporate Governance Council, however, the Board is of a view that the adoption of the practices and principles should be in line with the growth in size, changes in the nature and increase in complexity of the company's business.

The Board aims to achieve all of the Best Practice Recommendations in stages as the company grows and its circumstances change over time. As reported in the current years' and previous years' annual report, the Company has been concentrating on its effect to restore the financial position of the company and does not have sufficient resources to adopt and improve its corporate governance practices at present.

This statement sets out the key corporate governance principles and practices of the company for the financial year ended.

Principle 1: Lay solid foundations for management and oversight

The Company is structured such that there are clearly defined roles, segregation of duties and responsibilities and approved levels of authority between the management and the governance of the company.

The Board sets the overall corporate governance policy for the company including determining the strategic direction, establishing policies and goals for management and monitoring the achievement of them. The Board then delegates responsibility for the day to day management of the company to the Chief Executive Officer and the senior executive team.

The key responsibilities of the Board include:

setting the long-term strategy and annual business plan including objectives and milestones to be achieved;
evaluating capital, cash and operating risk budgets and making appropriate recommendations on an annual basis;
reviewing and approving the company's financial, strategic and operational goals and assessing key business developments as formulated by management in line with the objectives and goals set by the Board;
monitoring the performance of the company against the financial objectives and operational goals set by the Board and reviewing the implementation of Board approved strategies;
assessing the appropriateness of the skill sets and the levels of experience of the members of the Board, individually and as a whole and selecting new members to join the Board when a vacancy exists;
appointing, removing and determining the terms of engagement of the Directors, Chief Executive Officer and Company Secretary;
overseeing the delegation of authority for the day to day management of the company;
ensuring that the risk management systems, financial reporting and information systems, personnel, policies and procedures are all operating efficiently and effectively by establishing a framework of internal controls and compliance;
reviewing major contracts, goods or services on credit terms, acceptance of counter-party risks and issuing guarantees on behalf of the company;
approving the capital structure and major funding requirements of the company;
making recommendations as to the terms of engagement, independence and the appointment and removal of the external auditors;
setting the Code of Conduct for the company and ensuring that appropriate standards of corporate governance and ethics are effectively communicated throughout the company and complied with;
reviewing the adherence by each director to the Directors' Code of Ethics;
establishing policies to ensure that the company complies with the ASX Continuous Disclosure Policy;
approving the company's half year and full year reports to the shareholders, ASX and ASIC; and
ensuring that recruitment, retention, termination, remuneration, performance review and succession planning policies and procedures are in place and complied with.

Principle 2: Structure the Board to add value

The Board is presently structured to maximise value to the company and the shareholders. The Board is of a size and composition that is conducive to making decisions expediently, with the benefit of a variety of perspectives, experiences and skills.

Board composition

As at the end of the financial year, the Board composed of three directors. The details of each of the three directors' position, date of appointment, qualifications, experience and expertise and assessment of independence is listed in the table below.

Alfred Wong (Age 46)

MBA (NSW University), BA (HKU), ASIA

Chairman (Non Executive)

Date of appointment: 21 May 2001

Experience and expertise: Alfred is the founder and the Managing Director of the Great Pacific Financial Group, a well respected private financial institution with over 10 years experience in property investment banking. Alfred has also held a number of executive management positions in leading financial institutions and banks in Australia, including Capita Financial Group and State Bank NSW.

Directorship: Alfred is the non executive chairman and director of Qmastor Limited an ASX listed company and the Chairman of Green Pacific Energy Limited (in liquidation).

Assessment of independence: Alfred holds 750,000 shares (6.31% of total share capital) and therefore, is not an independent director.

Danny Au-Yeung (Age 47)

Fellow of the Chartered Association of Certified Accountants (UK), Member of the Australian Society of Certified Practising Accountants

Director (Chief Executive Officer)

Date of appointment: 21 May 2001

Experience and expertise: Danny brings with him 20 years of experience in the financial industry, having held senior positions in Ernst & Young and Capita Financial Group. He is highly experienced in the structuring of subordinated financing structures for properties and infrastructure projects.

Directorships: Danny is a non executive director of Green Pacific Energy Limited (in liquidation), an ASX listed company.

Assessment of independence: As Danny is the Chief Executive Officer of the Company, he is an executive director and is not an independent director.

Ivan Wong (Age 44) BSc (Hons)

Director (Non Executive)

Date of appointment: 21 May 2001

Experience and expertise: Ivan is an IT specialist. He also has extensive experience in the mortgage industries being the Director of Great Pacific Finance Pty Ltd, a leading specialist mortgage originator with over $500 million in funds under management. He also has access to in-depth and instantaneous information on the property industry as the founder of Universal Title Searchers, a leading provider of public, legal and business information with the first and only windows-based software package for electronic information transfer in Australia.

Assessment of independence: As Ivan holds 250,000 shares in the company making him one of the top 20 shareholders, he is not an independent director.

It is noted that the company's board composition is not in keeping with the commentary and guidance to Best Practice Recommendations 2.1. The Board is of the opinion that the current stage of uncertainty in relation to the future operations of the company requires the company to have a board, which has more of a hands-on and technical experience in order to stabilise the company. However, the board is committed to follow the guidance to Best Practice Recommendations 2.1 by appointing independent directors to the Board once the uncertainties are resolved.

The Chairman is also not an independent director as recommended by Best Practice Recommendations 2.2, however, the role of the Chairman is held by someone other than the Chief Executive Officer, in order to ensure that no single individual has unfettered powers.

Term of office

The members of the Board are elected by the shareholders to ensure that the Board has the appropriate mix of expertise and experience. One-third of the Board retires and make themselves available for re-election at the following AGM, with the exception of the Chief Executive Officer. No director, with the exception of the Chief Executive Officer, is allowed to retain office for more than 3 years without submitting himself or herself for re-election.

When a vacancy exists on the Board, the Board appoints the most suitable candidate from a panel of candidates, who then must stand for election at the next Annual General Meeting if he or she wishes to continue as a member of the Board in the following year.

Personal interests & conflicts

Directors must not take advantage of their position as directors and must not allow their personal interests, or the interests of any associated person to interfere or exert undue influence on their conduct or decisions as a director.

Directors also have a duty to avoid conflicts of interest between the best interests of the company and their own personal or commercial interests. Conflicts of interest can be either actual or potential. If a conflict of interest arises, directors must disclose their interests to the Board immediately. The directors concerned must not be present at the meeting while the matter is being considered and must not be allowed to vote on the matter either.

Independent professional advice

Each director has the right to seek independent professional advice at the company's expense, however prior approval from the Chairman is required, which may not be unreasonably withheld. Where the Chairman wishes to obtain independent professional advice, the Chairman is required to make a request to, and obtain the prior authorisation of, the Chairman of the Audit & Risk Management Committee.

Nomination responsibilities

The Board also has responsibility in relation to the following functions:

advise the Board on the appropriateness of the composition and size of the Board;
establish formal procedures to identify and assess potential candidates for the Board with reference to their skills, experience, expertise and personal qualities;
identify, nominate and recommend appropriate candidates to the Board with the help of external consultants, if appropriate; and
draw up an appointment letter stating the terms and conditions of the appointment and retirement of any newly appointed members of the Board;

The Board has decided not to formally set up a Nomination Committee at this stage as it has managed this part of its responsibility quite effectively given the current stage of its development. However, the Board will engage external consultants to give advice and make recommendations to the whole Board.

Principle 3: Promote ethical and responsible decision-making

Code of Conduct & Ethics

The company has a Code of Conduct, which sets the standards in accordance with which each director, manager and employee of the company is expected to act. The code is communicated to all levels of the company and deals with areas such as professional conduct, customers/consumers, suppliers, advisers/regulators, competitors, the community and the employees.

In addition to the Code of Conduct, the company also has a Directors' Code of Ethics, which sets out particular issues relevant to directors' obligations to the company.

Share trading policy

The constitution permits directors, senior executives and other officers of the company to trade in company shares as long as they comply with the company's Share Trading Policy. The Share Trading Policy is a code that is designed to minimise the potential for insider trading.

Directors must notify the Chairman of the Board, before they buy or sell shares in the company. If the Chairman of the Board intends to trade in the company shares, the Chairman of the Board must give prior notice to the Chairman of the Audit & Risk Management Committee. The details of the share trading must be given to the Company Secretary, in writing, within 3 business days of completion of such trade and the Company Secretary must lodge details of changes in a director's shareholding in the company with the ASX within 5 business days of such trading.

Senior executives must give prior notice to the Chief Executive Officer, while other officers must notify the Company Secretary, before trading in the company shares and details of all such transactions must be given, in writing, to the Company Secretary within 7 business days.

Any changes in substantial shareholding of the directors, senior executives or other officers must be reported to the ASX within 2 business days of such trading. The policy also recommends that trading in the company shares only occur in the following trading windows:

30 days after the announcement of the company's half year results; and
30 days after the announcement of the company's full year results.

Principle 4: Safeguard integrity in financial reporting

Sign-off by Chief Executive Officer and Chief Financial Officer

In order to give assurance as to the integrity of the financial statements, the Chief Executive Officer and the Chief Financial Officer have provided a statement in writing to the Board stating that the company's financial reports present a true and fair view, in all material respects, of the company's financial condition and operational results and are in accordance with relevant accounting standards.

Audit & Risk Management Committee – audit responsibilities

The Board has decided to establish an Audit & Risk Management Committee, which acts as an advisory body to the Board in relation to the following responsibilities:

review the company's financial statements and any other financial information distributed externally and make an assessment of whether the management processes are sufficient for supporting external reporting;
monitor the procedures in place to ensure that the company is in compliance with all relevant legislation and accounting standards, including the Corporations Act and ASX Listing Rules;
ensure that there is compliance with the Code of Conduct and the Directors' Code of Ethics and is periodically reviewed;
review policies to avoid conflicts of interest and review past or proposed transactions between members of the Board and the company and assess the impact on directors' independence;
assess the procedures and make recommendations for the selection and appointment of the external auditor and for the rotation of external audit engagement partners at least once every five years;
assess the performance and independence of the external auditors and whether independence of this function has been compromised having regard to the provision of non-audit services; and
assess the reasonableness of the external audit fees proposed for the audit work to be performed;

The Audit & Risk Management Committee also has delegated responsibility from the Board in relation to:

the external audit planning process, in terms of the scope of the audit and the nature and impact of accounting policy and standard changes;
reviewing the external audit recommendations in terms of the review points raised and where major deficiencies in controls or procedures have been identified, whether prompt remedial action has been put in place; and
reviewing the draft financial report and making the necessary recommendations to the Board for the approval of the financial report.

As at the date of this report, the company has not appointed any member to the Audit & Risk Management Committee and as such, the responsibilities and duties of this Committee were taken up by the Board during the year. The small size and the hands on approach of the current Board enable it to handle particular issues relevant to verifying and safeguarding the integrity of the company's financial reporting with the same efficiency as an audit committee.

The Board adopted a formal charter for the Audit & Risk Management Committee to reflect the matters set out in the commentary and guidance to Best Practice Recommendation 4.2. The Board is aware that the small size of the current Board and the absence of independent Directors do not allow the Board to structure the Audit & Risk Management Committee in accordance to the commentary and guidance to Best Practice Recommendation 4.3, but is committed to follow the recommendation once independent directors are appointed in the future.

The board's responsibilities in relation to risk management matters are detailed under Principle 7: Recognise And Manage Risk.

Principle 5: Make timely and balanced disclosure

The company is committed to ensuring that all information that may have a material impact on the share value of the company if a reasonable person had access to such information, is disclosed to the market in a timely and balanced manner. To ensure accountability, the implications of this commitment is communicated to all employees, through the implementation of the Continuous Disclosure Policy, which is also in accordance with the ASX Listing Rules and the Corporations Act requirements on Continuous Disclosure.

The Board has appointed the Chief Executive Officer and the Company Secretary as the two officers responsible for all disclosure under this policy. The officers must review and verify the information before the Company Secretary, who is the authorised contact for communications with the ASX, releases it to the market through the ASX.

The company acknowledges that the continuous disclosure regime allows listed companies a high degree of judgement as to the information that must be disclosed and when the disclosure is required. The company will adopt a best practice approach to ensure that the company meets the substance and the spirit of the continuous disclosure regime on a consistent basis.

The company also makes regular disclosure of its results through other communications such as the following:

in late February, the company's half year results were announced to the market;
in September, the company's full year results were announced to the market; and
in late October, the annual report will be sent to shareholders.

Principle 6: Respect the rights of shareholders

Communication to shareholders

The company has implemented an External Communications Policy, to ensure that all external communication (including but not limited to market releases and public relations materials) is submitted to the Chief Executive Officer for approval. External communication can only be released with his/her written consent. This is important for ensuring that only factual, clear and balanced information is disseminated to all shareholders equally and in a timely manner. During the year the following information was made available to all shareholders:

half year and full year results announcements;
2006 annual report;
notices of meeting and explanatory information for shareholder meetings.

Shareholders may also request information, such as the Constitution, minutes of shareholders' meeting or any other information on the company by writing to the Company Secretary.

Annual General Meeting

The Board encourages full participation of shareholders at the Annual General Meeting to ensure a high level of accountability and identification with the company's strategy and goals. To assist shareholders in communicating issues to the Board, reply paid question cards will be issued with the annual report. A list of the issues and questions will be made available to shareholders attending the Annual General Meeting.

The Board has also requested representatives from Hall Chadwick, the company's external auditor, to be present at the Annual General Meeting to answer questions that shareholders might have about the scope and conduct of the audit, the preparation and content of the auditor's report, the accounting policies adopted by the Company and the independence of the auditor.

Principle 7: Recognise and manage risk

Risk management responsibilities

A significant function of the Audit & Risk Management Committee is the monitoring and assessment of risk oversight and internal compliance and control systems. The committee acts as an advisory body to the Board in relation to the following responsibilities:

review and advise on the acceptance of major contracts, goods or services on credit terms, acceptance of counterparty risks and issuing guarantees on behalf of the company;
evaluate the long-term strategy and the annual business plan, and identify the significant risks associated with the capital and operating budgets;
assess risks arising from actions by competitors, industrial disputes, government policy changes, environmental issues and the use of information systems and technology;
monitor internal control framework especially the information systems used to collect and collate the data and any enhancements that can be made;
review the reports produced from the systems, especially reports on any major defalcations, frauds, and thefts from the company and any significant or abnormal transactions; and
review reports on the adequacy of insurance coverage.

As explained in the discussion under Principle 4: Safeguard Integrity In Financial Reporting, the Board is currently undertaking these specific functions of the Audit & Risk Management Committee with the same efficiency as a formal committee structure.

Sign-off by Chief Executive Officer and Chief Financial Officer

The Chief Executive Officer and the Chief Financial Officer have provided a statement in writing to the Board stating that the integrity of the company's financial reports are founded on a sound system of risk management and internal compliance and control, which implemented the policies adopted by the Board. The statement also certifies that the company's risk management and internal compliance and control systems are also operating efficiently and effectively in all material respects.

Principle 8: Encourage enhanced performance

Performance evaluation

The Board also has responsibility with respect to the following functions:

develop policies and procedures to identify, assess and enhance the skills, expertise and competencies of the directors individually and the Board as a whole; and
develop a process and establish the criteria for evaluating the performance of the directors and the Board as a whole;

Monthly financial results

The Chief Financial Officer distributes the monthly financial results of the company to members of the Board before each monthly Board meeting. This will ensure the Board is kept up to date with all the necessary information to effectively discharge their duties in its discussions and deliberations. The Board is also free to meet and question individual members of management to clarify issues on any matter pertaining to the company.

Director induction and training

New directors are provided with an induction program to introduce them to the company structure, culture and business operations. The program includes an information pack comprising the company's most recent annual and half year reports, the current year business plan, the Constitution and the Director's Code of Ethics.

Sessions are also organised for new directors to meet the senior management and visit the key assets (such as construction site of borrowers) of the company.

Directors are also encouraged to undertake continuous professional development, at the company's expense, to keep their skills up to date.

Principle 9: Remunerate fairly and responsibly

Remuneration responsibilities

The Board also has responsibilities with respect to the following functions:

review the remuneration of directors to ensure there is a clear relationship between individual/corporate performance and their remuneration;
review and make recommendations on the remuneration packages and policies applicable to the Managing Director, Chief Financial Controller and other senior personnel including the share option scheme, incentive performance packages, superannuation entitlements, retirement and termination entitlements, fringe benefits, professional indemnity and liability insurances; and
obtain market comparisons, Australian and International benchmarks and seek external professional advice periodically on the appropriateness of the remuneration packages so as to be able to attract, motivate and retain exceptional performers.

Board remuneration

The total non-executive directors' remuneration pool was approved by the shareholders at the 2004 Annual General Meeting. The remuneration pool currently stands at a maximum of $200,000 per annum and shall remain the same until amended and approved by the shareholders. Currently, only executive directors are remunerated in accordance to their executive contract. No remuneration has been paid to the two non-executive directors. Equity-based remuneration in the form of share options has not been granted to any directors during the year.

The details of the nature and amount of each element of the emolument paid to each of the directors for the year ended is disclosed in the Remuneration Report on pages 12 to 13.

Executive remuneration

The details of the nature and amount of each element of the emolument paid to the executives of the company for the year ended is disclosed in the Remuneration Report on pages 12 to 13.

The Board has decided not to set up a Remuneration Committee at this stage of the development of the company. The Board is of a view that the existing Board can effectively and efficiently manage the relatively simple remuneration system of the company given the small size of the Board, the minimal number of executives and the simple remuneration structure currently adopted by the company. However, the Board will regularly review the situation of the company to ensure a remuneration committee of appropriate structure as per recommendation 9.2 is set up when the growth in complexity in structure and operations of the company warrant a formal committee structure.

Principle 10: Recognise the legitimate interests of stakeholders

The company is involved in the financial service industry that is governed by various legislation, in particular, trade practices and fair dealing laws, consumer protection, respect for privacy and Financial Service Reform Act and the Corporations Act. Compliance with these legislations will help to maintain legitimacy, fairness and ethics in the company's dealing with various stakeholders. The company engages external consultants and advisors of appropriate expertise to help the Board to ensure compliance with various relevant legislations, especially in the preparation of disclosure documents to external stakeholders such as borrowers and investors.

The company is indirectly involved in the property development industry through the provision of finance. Most of these developments, especially the larger scale one, invariably have an impact on the environment. In the process of approving the provision of loan facilities to such projects, compliance with environmental issues in accordance with Environmental Protection Authority requirements will usually be checked as a prerequisite.

The Board in representing all stakeholders, like the employees, creditors, suppliers, customers, community and government bodies, must also be mindful of the competing interests of their shareholders whom they represent. In doing so, the company must strike a balance between attractive returns to the shareholders and environmentally sound practices.

The company's Code of Conduct also sets out the standards in accordance with which the company expects all its employees to behave. This was discussed under Principle 3: Promote Ethical And Responsible Decision-Making.

DIRECTORS' REPORT

The Directors present their report on the consolidated entity consisting of Great Pacific Capital Limited and the entities it controlled for the year ended 30 June 2007.

Directors

The following persons held office as Directors at any time during or since the end of the financial year:

Alfred Wong, Chairman

Danny Au-Yeung

Ivan Wong

Principal activity

The principal activity of the consolidated entity during the year is the development of structured finance products, in particular the provision of subordinated debt facilities in funding residential and commercial property development and infrastructure projects.

Results

The net result of the consolidated entity after applicable income tax for the year ended 30 June 2007 was a profit of $5,072,010 (30 June 2006: loss $13,563,714).

Dividends

No dividends were declared for the year ended 30 June 2007 (30 June 2006:$ NIL).

Review of operations

The net profit after income tax attributable to members of Great Pacific Capital Limited for the current financial year was $5,072,010 (2006:loss of $13,563,714). This is mainly due to the forgiveness of liabilities by creditors of $4,924,371 arising from the offset of liabilities by the transfer of shares in Resource Pacific Holdings Limited as described below. The loss in 2006 was mainly the result of a provision of doubtful debts of $20,255,439 relating to the interest receivable on the Camperdown loan.

As disclosed in the 2006 Annual Report, the board has put forward a debt restructuring proposal to manage the Great Pacific Capital Limited (GPCL) Group's liabilities to certain unsecured creditors and the holders of debenture notes issued by the GPCL Group.

The board's original proposal involved the proposed assignment of the GPCL Group's:

entitlement to the receivable from the owner of the land at the Bellambi West Colliery Site; and
right to be issued with shares in Resource Pacific Holdings Limited,

to certain unsecured creditors and noteholders in consideration for those unsecured creditors and debenture noteholders releasing and discharging the GPCL Group from all liabilities in respect of debts that the GPCL Group owed to them (Original Proposal). Unfortunately, this original proposal had not been completed in the time frame as anticipated due to the delay in completion of various documentation and requests for additional information including an updated independent valuation report on the Bellambi west colliery site.

On 15 May 2007, GPCL received 1,500,000 ordinary shares in Resource Pacific Holdings Limited (RPH Shares). Upon receipt of the RPH Shares, the Company discussed with all the unsecured creditors and noteholders who previously agreed in principal to the Original Proposal the possibility of early settlement. GPCL was successful in settling debts totalling in principal $4,500,000 by transferring 1,100,000 ordinary RPH Shares to certain of the GPCL Group's unsecured creditors and debenture noteholders. In addition, GPCL also obtained the consent of another debenture noteholder, Great Pacific Equity Loan Pty Limited, an entity related to one of the directors of GPCL, to waive its entitlement to the repayment of the principal sum and interest applicable to the debenture note it held. All these parties will therefore not be parties to the debt restructuring and debt conversion proposals described below. This resulted in a debt forgiveness of $4,924,371 as disclosed in the income statement for the current year.

DIRECTORS' REPORT

Review of operations (continued)

Subject to shareholder approval being given, the GPCL Group now proposes to settle several of its remaining debts by:

assigning its entitlement to the receivable from the owner of the land at the Bellambi West Colliery site to the remaining unsecured creditors and debenture noteholders in consideration for those unsecured creditors and debenture noteholders releasing and discharging the GPCL Group from all liabilities in respect of the debts that the GPCL Group owes to them (Debt Restructuring Proposal); and
one of the GPCL Group's creditors converting part of the debts owing to it into equity in GPCL (Debt Conversion Proposal).

The short term viability of the GPCL Group is dependent upon the ongoing support of its lenders and the noteholders and ultimately the approval of the shareholders of the Debt Restructuring Proposal and the Debt Conversion Proposal (collectively, the Proposals).

The mid to long term future of the GPCL Group is dependent upon the successful completion of the Proposals providing a clean platform for subsequent capital raisings by GPCL and the implementation of the GPCL Group's expansion program.

In the event that the GPCL Group is unable to complete the Proposals, it will be required to realise its assets and extinguish its liabilities in a manner other than in the normal course of business such as voluntarily administration.

All the necessary documentation is expected to be completed by end of August 2007 so that a notice of meeting will be issued for a shareholders' meeting to be held at end of October 2007 for the approval of the Proposals.

Likely developments and expected results of operations

As described above, any likely developments in the company will depends on the outcome of the shareholders' meeting to approve the proposed debt restructuring and debt conversion proposals. Approval of these proposals will enable the company to consider future capital raising and expansion program. Alternatively, the company will have to consider other ways to realise its assets and extinguish it liabilities.

Significant changes in the state of affairs

During the financial year, there are no significant changes in the state of affairs of the Company and its controlled entities.

Matters subsequent to the end of financial year

On 17 August 2007 the sale contract on one lot of the land owned by GPC No. 5 (Wombarra) Pty Limited was exchanged. The contract is expected to be settled on or about 28 September 2007.

Other than those disclosed above, there are no matters or circumstances that have arisen since 30 June 2007 that have significantly affect, or may significantly affect:

(a) The consolidated entity's operations in the future financial years, or
(b) The results of those operations in future financial years, or
(c) The consolidated entity's state of affairs in the future financial years.

Insurance of directors and officers

During the financial year, the Company effected an insurance policy to insure the Directors and officers of the Company and its controlled entities.

The liabilities insured are costs and expenses that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of entities in the consolidated group. The contract prohibits the disclosure of the amount of the premium.

Information on Directors

Alfred Wong (Age 46) MBA (NSW University) BA (HKU), ASIA

Non Executive Chairman

Alfred is the Chairman of Great Pacific Energy Limited (in liquidation) and Non-executive chairman and director of Qmastor Limited, an ASX listed companies.

Mr Wong had also held a number of executive management positions in leading financial institutions and banks Australia, including Capita Financial Group and State Bank NSW.

Danny Au-Yeung (Age 47) FCCA (UK)ASCPA

Chief Executive Officer

Company Director, Accountant, Non-executive Director of Green Pacific Energy Limited (in liquidation), an ASX Listed company.

Mr Au-Yeung had held senior positions in Ernst & Young and Capita Financial Group and is also a member of the Australian Society of Certified Practicing Accountants and a fellow of the Chartered Association of Certified Accountants, UK.

Ivan Wong (Age 44)

BSc (Hon) (University of QLD)

Non Executive Director

Company Director, IT Specialist.

Mr Wong is also the Director of Great Pacific Finance Pty Ltd, a leading specialist mortgage originator with over $500 million in funds under management and the founder of Universal Title Searchers, a leading provider of public, legal and business information with the first and only windows-based software package for electronic information transfer in Australia.

Particulars of Directors interest in shares and options of the Company

Director	Number of ordinary shares
Alfred Wong	750,000
Danny Au-Yeung	750,000
Ivan Wong	250,000

All the share options previously issued to Directors expired on 30 June 2004. No other share options had been issued to any directors during or since the end of the financial the year.

Information on Company Secretary

Edwin Yeung ASCPA, FCCA (UK), HKCPA

Mr Edwin Yeung is a registered company auditor with over 20 years experience in the accounting and auditing fields. He started his career as an auditor with Coopers & Lybrand and had since held various senior accounting and internal audit positions with various large insurance and financial institutions.

Meetings of Directors

The numbers of meetings of the company's board of Directors held during the financial year ended 30 June 2007 and the number of meetings attended by each Director were as follows:

Name	Full Meetings of Directors
	Number eligible to attend	Number attended
Alfred Wong	10	10
Danny Au-Yeung	10	10
Ivan Wong	10	10

Remuneration Report

A. Principles used to determine the nature and amount of remuneration

Non executive Directors

The total non-executive directors' remuneration pool was recommended by the Board and was approved by the shareholders at the Annual General Meeting. The remuneration pool currently stands at a maximum of $200,000 per annum and shall remain the same until amended and approved by the shareholders.

In recommending the remuneration pool, the board takes into account current market and industry specific practice to ensure non-executive directors' fee and payments are appropriate and in line with market situation.

Currently no remuneration has been paid to the two non-executive directors.

Executive Directors and executives

Executive directors and executives are remunerated in accordance with their executive service contracts as approved by the Board. In approving the reward for executives, the Board will ensure it rewards competency and experience while remain competitive and reasonable as compared to current market and industry specific practice and are in line with the shareholders' interests.

B. Executive pay

The total remuneration package of executives consists of the followings:

(a) Base pay;
(b) Benefits;
(c) Superannuation contribution

(a) Base pay

Base pay is the fixed cash salary set by the service contract. The base pay is set to be in line with the market rate for a comparable role in an organisation similar to the size of the Company. Base pay is reviewed annually to ensure it remains competitive in the market but there is no guarantee of annual increases in the service contract.

The base pay will also be reviewed if the executive is promoted or takes on additional roles within the Company.

(b) Benefits

Benefits are prescribed benefit to be provided at the executives' discretion. Prescribed benefits include the use of motor vehicle, reimbursement of the running cost and the use of car park in the office building.

(c) Superannuation contribution

The Company contribute to the executives' superannuation fund at the statutory prescribed rate which is currently at 9%. The contribution rate applies to the cash salary only.

C. Share options

The Company has set up a Directors, executives and staff share option plan under which share options can be issued in lieu of payment for services or as rewards for performance.

During the year, no share options have been issued to any directors, executives or staff.

All share options issued to directors previously expired on 30 June 2004.

D. Key management personnel remuneration

Details of the nature and amount of the remuneration of each key management personnel of Great Pacific Capital Limited for the financial year are as follows:

	Primary		Post employment	Equity	Total
	Salary &fees	Non cashbenefits	Superannuation	Options
Consolidated entity keymanagement personnel
2007
Wong, A	-	-	-	-	-
Au-Yeung, D	-	44,020	-	-	44,020
Wong, I	-	-	-	-	-
Yeung, E	150,000	63,169	13,500	-	226,669
Total remuneration 2007	150,000	107,189	13,500	-	270,689
2006
Wong, A	-	-	-	-	-
Au-Yeung, D	125,000	35,694	11,250	-	171,944
Wong, I	-	-	-	-	-
Yeung, E	141,667	56,660	12,750	-	211,077
Total remuneration 2006	266,667	92,354	24,000	-	383,021

E. Shareholdings

	Balance as at1 July 2006	Received asremuneration	Optionsexercised	Net purchasesor sales	Balance as at30 June 2007
Consolidated entitykey managementpersonnel
Wong, A	750,000	-	-	-	750,000
Au-Yeung, D	750,000	-	-	-	750,000
Wong, I	250,000	-	-	-	250,000
Yeung, E	4,000	-	-	-	4,000
Total	1,754,000	-	-	-	1,754,000

Environmental regulations

The consolidated entity's operations are not subject to environmental regulations under either Commonwealth or State legislation.

Non-Audit Services

The board of directors is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external auditor's independence for the following reasons:

All non-audit services are reviewed and approved by the board prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditors; and
The nature of the services provided do not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board..

The following fees for non-audit services were paid/payable to the external auditors during the year ended 30 June 2007

	$
Taxation services	1,364
Corporate advisory	11,295
AGM attendance	700
	13,359

Auditor's Independence Declaration

The lead auditor's independence declaration for the year ended 30 June 2007 has been received and can be found on page 15 of this Annual Report.

Proceedings on behalf of Company

No person has applied for leave of Court to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings.

The company was not a party to any such proceedings during the year.

Signed at Sydney this 28th day of September 2007 in accordance with a resolution of the Directors.

Alfred Wong Danny Au-Yeung Director Director

INCOME STATEMENT

FOR THE YEAR ENDED 30 JUNE 2007

		Consolidated	Consolidated	Parent entity	Parent entity
	Notes	2007	2006	2007	2006
		$	$	$	$
Interest income	2	3,737,938	6,593,115	984	313,894
Interest expense	2	(3,244,096)	(3,825,928)	(2,253,167)	(2,741,862)
Net interest income		493,842	2,767,187	(2,252,183)	(2,427,968)
Fee and commission income	3	995,000	845,000	2,091,190	2,012,004
Fee and commission expense	3	-	(10,000)	-	(10,000)
Net fee and commission income		995,000	835,000	2,091,190	2,002,004
Other income		363,640	-	-	-
Forgiveness of liabilities		4,924,371	-	1,495,000	-
Realised gains on disposal offinancial assets		191,000	-	191,000	-
Depreciation and amortisation
expense	4	(5,679)	(8,954)	(5,679)	(5,011)
Employee expenses		(361,526)	(595,183)	(361,526)	(595,183)
Lease and rental expenses		(124,935)	(158,336)	(124,935)	(158,336)
Legal and professional fees		(222,541)	(205,186)	(222,541)	(148,409)
Provision for receivables		-	(20,255,439)	-	-
Impairment loss on investment		(700,000)	(1,560,000)	-	-
Other expenses		(216,206)	(194,995)	(23,706)	(162,983)
Profit / (loss) before income tax		5,336,966	(19,375,906)	786,620	(1,495,886)
Income tax (expense) / benefit	5	(264,956)	5,812,192	71,336	447,904
Net profit / (loss) attributable tomembers of the parent entity		5,072,010	(13,563,714)	857,956	(1,047,982)
		Cents per share
Basic earnings per share	7	42.67	(114.12)
Diluted earnings per share	7	42.67	(114.12)

The above income statement is to be read in conjunction with the notes to the financial statements.

BALANCE SHEET

AS AT 30 JUNE 2007

		Consolidated	Consolidated	Parent entity	Parent entity
	Notes	2007	2006	2007	2006
		$	$	$	$
Assets
Cash and cash equivalents	10	19,678	21,046	19,640	19,732
Receivables	11	17,215,976	12,686,165	19,874,966	21,590,263
Loans	12	9,093,956	9,686,604	-	-
Deferred tax assets	13	12,245,697	7,266,924	4,572,031	59,369
Financial assets	14	824,000	700,000	824,015	15
Property, plant and equipment	15	1,482,868	3,033,276	27,868	33,276
Total assets		40,882,175	33,394,015	25,318,520	21,702,655

Liabilities
Bank overdraft	23(b)	1,759,648	2,966,315	1,759,648	2,966,315
Trade and other payables	16	3,502,468	2,934,558	4,028,584	1,292,744
Current tax liabilities	13	-	37,444	-	37,444
Provision – annual leave	17	38,237	61,057	38,237	61,057
Financial liabilities	18	12,183,116	16,653,116	9,833,116	11,293,116
Deferred tax liabilities	13	10,337,674	5,190,003	-	-
Total liabilities		27,821,143	27,842,493	15,659,585	15,650,676
Net assets		13,061,032	5,551,522	9,658,935	6,051,979

Equity
Issued capital	19	4,735,500	4,735,500	4,735,500	4,735,500
Reserves	20	3,143,087	705,587	2,749,000	-
Retained profits		5,182,445	110,435	2,174,435	1,316,479
Total equity		13,061,032	5,551,522	9,658,935	6,051,979

The above balance sheet is to be read in conjunction with the notes to the financial statements.

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2007

	ShareCapitalOrdinary	RetainedProfits	AssetRevaluationReserve	AssetRealisationReserve	FinancialAssetReserve	Total
Consolidated	$	$	$	$	$	$
Balance at 1.7.2005	4,735,500	13,674,149	915,587	-	-	19,325,236
Devaluation of land	-	-	(300,000)	-	-	(300,000)
Adjustment to deferred tax liabilityin relation to devaluation of land	-	-	90,000	-	-	90,000
Loss attributable to members ofparent entity	-	(13,563,714)	-	-	-	(13,563,714)
Balance at 30.06.2006	4,735,500	110,435	705,587	-	-	5,551,522
Balance at 1.07.2006	4,735,500	110,435	705,587	-	-	5,551,522
Devaluation of land	-	-	(445,000)	-	-	(445,000)
Adjustment to deferred tax liabilityin relation to devaluation of land	-	-	133,500	-	-	133,500
Transfer to realisation reserve	-	-	(169,667)	-	-	(169,667)
Transfer from revaluation reserve	-	-	-	169,667	-	169,667
Revaluation increment	-	-	-	-	2,749,000	2,749,000
Profit attributable to members ofparent entity	-	5,072,010	-	-	-	5,072,010
Balance at 30.06.2007	4,735,500	5,182,445	224,420	169,667	2,749,000	13,061,032
Parent entity
Balance at 1.7.2005	4,735,500	2,364,461	-	-	-	7,099,961
Loss attributable to members ofparent entity	-	(1,047,982)	-	-	-	(1,047,982)
Balance at 30.06.2006	4,735,500	1,316,479	-	-	-	6,051,979
			-	-	-	-
Balance at 1.07.2006	4,735,500	1,316,479	-	-	-	6,051,979
Revaluation increment	-	-	-	-	2,749,000	2,749,000
Profit attributable to members ofparent entity	-	857,956	-	-	-	857,956
Balance at 30.06.2007	4,735,500	2,174,435	-	-	2,749,000	9,658,935

The above statement of changes in equity is to be read in conjunction with the notes to the financial statements.

CASH FLOW STATEMENT

FOR THE YEAR ENDED 30 JUNE 2007

		Consolidated	Consolidated	Parent entity	Parent entity
	Notes	2007	2006	2007	2006
		$	$	$	$
Cash flows from operatingactivities
Interest received		3,397	76,018	984	13,512
Interest paid		(950,746)	(2,740,269)	(794,065)	(2,494,182)
Fee paid		-	(10,000)	-	-
Operating receipts		1,641,711	4,758	1,202,915	-
Operating paymentsNet amounts receivable from		(1,721,057)	(1,146,770)	(1,554,333)	(1,149,111)
controlled entities		-	-	1,811,728	(124,950)
Net cash (used in) / provided byoperating activities	23(a)	(1,026,695)	(3,816,263)	667,229	(3,754,731)
Cash flows from investingactivities
Proceeds from repayment of loans		602,951	6,438,848	-	-
Loans to developers and borrowers		(10,303)	(4,726,485)	-	-
Proceeds from property, plant andequipment		1,100,000	-	-	-
Payments for property, plant andequipment		(271)	-	(271)	-
Net decrease / (increase) in amountsreceivable from controlled entities		-	-	-	1,786,060
Net cash provided by investingactivities		1,692,377	1,712,363	(271)	1,786,060
Cash flows from financingactivities
Dividends paid in relation to prioryears		(383)	-	(383)	-
Proceeds from borrowings		540,000	3,768,599	540,000	3,753,599
Repayments of borrowings		-	(3,825,000)	-	(3,825,000)
Redemption of debenture / promissorynotes		-	(150,000)	-	-
Net increase in amounts payable tocontrolled entities		-	-	-	(150,000)
Net cash used in financing activities		539,617	(206,401)	539,617	(221,401)
Net increase / (decrease) in cash held		1,205,299	(2,310,301)	1,206,575	(2,190,072)
Cash at the beginning of the financial
year		(2,945,269)	(634,968)	(2,946,583)	(756,511)
Cash at the end of the financial year	23(b)	(1,739,970)	(2,945,269)	(1,740,008)	(2,946,583)

The above cash flow statement is to be read in conjunction with the notes to the financial statements.

FOR THE YEAR ENDED 30 JUNE 2007

1. Summary of significant accounting policies

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

The financial report covers the consolidated group of Great Pacific Capital Limited and controlled entities, and Great Pacific Capital Limited as an individual parent entity. Great Pacific Capital Limited is a listed public company, incorporated and domiciled in Australia.

The financial report of Great Pacific Capital Limited and controlled entities, and Great Pacific Capital Limited as an individual parent entity comply with all International Financial Reporting Standards (IFRS) in their entirety.

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

Basis of Preparation

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

The following is a summary of the significant accounting policies adopted by the consolidated entity in the preparation of the financial report.

(a) Going concern

The financial statements have been prepared on a going concern basis, which contemplates continuity of normal trading activities and realisation of assets and settlement of liabilities in the normal course of business.

The board's original proposal involved the proposed assignment of the GPCL Group's:

entitlement to the receivable from the owner of the land at the Bellambi West Colliery Site; and
right to be issued with shares in Resource Pacific Holdings Limited,

On 15 May 2007, GPCL received 1,500,000 ordinary shares in Resource Pacific Holdings Limited (RPH Shares). Upon receipt of the RPH Shares, the Company discussed with all the unsecured creditors and noteholders who previously agreed in principal to the Original Proposal the possibility of early settlement. GPCL was successful in settling debts totaling in principal of $4,500,000 by transferring 1,100,000 ordinary RPH Shares to certain of the GPCL Group's unsecured creditors and debenture noteholders. In addition, GPCL also obtained the consent of another debenture noteholder, Great Pacific Equity Loan Pty Limited, an entity related to one of the directors of GPCL, to waive its entitlement to the repayment of the principal sum and interest applicable to the debenture note it held. All these parties will therefore not be parties to the debt restructuring and debt conversion proposals described below. This resulted in a debt forgiveness of $4,924,371 as disclosed in the income statement for the current year.

FOR THE YEAR ENDED 30 JUNE 2007

1. Summary of significant accounting policies (continued)

(a) Going concern (continued)

Subject to shareholder approval being given, the GPCL Group now proposes to settle several of its remaining debts by:

assigning its entitlement to the receivable from the owner of the land at the Bellambi West Colliery site to the remaining unsecured creditors and debenture noteholders in consideration for those unsecured creditors and debenture noteholders releasing and discharging the GPCL Group from all liability in respect of the debts that the GPCL Group owes to them (Debt Restructuring Proposal); and
one of the GPCL Group's creditors converting part of the debts owing to it into equity in GPCL (Debt Conversion Proposal).

The bank overdraft facility provided to the Company was reduced to $1,747,000 following the repayment from proceeds of sale of the land owned by GPC No. 6 (Barrack Point) Pty Limited. To further reduce this overdrawn amount, the 3 lots of land owned by GPC No. 5 (Wombarra) Pty Limited were put on the market with a sale contract on one lot exchanged on 17 August 2007 which is expected to be settled on or about 28 September 2007. The sale proceeds will also be used to repay part of this facility.

The financial report does not include any adjustments relating to the recoverability or classification of recorded asset amounts or classification of liabilities that might be necessary should the consolidated entity not be able to continue as a going concern.

In the event the Group is unable to continue as a going concern, it may be required to realise its assets and extinguish its liabilities other than in the normal course of business and at amounts different from those currently stated in this report.

(b) Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all entities controlled by Great Pacific Capital Limited ("the Company or Parent entity") as at 30 June 2007 and the results of all controlled entities for the financial year then ended.

Control exists where Great Pacific Capital Limited has the capacity to dominate the decision-making in relation to the financial and operating policies of another entity so that the other entity operates with Great Pacific Capital Limited to achieve the objectives of Great Pacific Capital Limited

Great Pacific Capital Limited and its controlled entities together are referred to in this financial report as the consolidated entity. The effects of all transactions between entities in the consolidated entity are eliminated in full.

(c) Revenue

Fees, commissions and interest income from the provision of financial services are recognised on an accrual basis.

FOR THE YEAR ENDED 30 JUNE 2007

1. Summary of significant accounting policies (continued)

(d) Taxation

(i) Income tax

The consolidated entity adopts the liability method of tax-effect accounting whereby the charge for current income tax expense is based on the profit for the year adjusted for any non-assessable or disallowed items. It is calculated using tax rates that have been enacted or are substantively enacted by the balance sheet date.

Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the income statement except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the economic entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

(ii) Tax consolidation regime

Great Pacific Capital Limited and its wholly owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. Each entity in the group recognises its own current and deferred tax liabilities, except for any deferred tax liabilities resulting from unused tax losses and tax credits, which are immediately assumed by the parent entity. The current tax liability of each group is then subsequently assumed by the parent entity. The group notify the Australian Tax Office that it had formed an income tax consolidated group to apply from 1 July 2006. The tax consolidated group has entered a tax sharing agreement whereby each company in the group contributes to the income tax payable in proportion to their contribution to the net profit before tax of the tax consolidated group.

(iii) Goods and Services Tax (GST)

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

(e) Investments

Non-current investments are measured on the cost basis. The carrying amount of non-current investments is reviewed annually by directors to ensure it is not in excess of the recoverable amount of these investments. The recoverable amount is assessed from the quoted market value for listed investments or the underlying net assets for other non-listed investments and reviewed for impairment.

(f) Receivables

Receivables are measured on cost basis and recorded upon payment of the amount recoverable. In the case of receivables from controlled entities, amounts are recorded upon the advance of loans or payments on their behalf.

Receivables and other debtors, including amount receivable from controlled entities, are assessed annually to determine the recoverable amounts. The difference between the recoverable amount and the original cost are provided for either as doubtful debts or impairment loss in the current year

FOR THE YEAR ENDED 30 JUNE 2007

1. Summary of significant accounting policies (continued)

(g) Land and buildings

Land and buildings are measured on the fair value basis, being the amount for which an asset could be exchanged between knowledgeable willing parties in an arm's length transaction. They will be revalued by an independent third party registered property valuer on a as required basis but at least once every three years.

(h) Depreciation

The depreciable amount of all fixed assets including buildings and capitalised lease assets, but excluding freehold land, is deprecated on a straight line basis over their useful lives to the economic entity commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.

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

Class of fixed asset	Depreciation rate
Office fittings	12 %
Computer equipment	25 %
Communication equipment	10 – 15 %
Furniture and fixtures	7.5 - 10 %

(i) Impairment of assets

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

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

(j) Employee benefits

Provision is made for the Company's liability for employee benefits arising from services rendered by employee to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits.

(k) Borrowing costs

Borrowing costs are recognised as expenses in the period in which they are incurred, except where they are included as part of the costs of acquiring land and building for redevelopment. Borrowing costs carried forward are amortised over the life of the loan or 5 years, whichever is earlier.

FOR THE YEAR ENDED 30 JUNE 2007

1. Summary of significant accounting policies (continued)

(l) Financial Instruments

Available-for-sale financial assets

(i) Recognition

Available-for-sale financial asset are reflected at fair value. Unrealised gains and losses arising from changes in fair value are taken directly to equity.

(ii) Fair value

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

(iii) Impairment

At each reporting date, the group assesses whether there is objective evidence that a financial instrument has been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in the income statement.

(m) Comparatives

Where required by Accounting Standards comparative figures have been adjusted to conform with changes in presentation for the current year.

FOR THE YEAR ENDED 30 JUNE 2007

2. Interest income and expense

		Consolidated	Consolidated	Parent entity	Parent entity
		2007	2006	2007	2006
		$	$	$	$
	Interest income
	Loans and advances	3,734,541	6,578,294	-	300,381
	Other	3,397	14,821	984	13,513
	Total interest income	3,737,938	6,593,115	984	313,894
	Interest expense
	Borrowings	3,230,850	3,825,845	2,245,442	2,692,712
	Other	13,246	83	7,725	49,150
	Total interest expense	3,244,096	3,825,928	2,253,167	2,741,862
3.	Fee and commission income and expense
	Fee and commission income
	Management fee	-	-	1,096,190	1,167,004
	Guarantor fee	995,000	845,000	995,000	845,000
	Total fee and commission income	995,000	845,000	2,091,190	2,012,004
	The management fee charged by GreatPacific Capital Limited to its controlledentities represents the fee for managingtheloanportfolioofthecontrolledentities and is based on a fixed rate of12% on the value of the loan portfolio.
	Application fee	-	10,000	-	10,000
	Total fee and commission expense	-	10,000	-	10,000
4.	Depreciation and amortisation
	Depreciation	5,679	5,011	5,679	5,011
	Amortisation – borrowing costs	-	3,943	-	-
		5,679	8,954	5,679	5,011

FOR THE YEAR ENDED 30 JUNE 2007

5. Income tax

	Note	Consolidated	Consolidated	Parent entity	Parent entity
		2007	2006	2007	2006
		$	$	$	$
(a) The components of tax expensecomprise:
Current tax		(3,389,209)	37,444	1,162,276	(456,796)
Deferred tax	13	4,243,188	(5,880,220)	(644,589)	8,892
Recoupment of prior year tax losses		-	30,866	-	-
(Over)/ under provision in respect of
prior years		(589,023)	(282)	(589,023)	-

		264,956	(5,812,192)	(71,336)	(447,904)
(b) The prima facie tax on profit / (loss) fromordinary activities before income tax isreconciled to the income tax as follows:
Prima facie tax payable on profit / (loss)from ordinary activities before income tax at30%:
- consolidated entity		1,601,090	(5,812,772)	-	-
- parent entity		-	-	235,987	(448,766)
- other members of the income taxconsolidated group		-	-	1,365,104	(5,364,006)
Tax effect of:					-
Realisation of assets		730,200	-	730,200	-
Other non-allowable items		-	862	-	862
Debt forgiveness not assessable		(1,477,311)	-	(448,500)	-
Allocation of income tax expense to whollyowned subsidiaries under the tax sharingagreement		-	-	(1,365,104)	5,364,006
Over provision for income tax in prior year		(589,023)	(282)	(589,023)	-
Income tax (benefit) / expense attributableto operating profit		264,956	(5,812,192)	(71,336)	(447,904)

6. Dividends and dividend franking account

No dividend (2006: $NIL) was declared in respect of the year ending 30 June 2007.

The balance of the franking account, which arises from income tax paid, after adjusting for any franking credits which will arise from the payment of income tax provided for in the financial statements and franking debits from the payment of dividends declared at the reporting date, is $3,002,990 (30 June 2006: $3,002,990).

FOR THE YEAR ENDED 30 JUNE 2007

7. Earnings per share

			Consolidated	Consolidated
			2007	2006
			Cents per share
Basic earnings per share			42.67	(114.12)
Diluted earnings per share			42.67	(114.12)
(a) Reconciliation of earnings to net profit			$	$
Net profit / (loss)			5,072,010	(13,563,714)
Earnings used in the calculation of basic earnings per share			5,072,010	(13,563,714)
Earnings used in the calculation of diluted earnings per share			5,072,010	(13,563,714)
			Number of share
(b) Weight average number of sharesWeighted average number of shares used in the calculations of basicearnings per share			11,885,500	11,885,500
Weighted average number of shares used in the calculations of dilutedearnings per share			11,885,500	11,885,500
(c) Classification of SecuritiesThere are no options outstanding at 30 June 2007.
Auditors' remuneration

	Consolidated2007	Consolidated2006	Parent entity2007	Parent entity2006

Total auditors' remuneration	68,236	60,415	68,236	60,415
- taxation services	1,364	5,000	1,364	5,000
- corporate advisory	11,295	4,000	11,295	4,000
- AGM attendance	700	2,460	700	2,460
- audit or review of statutory financial reports	54,877	48,955	54,877	48,955

9. Key management personnel compensation

(a) Names and positions held by key management personnel of the Company and Consolidated entity at any time during the financial year are:

Key Management Person	Position
Wong, Alfred	Chairman
Au-Yeung, Danny	Chief Executive Officer
Wong, Ivan	Director
Yeung, Edwin	Company Secretary & Financial Controller

FOR THE YEAR ENDED 30 JUNE 2007

9 Key management personnel compensation (continued) (b) Compensation practices

Currently no remuneration has been paid to the two non-executive directors.

The total compensation package of executives consists of the cash salary, non-cash benefits and superannuation contribution.

Cash salary is set by the service contract in line with the market rate for a comparable role in an organisation similar to the size of the Company. Cash salary is reviewed annually to ensure it remains competitive in the market but there is no guarantee of annual increases in the service contract. It will also be reviewed if the key personnel is promoted or takes on additional roles within the Company.

Non-cash benefits are prescribed benefit to be provided at the key management personnel's discretion. Prescribed benefits include the use of motor vehicle, reimbursement of the running cost and the use of car park in the office building.

The Company contributes to the key management personnel superannuation fund at the statutory prescribed rate which is currently at 9%. The contribution rate applies to the cash salary only.

The Company has set up a key management personnel and other personnel share option plan under which share options can be issued in lieu of payment for services or as rewards for performance.

During the year, no share options have been issued to any key management personnel.

(c) Key management personnel compensation

	Primary		Post employment	Equity	Total
	Salary &fees	Non cashbenefits	Superannuation	Options
Key management personnel
2007
Wong, Alfred	-	-	-	-	-
Au-Yeung, Danny	-	44,020	-	-	44,020
Wong, Ivan	-	-	-	-	-
Yeung, Edwin	150,000	63,169	13,500	-	226,669
Total	150,000	107,189	13,500	-	270,689
2006
Wong, Alfred	-	-	-	-	-
Au-Yeung, Danny	125,000	35,694	11,250	-	171,944
Wong, Ivan	-	-	-	-	-
Yeung, Edwin	141,667	56,660	12,750	-	211,077
Total	266,667	92,354	24,000	-	383,021

FOR THE YEAR ENDED 30 JUNE 2007

9. Key management personnel compensation (continued) (d) Shareholdings

Number of shares held by Key Management Personnel

	Balance as at1 July 2006	Received ascompensation	Optionsexercised	Net purchasesor sales	Balance as at30 June 2007
Wong, A	750,000	-	-	-	750,000
Au-Yeung, D	750,000	-	-	-	750,000
Wong, I	250,000	-	-	-	250,000
Yeung, E	4,000	-	-	-	4,000
Total	1,754,000	-	-	-	1,754,000

	Consolidated	Consolidated	Parententity	Parententity
	2007$	2006$	2007$	2006$
10. Cash and liquid assets
Cash and cash at bank	19,678	21,046	19,640	19,732
	19,678	21,046	19,640	19,732
11. Receivables
Interest on loans and advances	36,101,724	32,367,182	-	-
Provision for doubtful debts	(22,255,439)	(22,255,439)	-	-
Receivable from controlled entities	-	-	16,598,190	17,219,617
Receivable from controlled entities – taxrelated	-	-	-	1,885,205
Fee receivables	3,216,171	2,221,171	3,216,171	2,221,171
Other debtors	153,520	353,251	60,605	264,270
	17,215,976	12,686,165	19,874,966	21,590,263
12. Loans
Loans – other	9,093,956	9,686,604	-	-
Maturity analysis				-
Not longer than 3 month	-	-	-	-
Longer than 3 & not longer than 12 months	-	-	-	-
Longer than 1 and not longer than 5 years	9,093,956	9,686,604	-	-
	9,093,956	9,686,604	-	-

Included in the interest receivables above are $18,255,439 from the loan facility provided for the redevelopment project at the former Camperdown Children's Hospital. As the borrower of this loan facility was put into voluntary administration, the full amount of $18,255,439 has been included in the provision for doubtful debts since 2006.

The company has provided a loan facility to the owner of the land at the Bellambi West colliery site. The principal sum outstanding as at 30 June 2007 is $9,093,956. The related interest receivable and the guarantee fee on this loan as at 30 June 2007 is $21,062,456 and is included in the receivables balance above.

FOR THE YEAR ENDED 30 JUNE 2007

In July 2005, the borrower had signed a joint venture agreement with a reputable development company to develop the land at the Bellambi West colliery site.

An independent valuation report completed on 1 February 2007 estimated the valuation of the land to be in a range of $42 million to $52 million based on the following assumptions and conditions:

(a) the Valuation assumes that the re-zoning approval to allow the development of a minimum of 525 residential allotments will occur within a period of 24 months from the date of the Valuation;

(b) the Valuation assumes that separate title (Fee simple in possession) is available to each of the nominated parcels/zones and further, that access is/would be available 'on title' for both vehicular and services/infrastructure provision;

(c) the Valuation is done on the basis that on the date of valuation all remediation works have been carried out successfully and to the satisfaction of any relevant statutory local government or government authorities. This effectively imposes a condition on the Valuation that the land is completely environmentally clean and suitable for the commencement of residential construction without any further works needing to be carried out for remediation purposes. This approach assumes a clean environmental 'bill of health' for the subject land. Please note that as at the date of the Valuation no remediation works had been carried out;

(d) the Valuation assumes that no onerous conditions of approval would exist to hinder the development and sale of the land in a normal manner following successful rezoning and subsequent approval, i.e. the sale of the resultant retail allotments;

(e) the Valuation figure represents the aggregate total of the nominated parcels of land under valuation with a total area in gross of 35.05 hectares; and

(f) the Valuation relates only to the nominated parcels of land and makes no allowance for, or consideration of, any factors relating to the balance of the holding, i.e. the balance freehold and leasehold land. The assessment did not take into consideration the coal-mining operation or any matters relating to the viability, value or effect of the coal-mining operation upon any future or proposed use of the land in totality or the specified land under valuation.

This valuation of $42 million to $52 million is not sufficient to cover the senior debts of $39.8 million and the amount owing to the GPCL Group of $26.16 million secured by this land. Currently a $4 million provision for doubtful debts has been provided since the half year ended 31 December 2005.

As disclosed in the Directors' Report, a debt restructuring proposal will be put to the shareholders for approval whereby GPCL will assign its entitlement to the receivable from the owner of the land at the Bellambi West Colliery site to the remaining unsecured creditors and debenture noteholders in consideration for those unsecured creditors and debenture noteholders releasing and discharging the GPCL Group from all liabilities in respect of the debts that the GPCL Group owes to them. A shareholders' meeting is expected to be held in October / November 2007 to consider this proposal and if approved, GPCL will no longer be entitled to this receivable.

FOR THE YEAR ENDED 30 JUNE 2007

13. Tax

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
a. Liabilities
Current
Income tax	-	37,444	-	37,444
Non current
Deferred liability comprises:
Fee receivable	4,887,609	4,887,609	-	-
Interest receivable	5,353,885	-	-	-
Devaluation adjustment taken directlyto equity	96,180	302,394	-	-
Total	10,337,674	5,190,003	-	-
b. Assets
Deferred tax assets comprise:
Provisions	6,688,103	6,694,949	11,471	18,317
Impairment of investment	678,000	468,000	-	-
Interest payable	939,506	-	665,961	-
Tax losses	3,868,073	-	3,868,073	-
Other	72,015	103,975	26,526	41,052
	12,245,697	7,266,924	4,572,031	59,369
c. Reconcilliations
i. Gross Movements
The overall movement in the deferredtax account is as follows:
Opening balance	2,076,921	(3,893,299)	59,369	68,261
(Charge)/credit to income statement	(4,243,185)	5,880,220	644,589	(8,892)
Charge to equity	206,214	90,000	-	-
Tax losses	3,868,073	-	3,868,073	-
Closing balance	1,908,023	2,076,921	4,572,031	59,369

FOR THE YEAR ENDED 30 JUNE 2007

13. Tax (continued)

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
ii. Deferred tax liability
The movement in deferred tax liabilityfor each temporary difference duringthe year is as follows:
Fee receivable:
Opening balance	4,887,609	4,202,076	-	-
Charged to the income statement	-	685,533	-	-
Closing balance	4,887,609	4,887,609	-	-
Interest receivable
Opening balance	-	-	-	-
Charged to the income statement	5,353,885	-	-	-
Closing balance	5,353,885	-	-	-
Devaluation / (Revaluation)adjustment taken directly to equity
Opening balance	302,394	392,394	-	-
(Credited) / debited directly to equity	(206,214)	(90,000)	-	-
Closing balance	96,180	302,394	-	-
iii. Deferred tax assetsThe movement in deferred assets foreach temporary difference during theyear is as follows:
Provisions
Opening balance	6,694,949	611,858	18,317	11,858
(Charged) / Credit to the incomestatement	(6,846)	6,083,091	(6,846)	6,459
Closing balance	6,688,103	6,694,949	11,471	18,317
Impairment of property, plant andequipment
Opening balance	468,000	-	-	-
Credited to the income statement	210,000	468,000	-	-
Closing balance	678,000	468,000	-	-
Interest payable
Opening balance	-	-	-	-
Credited to the income statement	939,506	-	665,961	-
Closing balance	939,506	-	665,961	-
Other
Opening balance	103,975	89,313	41,052	56,503
(Charged) / Credited to the income
statement	(31,960)	14,662	(14,526)	(15,451)
Closing balance	72,015	103,975	26,526	41,052

FOR THE YEAR ENDED 30 JUNE 2007

		Consolidated	Consolidated	Parent entity	Parent entity
		2007$	2006$	2007$	2006$
14. Financial Assets
Available-for-sale financial assets		700,000	700,000	700,015	-
Available-for-sale financial assetscomprise:
Listed investments, at fair value
- shares in listed corporations		824,000	1,560,000	824,000	-
Less: Impairment loss		-	(1,560,000)	-	-
		824,000	-	824,000	-
Unlisted investment, at cost
- shares in other corporations		700,000	700,000	-	-
Less: Impairment loss		(700,000)	-	-	-
Investment in controlled entities	23	-	-	15	15

The impairment loss provided against the unlisted investment related to the units in the trust that owns the land at the Bellambi West Colliery site.

The listed investment represents 1,500,000 shares in Resource Pacific Holdings Ltd (RPH Shares) received for nil consideration. These shares have been revalued to fair value being market price of $1.75 on the day of issue. Upon receipt of the RPH Shares, the Company then transferred 1,100,000 of the shares to certain unsecured creditors and debenture noteholders in settlement of outstanding debt as disclosed in review of operation in the Directors' Report. The balance of the shares on hand has been revalued to fair value of $2.06 as at 30 June 2007.

FOR THE YEAR ENDED 30 JUNE 2007

15. Property, plant and equipment

	Consolidated	Consolidated	Parent entity	Parent entity
	2007$	2006$	2007$	2006$
Land
At independent valuation	1,455,000	3,000,000	-	-
	1,455,000	3,000,000	-	-
Furniture, fixtures and fittings, at cost	34,712	34,712	34,712	34,712
Accumulated depreciation	(9,512)	(5,406)	(9,512)	(5,406)
Written down value	25,200	29,306	25,200	29,306
Computer and other equipment, at cost	30,855	30,584	30,855	30,584
Accumulated depreciation	(28,187)	(26,614)	(28,187)	(26,614)
Written down value	2,668	3,970	2,668	3,970
	1,482,868	3,033,276	27,868	33,276

Valuations

The independent valuations of land and buildings were based on an estimated selling price by a real estate agent and the actual selling price achieved in a disposal subsequent to 30 June 2007.

The net decrement arising from the valuations has been transferred to the asset revaluation reserve.

Reconciliations

(a)	Land
	Balance at the beginning of the year	3,000,000	3,300,000	-	-
	Additions	-	-	-	-
	Disposals	(1,100,000)	-	-	-
	Devaluation during the year	(445,000)	(300,000)	-	-
	Balance as at the end of the year	1,455,000	3,000,000	-	-
	(b) Furniture, fixtures and fittings
	Balance at the beginning of the year	29,306	33,412	29,306	33,412
	Additions	-	-	-	-
	Depreciation expense	(4,106)	(4,106)	(4,106)	(4,106)
	Balance as at the end of the year	25,200	29,306	25,200	29,306
(c)	Computer and other equipment
	Balance at the beginning of the year	3,970	4,875	3,970	4,875
	Additions	271	-	271	-
	Depreciation expense	(1,573)	(905)	(1,573)	(905)
	Balance as at the end of the year	2,668	3,970	2,668	3,970

FOR THE YEAR ENDED 30 JUNE 2007

16. Trade & other payables

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
Accrued expenses	178,618	46,819	173,711	46,707
Sundry creditors	192,163	20,268	98,320	25,267
Payable to controlled entities – tax related	-	-	1,536,681	-
Interest payable on debenture notes	911,815	1,646,701	-	-
Interest payable on borrowings	2,219,872	1,220,770	2,219,872	1,220,770
	3,502,468	2,934,558	4,028,584	1,292,744
17. Provisions – annual leave
Opening balance	61,057	39,526	61,057	39,526
Additional provisions	-	39,002	-	39,002
Reduction of provisions	(14,721)	-	(14,721)	-
Amounts used	(8,099)	(17,471)	(8,099)	(17,471)
Closing balance	38,237	61,057	38,237	61,057
18. Financial liabilities
Promissory and debenture notes	2,350,000	5,360,000	-	-
Other short term financial liabilities	9,833,116	11,293,116	9,833,116	11,293,116
	12,183,116	16,653,116	9,833,116	11,293,116
Maturity analysis
Not longer than 3 months	6,943,116	6,510,000	4,593,116	3,000,000
Longer than 3 and not longer than 12
months	240,000	5,143,116	240,000	3,293,116
Longer than 1 and not longer than 5 years	5,000,000	5,000,000	5,000,000	5,000,000
	12,183,116	16,653,116	9,833,116	11,293,116

The debenture notes are repayable at various maturity dates and secured by floating charges over assets of the controlled entities issuing these notes. Interest is payable monthly in arrears with rates ranging from 5% per annum to 6% per annum.

Bonus payments with rates ranging from 9% to 15% are payable upon maturity of the debenture notes. Subject to shareholder approval being given, the GPCL Group now proposes to settle several of its remaining debts by:

assigning its entitlement to the receivable from the owner of the land at the Bellambi West Colliery site to the remaining unsecured creditors and debenture noteholders in consideration for those unsecured creditors and debenture noteholders releasing and discharging the GPCL Group from all liability in respect of the debts that the GPCL Group owes to them (Debt Restructuring Proposal); and
one of the GPCL Group's creditors converting part of the debts owing to it into equity in GPCL (Debt Conversion Proposal).

FOR THE YEAR ENDED 30 JUNE 2007

19. Issued capital

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
11,885,500 ordinary shares (2006:	$	$	$	$
11,885,500)	4,735,500	4,735,500	4,735,500	4,735,500

Ordinary shares entitle the holder to participate in the dividends and the proceeds on winding up in proportion to the number of and amounts paid on the shares held.

At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

20. Reserves

Asset revaluation reserve

The asset revaluation reserve records revaluation of non-current assets.

Asset realisation reserve

The asset realisation reserve records realised gains on sales of non-current assets.

Financial asset reserve

The financial asset reserve records the value of shares issued to Great Pacific Capital Limited at no consideration.

21. Investments in controlled entities

Name of Entities	Place of Incorporation	Class of Shares	Equity Holding
GPC No. 1 (City Quarter) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 2 (Camperdown) Pty Ltd	ACT, Australia	Ordinary	100%
GPC No. 3 (Huntley) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 4 (North Sydney) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 5 (Wombarra) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 6 (Barrack Point) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 7 Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 8 (Bulli) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 9 (Shell Harbour) Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 10 Pty Ltd	NSW, Australia	Ordinary	100%
GPC No. 11 Pty Ltd	ACT, Australia	Ordinary	100%
GPC No. 12 Pty Ltd	ACT, Australia	Ordinary	100%
GPC No. 13 (Balmoral) Pty Ltd	NSW, Australia	Ordinary	100%
GPC Equipment Pty Ltd	NSW, Australia	Ordinary	100%
GPC Mineral Investments Pty Ltd	NSW, Australia	Ordinary	100%
GPC Finance Pty Ltd	NSW, Australia	Ordinary	100%

There has been no change in investment in controlled entities between 2007 and 2006.

FOR THE YEAR ENDED 30 JUNE 2007

22. Related parties

Directors

The names of persons who were Directors of Great Pacific Capital Limited at anytime during the financial year are as follows:

Mr Alfred Wong, Mr Danny Au-Yeung and Mr Ivan Wong.

Directors' holdings of shares and options

	Ordinaryshares	Share options	Ordinaryshares	Share options
	Number held	Number held	Number held	Number held
	2007	2007	2006	2006
The interests of Directors of theconsolidated entity and their relatedentities in shares and share options ofthe Company	1,750,000	-	1,750,000	-

Other Directors related transactions

Other than those transactions disclosed in this note and the remunerations received by Directors as disclosed in remuneration report on pages 12 to 13 of the Directors' Report and in Note 9 to the financial statements, there are no other Directors related transactions entered into by the consolidated entity during the financial year ended 30 June 2007 and the previous financial period ended 30 June 2006.

Wholly-owned group

The wholly-owned group consists of Great Pacific Capital Limited and its wholly-owned controlled entities set out in note 21.

Transactions between Great Pacific Capital Limited and other entities in the wholly-owned group during the financial year consisted of:

(a) Loans advanced by Great Pacific Capital Limited and its controlled entities.
(b) Loans repaid to Great Pacific Capital Limited and its controlled entities.
(c) The payment of interest on the above loans.
(d) Management fees payable to Great Pacific Capital Limited by its controlled entities for managing their loan portfolio.

There are no fixed terms for the repayment of principal on loans advanced between entities within the consolidated group. The management fee is charged at a fixed rate of 12% based on the value of loan portfolio.

Aggregate amounts included in the determination of the operating profit before income tax that resulted from transactions with entities in the wholly-owned group are as follows:

	Parent entity	Parent entity
	2007	2006
	$	$
Management fee income	1,096,190	1,167,004
Aggregate amounts receivable / payable to entities in the wholly-ownedgroup at balance date
Receivable from controlled entities
operating expenses	16,598,190	17,219,617
tax related	(1,536,681)	1,885,205
	15,061,509	19,104,822

FOR THE YEAR ENDED 30 JUNE 2007

22 Related parties (continued)

Other related entities

(a) Great Pacific Equity Loan Pty Limited is a company owned by one of the Directors of Great Pacific Capital Limited, Mr Danny Au-Yeung and is regarded as a related entity.

Transactions between Great Pacific Capital Limited and its controlled entities and Great Pacific Equity Loan Pty Limited during the financial year consisted of:

(i) Investments by Great Pacific Equity Loan Pty Limited in the consolidated entity.
(ii) The payment of interest on the above investments and loans.

Investments by Great Pacific Equity Loan Pty Limited are in the form by debenture notes issued by GPC Finance Pty Limited under the same terms and conditions as those issued to all other third party investors.

Aggregate amounts included in the determination of the operating profit before income tax that resulted from transactions with Great Pacific Equity Loan Pty Limited:

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
Interest paid on debenture notes	19,831	87,350	-	-
Interest paid on loan advances	-	-	-	-
Total	19,831	87,350	-	-
Aggregate amounts payable to GreatPacific Equity Loan Pty Limited atbalance date:
Debenture notes	-	510,000	-	-
Loan advances	-	-	-	-
Total payable	-	510,000	-	-

During the year, Great Pacific Equity Loan Pty Limited agreed to waive its entitlement to the repayment of the principal sum and interest applicable to the debenture note it held amounting to $762,108.

(b) Mr Alfred Wong and Mr Danny Au-Yeung are also directors of Bellpac Pty Limited, a Company owned by the Balgownie Coal Investment Trust and is regarded as a director related entity. Loan facilities were provided to Bellpac Pty Limited by GPC No. 8 and GPC No. 11 as disclosed in notes 11 and 12 to the financial statements.
(c) Mr Alfred Wong and Mr Danny Au-Yeung are also directors of Green Pacific Energy Limited, an ASX listed company which shares the same office as the Company and is regarded as a director related entity. Mr Alfred Wong, also owns shares in Green Pacific Energy Limited through his company, Great Pacific Finance Pty Limited. There is no outstanding amount receivable from Green Pacific Energy Limited for shared office expenses as this company was put in liquidation on 20 September 2006 and has not operated since then.
(d) Mr Alfred Wong and Mr Ivan Wong are directors of Great Pacific Finance Pty Limited, a company which shares the same office as the Company and is regarded as a director related entity. The amount receivable from Great Pacific Finance Pty Limited as at 30 June 2007 for shared office expenses was $903 (30 June 2006: $NIL).

FOR THE YEAR ENDED 30 JUNE 2007

23. Notes to the statement of cash flows

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
(a) Reconciliation of cash flow from operations withprofit / (loss) after income tax
Profit / (Loss) after income tax	5,072,010	(13,563,714)	857,956	(1,047,982)
Cash flows excluded from profitattributable to operating activities
Capitalised expenditure	-	(3,864)	-	-
Non-cash flows in profit:
Amortisation	-	3,943	-	-
Depreciation	5,679	5,011	5,679	5,011
Impairment loss	700,000	1,560,000	-	-
Capitalised interest	-	99,517	-	99,517
Tax effect on reserve	(170,700)	(302,394)	(37,200)	-
Adjustment to deferred tax asset	-	15,825	-	15,825
Debt forgiveness	(4,924,371)	-	(1,495,000)	-
Realised gain	(191,000)	-	(191,000)	-
Other	(3,085,000)	(937)	(75,000)	-
Changes in assets and liabilities:
Increase in interest receivable	(3,734,540)	(4,231,985)	-	-
(Increase) / decrease in otherreceivables	(750,434)	(2,888,438)	3,298,076	644,988
Decrease / (Increase) in other	3,459,957	(6,581,578)	489,834	625,978
Increase in interest payable	264,215	889,543	999,101	148,161
Increase in payables	252,374	14,882	154,340	31,286
Decrease in provisions for tax	(3,353,936)	(96,971)	(3,353,936)	(96,971)
Increase / (decrease) in provisions	5,429,051	21,264,897	14,379	(4,180,544)
Cash (outflow) / inflow from
operations	(1,026,695)	(3,816,263)	667,229	(3,754,731)
(b) Reconciliation of cashFor the purpose of the Statement of Cash Flows, cashat the end of the financial year is reconciled to thefollowing items in the Balance Sheet:
Cash and cash at bank	19,678	21,046	19,640	19,732
Bank overdraft	(1,759,648)	(2,966,315)	(1,759,648)	(2,966,315)
	(1,739,970)	(2,945,269)	(1,740,008)	(2,946,583)
(c) Bank overdraft facility
Bank overdraft facility	1,747,000	3,000,000	1,747,000	3,000,000
Amount utilised	(1,759,648)	(2,966,315)	(1,759,648)	(2,966,315)
	(12,648)	33,685	(12,648)	33,685

The bank overdraft facility was secured by first mortgage over land and buildings of the consolidated entities. The overdrawn amount on the facility was due to interest charged which was subsequently paid in July 2007.

FOR THE YEAR ENDED 30 JUNE 2007

24. Segment information

The consolidated entity operates in one geographical segment, being Australia and in one business segment, being the provision of subordinated debt facilities in funding residential and commercial property development.

25. Events occurring after reporting date

On 17 August 2007 the sale contract on one lot of the land owned by GPC No. 5 (Wombarra) Pty Limited was exchanged. This contract isexpected to be settled on or about 28 September 2007.

Other than those disclosed above, there are no matters or circumstances that have arisen since 30 June 2007 that have significantly affect, or may significantly affect:

(a) The consolidated entity's operations in the future financial years, or
(b) The results of those operations in future financial years, or
(c) The consolidated entity's state of affairs in the future financial years.

26. Contingencies

Litigations

In the normal course of business operations, Great Pacific Capital Limited and its controlled entities enter into various types of business contracts that may give rise to contingent liabilities. As at 30 June 2007, there are no outstanding legal claims.

Guarantees Provided

Some entities within the consolidated entity have provided guarantees to third parties in relation to the performance and obligations of certain borrowers or other entities within the consolidated entity in respect to loan facility provided to the owner of the Bellambi West Colliery site. The guarantees are for the term of the facility. The periods covered by the guarantees range from 3 to 5 years. The consolidated entity charges a guarantee fee based on the amount of the facility for providing such guarantees.

The total value of the facilities provided whereby guarantees have been provided to third parties amounted to $39.8 million (2006: $33.8million). This amount represents the maximum exposure to the consolidated entity.

27. Lease commitments

Non-cancellable operating lease contracted for but not capitalised in the financial statements:

	Consolidated	Consolidated	Parent entity	Parent entity
	2007	2006	2007	2006
	$	$	$	$
Payable
Not later than 1 year	65,126	126,940	65,126	125,772
Later than 1 year but not later than 5 years	356,220	661,263	356,220	652,921
More than 5 years	45,199	226,873	45,199	226,873
	466,545	1,015,076	466,545	1,005,566

The property lease is a non-cancellable lease with a ten year term, with rent payable monthly in advance. The lease agreement provides for rent to be increased by 4 % per annum. There is an option to extend the lease term for four years.

The lease allows for subletting and assignment of the lease to third parties by obtaining written consent from the lessor.

FOR THE YEAR ENDED 30 JUNE 2007

28. Financial instruments

(a) Financial risk management

The group's financial instruments consist mainly of deposits with banks, accounts receivable and payable, loans to and from related parties as well as external parties and debenture notes.

(i) Financial Risks

The main risks the group is exposed to through its financial instruments are interest rate risk, liquidity risk and credit risk.

Interest rate risk

Interest rate risk is managed with fixed rate debt. At 30 June 2007 100% of group's debt is fixed.

Liquidity risk

The group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate unutilised borrowing facilities are maintained.

Credit risk

The maximum exposure to credit risk, excluding the value of any colletral or other security, at balance date to recognise financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance sheet and notes to the financial statements.

(b) Financial instruments

(i) Interest rate risk

The consolidated entity's exposure to interest rate risk, which is the risk that a financial instrument's value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and liabilities, is as follows::

			Consolidated
	Floating		Fixed interest rate maturing inNon interest			Total	Weighted
	interestrate	1 year orless	Over 1 to5 years	Morethan 5years	bearing		averageinterestrate
	$	$	$	$	$	$	%
30 June 2007Financial assets
Cash	19,678	-	-	-	-	19,678	2.13
Receivables	-	-	-	-	17,088,920	17,088,920
Loans	-	-	9,093,956	-	-	9,093,956	15.00
	19,678	-	9,093,956	-	17,088,920	26,202,554
Financial liabilities
Bank overdraft	1,759,648	-	-	-	-	1,759,648	8.50
Payables	-	-	-	-	3,287,379	3,287,379
Debenture notes	-	2,350,000	-	-	-	2,350,000	20.00
Other short termborrowings	-	4,833,116	5,000,000	-	-	9,833,116	16.55
	1,759,648	7,183,116	5,000,000	-	3,287,379	17,230,143

FOR THE YEAR ENDED 30 JUNE 2007

28. Financial instruments (continued)

(b) Financial instruments (continued)

(i) Interest rate risk (continued)

			Consolidated
	Floating		Fixed interest rate maturing in		Non interest	Total	Weighted
	interestrate	1 year orless	Over 1 to5 years	Morethan 5years	bearing		averageinterestrate
	$	$	$	$	$	$	%
30 June 2006Financial assets
Cash	21,046	-	-	-	-	21,046	0.56
Receivables	-	-	-	-	12,686,165	12,686,165
Loans	-	-	9,686,604	-	-	9,686,604	15.00
	21,046	-	9,686,604	-	12,686,165	22,393,815
Financial liabilities
Bank overdraft	2,966,315	-	-	-	-	2,966,315	8.50
Payables	-	-	-	-	2,868,707	2,868,707
Debenture notes	-	5,360,000	-	-	-	5,360,000	20.00
Other short termborrowings	-	11,293,116	-	-	-	11,293,116	22.04
	2,966,315	16,653,116	-	-	2,868,707	22,488,138

(b) Net fair values

The net fair values of financial assets and liabilities are either equal to or approximate their carrying amounts. The carrying amounts of all financial assets and liabilities are reviewed to ensure they are not in excess of the net fair value.

FOR THE YEAR ENDED 30 JUNE 2007

29. Financial results as compared to preliminary results reported under appendix 4E

The operating results for the year was a net profit after tax of $3,594,698 as compared to the preliminary result of a net profit after tax of $3,747,398 reported under Appendix 4E lodged with ASX on 31 August 2007. The increase in the profit was due to a decrease in income tax expense of $1,324,612.

	Consolidated
	2006
Net profit after tax reported underAppendix 4E	$3,747,398
Correction to income tax expense	1,324,612
Net profit after tax reported in thisfinancial report	5,072,010

30. Company details

DIRECTORS' DECLARATION

In the opinion of the Directors of Great Pacific Capital Limited:

1. the financial statements and notes, set out on pages 16 to 43 are in accordance with the Corporations Act 2001:
- (a) give a true and fair view of the financial position of the Company and consolidated entity as at 30 June 2007 and of their performance for the financial year ended on that date; and
- (b) comply with Accounting Standards and the Corporation Regulations 2001; and
1. the Chief Executive Officer and Chief Finance Officer have each declared that:
- (a) the financial records of the company for the financial year have been properly maintained in accordance with section 286 of the Corporations act 2001;
- (b) the financial statements and notes for the financial year comply with the Accounting Standards, and
- (c) the financial statements and notes for the financial year give a true and fair view; and
1. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. As disclosed in note 1(a) to the financial statements, this is based on the following steps:
- (a) the Company was successful in settling debts totalling in principal $4,500,000 together with the applicable interest payable by transferring 1,100,000 ordinary shares in Resource Pacific Holdings Limited the Company received on 15 May 2007;
- (b) the Company has prepared relevant documents to put forward the Debt Restructuring and Debt Conversion Proposal for shareholders approval which will enable the Company to settle most of its unsecured debts.
- (c) use the remaining shares in RPH to secure a loan facility of $300,000 which can be drawn down progressively when required to meet ongoing working capital requirements.
- (d) placed the subdivided (3 blocks) property at Wombarra on the market for sale to repay the bank overdraft facility. Sale contracts for one of the 3 lots was exchanged on 17 August 2007 and is scheduled to be settled on or about 28 September 2007.

The Group's short term viability is dependent upon the ongoing support of its lenders, debenture note holders and ultimately the approval of the shareholders for the proposed debt restructuring.

The Group's mid to long term future is dependent upon the successful completion of the proposed debt restructuring and subsequent expansion program to be proposed.

Signed at Sydney this 28th day of September 2007 in accordance with a resolution of the Directors.

Alfred Wong Director

Danny Au-Yeung Director

SHAREHOLDER INFORMATION

Restriction on Shares

There are no shares under escrow as at 30 June 2007.

Major Shareholders

At 17 September 2007, the 20 largest holders of Ordinary Shares held 9,489,760 shares equal to 79.84 percent of the total number of shares on issue.

Major shareholders	Number of shares	%
Skyworth Investments Limited	1,700,000	14.30%
Ace Bond Capital Limited	807,500	6.79%
Graham Werry	750,000	6.31%
Alfred Wong	750,000	6.31%
Danny Au-Yeung	750,000	6.31%
Nels Tong	681,750	5.74%
Edessa Holdings Pty Limited	604,500	5.09%
Osmond Kwok	502,000	4.22%
Bernard Chiu	500,000	4.21%
Master Max Far East Limited	500,000	4.21%
Surich Investments Ltd	345,460	2.91%
Helen Ho	285,200	2.40%
Ivan Wong	250,000	2.10%
Paul Ho	200,000	1.68%
Carolyn Wong	166,100	1.40%
Decision Technology Pty Ltd	157,825	1.33%
David & Catherine Hewett Pty Ltd	152,400	1.28%
Golden Peace Investment Limited	140,000	1.18%
Mrs Beatrice Sutton	130,025	1.09%
Mr Trevor Neil Hay	117,000	0.98%
	9,489,760	79.84%

Substantial Shareholders

At 17 September 2007, the following shareholders were regarded as substantial shareholders:

	Number of Shares
Skyworth Investments Limited	1,700,000
Ace Bond Capital Limited	807,500
Graham Werry	750,000
Alfred Wong	750,000
Danny Au Yeung	750,000
Nels Tong	681,750
Edessa Holdings Pty Limited	604,500

Shareholder Information (continued)

Distribution of Shareholdings

At 31 August 2007, the distribution of shareholdings was as follows:

Range	Number ofholders	% of holders	Number ofshares	% of shares
1 – 1,000 shares	8	2.72	4,847	0.04
1,001 – 5,000 shares	203	69.05	450,207	3.79
5,001 – 10,000 shares	22	7.48	191,222	1.61
10,001 – 100,000 shares	36	12.24	1,539,364	12.95
100,001 shares and over	25	8.51	9,699,860	81.61
	294	100.00	11,885,500	100.00

As at 31 August 2007, there were 220 shareholders with less than a marketable parcel of ordinary shares totalling 517,234 shares.

Voting Rights of Shareholders

All fully paid ordinary shareholders are entitled to vote at any meeting of the members of the Company and their voting rights are on:

show of hands one vote per shareholder; and
poll one vote per full paid ordinary share.

Registered Office

Level 23, Angel Place 123 Pitt Street Sydney NSW 2000

GPO Box 3364 Sydney NSW 2001

Telephone 02 9202 3000 Facsimile 02 9202 3098

Company Secretary

Edwin Yeung

Share Registry

Computershare Investor Services Pty Limited Level 3 60 Carrington Street Sydney NSW 2000

Mailing Address GPO Box 7045 Sydney NSW 2001

Telephone 1300 855 080 Facsimile 02 8234 5050

Website www.computershare.com

Stock Exchange Listed Securities

Great Pacific Capital Limited's ordinary shares are listed on the Australian Stock Exchange under Security Code GRP.

AI assistant

REDCASTLE RESOURCES LIMITED — Annual Report 2007

65668_rns_2007-09-27_b06336a2-c87e-4481-a55f-084369f9eaba.pdf

GREAT PACIFIC CAPITAL LIMITED ABN 57 096 781 716 AND ITS CONTROLLED ENTITIES FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2007

CONTENTS

CORPORATE GOVERNANCE STATEMENT

Background

Principle 1: Lay solid foundations for management and oversight

Principle 2: Structure the Board to add value

Board composition

Alfred Wong (Age 46)

Danny Au-Yeung (Age 47)

Term of office

Personal interests & conflicts

Independent professional advice

Nomination responsibilities

Principle 3: Promote ethical and responsible decision-making

Code of Conduct & Ethics

Share trading policy

Principle 4: Safeguard integrity in financial reporting

Sign-off by Chief Executive Officer and Chief Financial Officer

Audit & Risk Management Committee – audit responsibilities

Principle 5: Make timely and balanced disclosure

Principle 6: Respect the rights of shareholders

Communication to shareholders

Annual General Meeting

Principle 7: Recognise and manage risk

Risk management responsibilities

Sign-off by Chief Executive Officer and Chief Financial Officer

Principle 8: Encourage enhanced performance

Performance evaluation

Monthly financial results

Director induction and training

Principle 9: Remunerate fairly and responsibly

Remuneration responsibilities

Board remuneration

Executive remuneration

Principle 10: Recognise the legitimate interests of stakeholders

DIRECTORS' REPORT

Directors

Principal activity

Results

Dividends

Review of operations

DIRECTORS' REPORT

Review of operations (continued)

Likely developments and expected results of operations

Significant changes in the state of affairs

Matters subsequent to the end of financial year

Insurance of directors and officers

Information on Directors

Danny Au-Yeung (Age 47) FCCA (UK)ASCPA

Ivan Wong (Age 44)

Particulars of Directors interest in shares and options of the Company

Information on Company Secretary

Edwin Yeung ASCPA, FCCA (UK), HKCPA

Meetings of Directors

Remuneration Report

A. Principles used to determine the nature and amount of remuneration

Non executive Directors

Executive Directors and executives

B. Executive pay

(a) Base pay

(b) Benefits

(c) Superannuation contribution

C. Share options

D. Key management personnel remuneration

E. Shareholdings

Environmental regulations

Non-Audit Services

Auditor's Independence Declaration

Proceedings on behalf of Company

INCOME STATEMENT

BALANCE SHEET

STATEMENT OF CHANGES IN EQUITY

CASH FLOW STATEMENT

1. Summary of significant accounting policies

Basis of Preparation

(a) Going concern

1. Summary of significant accounting policies (continued)

REDCASTLE RESOURCES LIMITED Annual Report 2007