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REDCASTLE RESOURCES LIMITED — Interim / Quarterly Report 2010
Mar 30, 2011
65668_rns_2011-03-30_73225f27-378a-4ad5-ac68-5adb11816910.pdf
Interim / Quarterly Report
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GRP CORPORATION LIMITED
(Formerly GREAT PACIFIC CAPITAL LIMITED) ABN 57 096 781 716 AND ITS CONTROLLED ENTITIES FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2009
CONTENTS
| Page No. | |
|---|---|
| Directors' Report | 1 |
| Auditor's Independence Declaration | 3 |
| Consolidated Statement of Comprehensive Income | 4 |
| Consolidated Statement of Financial Position | 5 |
| Consolidated Statement of Changes in Equity | 6 |
| Consolidated Statement of Cash Flows | 7 |
| Notes to the Financial Statements | 8 |
| Directors' Declaration | 13 |
| Independent Review Report | 14 |
DIRECTORS' REPORT
GRP Corporation Limited (formerly 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 2, 350 Kent Street, Sydney, NSW 2000. The previous registered office and place of business was Level 23, 123 Pitt Street, Sydney NSW 2000.
The Directors present their report on the consolidated entity consisting of GRP Corporation Limited and the entities it controlled for the half year ended 31 December 2009.
Directors
The following persons held office as Directors during or since the end of the half year ended 31 December 2009:
Mark Rowbottam (appointed 4 November 2010) Miguel Laborde (appointed 4 November 2010 Steve Nicols (appointed 4 November 2010)
Alfred Wong, A (removed 4 Nov 2010) Danny Au-Yeung (resigned 5 Mar 2010) Ivan Wong, I (removed 4 Nov 2010)
Results and review of operations
The Company had previously disclosed its concern in relation to the slowdown of property development activities and the flow on effect on demand for subordinated loan facilities.
The slow down significantly impacted the performance of the Company and on 9 May 2008 the Company's securities were suspended from official quotation on the ASX after attempts from the Directors to recapitalise the company failed.
The Company's securities remain suspended.
In the ensuing period the former Directors sought (unsuccessfully) to recapitalise the Company and eventually the Company was placed into voluntary administration on 13 May 2010 by appointing Murray Godfrey of RMG Partners Business Solutions ('RMG') as administrator under section 436A of the Corporations Act 2001.
In the period May 2010 to October 2010 the company operated in administration, managed by Murray Godfrey of RMG.
On 4 November 2010, the Company removed the remaining Directors and elected new Directors as well as passing a resolution to change its name to GRP Corporation Limited. A deed of arrangement and creditors trust with its creditors was also executed. The Company extinguished its liabilities and removed itself from administration on the same day.
The stated purpose of the company on exit from administration is to recapitalise and to seek opportunities to enable the reinstatement of its securities to Official Quotation on the ASX. The company is focusing on opportunities in the Iron Ore, Gold and Energy sectors.
DIRECTORS' REPORT
The company's net profit of the consolidated entity after applicable income tax was a loss of $6,918 (2008: loss of $84.821).
As stated above, the former Directors sought to revitalise the activities of the Company with further recapitalisations during the period. However they were unsuccessful and as a consequence there was no new activity in relation to funding of residential, commercial property and infrastructure projects during the period. In the event the Group was 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.
Events Subsequent to Balance Date
On 13 May 2010, the company under section 436A of the Corporations Act 2001, appointed Murray Godfrey of RMG Partners Business Solutions as administrator.
On 4 November 2010, the shareholders unanimously approved the following resolutions proposed at the General Meeting of GRP Corporation Limited including:
i) Allotment and issue of 100 million shares, raising $30,000 from an investor group comprising of the directors and/or their nominees;
- ii) Allotment and issue of 100 million shares, raising $600,000 from an unrelated investors;
- iii) Removal of previous Directors and Company Secretary;
- iv) Election of Mr Steve Nicols, Mr Mark Rowbottam and Mr Miguel Laborde as Directors;
- v) Appointment of Mr Steve Nicols as Company Secretary:
- vi) Change of the company name to GRP Corporation Limited
On 4 November 2010, the Company executed a deed of arrangement and creditors trust with its creditors and extinguished all liabilities and removed itself from Administration. The payment made to the creditors trust under the deed of arrangement to extinguish all liabilities was $ 83,293.
On 4 March 2011, the company announced it signed a binding agreement to acquire Cady Energy Pty Ltd (CADY) an Australian company which owns the Hanging Woman project in the Powder River Basin in Wyoming USA. On receipt of all of the relevant purchases, the company will acquire 100% of the issued capital of CADY in return for the shareholders of CADY receiving 90 million shares in GRP Corporation and options to acquire a further 11.25 million shares, exercisable at 20 cents. The options will expire on 30 June 2014.
Other than those disclosed above, there are no other matters or circumstances that have arisen since 31 December 2009 that have significantly affect, or may significantly affect:
- The consolidated entity's operations in the future financial years, or
- The results of those operations in future financial years, or
- The consolidated entity's state of affairs in the future financial years. $\bullet$
Auditor's Independence Declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 3.
Signed this $\frac{1}{4}$ th day of March 2011 in accordance with a resolution of the Directors.
Mark Rowbottam Director
Steve Nicols Director
HALLCHADWICK
Chartered Accountants and Business Advisers
GRP CORPORATION LIMITED (FORMERLY KNOWN AS GREAT PACIFIC CAPITAL LIMITED) ABN 57 096 781 716 AND CONTROLLED ENTITY
AUDITOR'S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF GRP CORPORATION LIMITED
I declare that, to the best of my knowledge and belief, during the period ended 31 December 2009 there have been:
- $(\alpha)$ no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review, and
- $(b)$ no contraventions of any applicable code of professional conduct in relation to the review.
Hall Chadwick Level 29, St Martins Tower 31 Market Street, SYDNEY NSW 2001
Drew Townsend Partner Date: 24 March 2011
SYDNEY
Level 29 St Martin's Tower 31 Market Street Sydney NSW 2000 Australia
GPO Box 3555 Sydney NSW 2001
Ph: (612) 9263 2600 Fx: (612) 9263 2800
PARRAMATTA
Ph: (612) 9687 2100 Fx: (612) 9687 2900
PENRITH
Ph: (612) 4721 8144 Fx: (612) 4721 8155
MELBOURNE
Ph: (613) 8678 1600 Fx: (613) 8678 1699
PERTH
Ph: (618) 9489 2560 Fx: (618) 9489 2562
BRISBANE
Ph: (617) 3211 1250 Fx: (617) 3211 1249
GOLD COAST
Ph: (617) 5538 2322 Fx: (617) 5526 8599
PARTNERS
Drew Townsend David Kenney Richard Albarran Gino Malacco Paul Leroy Steven Gladman Brent Kijurina Blair Pleash David Ross Graham Webb Domenic Calabretta Bill Petrovski
ASSOCIATES
Sally Saad David Ingram Lyle Vallance
A member of AGN International Ltd, a worldwide association of separate and independent accounting and consulting firms
SYDNEY • MELBOURNE • PERTH • BRISBANE • GOLD COAST • PENRITH • PARRAMATTA
Liability limited by a scheme approved under Professional Standards Legislation.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF YEAR ENDED 31 DECEMBER 2009
| Consolidated31 Dec 2009 | Consolidated31 Dec 2008 | ||
|---|---|---|---|
| Notes | $ | $ | |
| Revenue | |||
| Other income | 2 | 16 | 162 |
| Employee expense | - | (24,105) | |
| Depreciation and amortisation expense | (2,788) | (2,316) | |
| Interest expense | 2 | - | (25,209) |
| Lease and rental expense | (1,610) | (11,744) | |
| Other expenses | (2,536) | (21,609) | |
| (Loss) before income tax | (6,918) | (84,821) | |
| Income tax benefit | - | - | |
| (Loss) for the period | (6,918) | (84,821) | |
| Other Comprehensive Income | - | - | |
| Total Comprehensive Income/(Loss) for the period | (6,918) | (84,821) | |
| Cents per share | |||
| Basic earnings per share | (0.02) | (0.21) | |
| Diluted earnings per share | (0.02) | (0.21 |
The above consolidated statement of comprehensive income is to be read in conjunction with the notes to the financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2009
| 31 Dec 200930 Jun 2009Notes$AssetsCurrent AssetsCash and cash equivalents3,52918,137Total Current Assets3,52918,137Non current AssetsProperty, plant and equipment423,26026,049Total Non Current Assets23,26026,049Total Assets26,78944,186Liabilities | Consolidated |
|---|---|
| $ | |
| Current Liabilities | |
| Bank overdraft- | |
| Trade and other payables51,145,2651,155,744 | |
| Total Current Liabilities1,155,7441,145,265 | |
| Total Non Current Liabilities | |
| Total Liabilities1,145,2651,155,744 | |
| (1,111,558)Net assets(1,118,476) | |
| Equity | |
| Issued capital67,375,0157,375,015 | |
| Retained (losses)(8,493,491)(8,486,573) | |
| Total equity(1,118,476)(1,111,558) |
The above consolidated statement of financial position is to be read in conjunction with the notes to the financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2009
| $ | $ | $ | |
|---|---|---|---|
| Share CapitalOrdinary | RetainedProfits/(Loss) | Total | |
| Balance at 1.7.2008 | 7,375,015 | (8,324,384) | (949,369) |
| Loss attributable to members ofparent entity | - | (84,821) | (84,821) |
| Balance at 31.12.2008 | 7,375,015 | (8,409,205) | (1,034,190) |
| 7,375,015 | (8,486,573) | (1,111,558) | |
| Balance at 1.7.2009 | |||
| Loss attributable to members ofparent entity | - | (6,918) | (6,918) |
| Balance at 31.12.2009 | 7,375,015 | (8,493,491) | (1,118,476) |
The above consolidated statement of changes in equity is to be read in conjunction with the notes to the financial statements
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2009
| Consolidated31 Dec 2009 | Consolidated31 Dec 2008 | |
|---|---|---|
| $ | $ | |
| Cash flows from operating activities | ||
| Interest received | 16 | 162 |
| Interest paid | - | (25,209) |
| Operating receipts | - | 265,767 |
| Operating payments | (1,645) | (239,921) |
| Net cash used in operating activities | (1,629) | 799 |
| Cash flows from financing activities | ||
| Dividends paid in relation to prior years | (12,979) | - |
| Net cash provided by financing activities | (12,979) | - |
| Net (decrease) / increase in cash held | (14,608) | 799 |
| Cash at the beginning of the financial period | 18,137 | (407,658) |
| Cash at the end of the financial period | 3,529 | (406,859) |
The above statement of cash flows is to be read in conjunction with the notes to the financial statements.
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2009
1. Summary of significant accounting policies
Basis of preparation of financial report
Note 1: Basis of Preparation
These general purpose financial statements for the interim half-year reporting period ended 31 December 2009 have been prepared in accordance with requirements of the Corporations Act 2001 and Australian Accounting Standards including AASB 134: Interim Financial Reporting. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards.
This interim financial report is intended to provide users with an update on the latest annual financial statements of GRP Corporation Limited and its controlled entities (the Group). As such, it does not contain information that represents relatively insignificant changes occurring during the half-year within the Group. It is therefore recommended that this financial report be read in conjunction with the annual financial statements of the Group for the year ended 30 June 2009, together with any public announcements made during the half-year.
The same accounting policies and methods of computation have been followed in this interim financial report as were applied in the most recent annual financial statements except for the adoption of the following new and revised Accounting Standards.
Accounting Standards not Previously Applied
The Group has adopted the following new and revised Australian Accounting Standards issued by the AASB which are mandatory to apply to the current interim period. Disclosures required by these Standards that are deemed material have been included in this financial report on the basis that they represent a significant change in information from that previously made available.
Presentation of Financial Statements
AASB 101 prescribes the contents and structure of the financial statements. Changes reflected in this financial report include:
• the replacement of Income Statement with Statement of Comprehensive Income. Items of income and expense not recognised in profit or loss are now disclosed as components of 'other comprehensive income'. In this regard, such items are no longer reflected as equity movements in the Statement of Changes in Equity;
• the adoption of the separate income statement/single statement approach to the presentation of the Statement of Comprehensive Income;
• other financial statements are renamed in accordance with the Standard; and
• presentation of a third Statement of Financial Position as at the beginning of a comparative financial year where relevant amounts have been affected by a retrospective change in accounting policy or material reclassification of items.
Operating Segments
From 1 January 2009, operating segments are identified and segment information disclosed on the basis of internal reports that are regularly provided to, or reviewed by, the group's chief operating decision maker which, for the Group, is the board of directors. In this regard, such information is provided using different measures to those used in preparing the Statement of Comprehensive Income and Statement of Financial Position. Reconciliations of such management information to the statutory information contained in the interim financial report have been included.
As a result of the adoption of the revised AASB 8, certain cash generating units have been redefined having regard to the requirements in AASB 136: Impairment of Assets.
Business Combinations and Consolidation Procedures
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2009
1. Summary of significant accounting policies Basis of preparation of financial report (continued)
Revised AASB 3 is applicable prospectively from 1 July 2008. Changes introduced by this Standard, or as a consequence of amendments to other Standards relating to business combinations which are expected to affect the Group, include the following:
• All business combinations, including those involving entities under common control, are accounted for by applying the acquisition method which prohibits the recognition of contingent liabilities of the acquiree at acquisition date that do not meet the definition of a liability. Costs incurred that relate to the business combination are expensed instead of comprising part of the goodwill acquired on consolidation. Changes in the fair value of contingent consideration payable are not regarded as measurement period adjustments and are recognised through profit or loss unless the change relates to circumstances which existed at acquisition date.
• Unrecognised deferred tax assets of the acquiree may be subsequently realised within 12 months of acquisition date on the basis of facts and circumstances existing at acquisition date with a consequential reduction in goodwill. All other deferred tax assets subsequently recognised are accounted for through profit or loss.
• The proportionate interest in losses attributable to non-controlling interests is assigned to non-controlling interests irrespective of whether this results in a deficit balance. Previously, losses causing a deficit to noncontrolling interests were allocated to the parent entity.
• Where control of a subsidiary is lost, the balance of the remaining investment account shall be remeasured to fair value at the date that control is lost..
(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 Company had previously disclosed its concern in relation to the slowdown of property development activities and the flow on effect on the demand for subordinated loan facilities provided by the Company.
On 9 May 2008, the Company's securities were suspended from Official Quotation by the ASX in accordance with listing rule 17.3 pending the company's compliance with ASX listing rule 12.1.
On 13 May 2010, the Company under section 436A of the Corporations Act 2001, appointed Murray Godfrey of RMG Partners Business Solutions as administrator.
In an extraordinary general meeting of shareholders held on 4 November 2010, the shareholders unanimously approved all resolutions including: i) the allotment and issue of 200 million shares, ii) removal of the previous Directors and Company Secretary, iii) the election of new Directors, and iv) a change of the company name to GRP Corporation Limited.
The Company also executed a deed of arrangement and creditors trust with its creditors and extinguished all liabilities and removed itself from Administration.
The stated purpose of the Company is to seek opportunities with a focus in the Iron Ore, Gold and Energy sectors.
In the event that GRP Corporation Limited is unable to realise its object of obtaining profitable opportunities or complete any further capital raisings 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.
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.
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2009
| Consolidated | Consolidated | |
|---|---|---|
| 31 Dec 2009 | 31 Dec 2008 | |
| $ | $ | |
| 2. Interest income and expense | ||
| Interest income | 16 | 162 |
| Total interest income | 16 | 162 |
| Interest expense | ||
| Borrowings | - | 25,209 |
| Total interest expense | - | 25,209 |
| Consolidated | Consolidated | |
| 31 Dec 2009 | 30 June 2009 | |
| 3. Receivables | $ | $ |
| Fee receivables | - | - |
| Other debtorsProvision for doubtful debts | 293,776(293,776) | 293,776(293,776) |
| - | - | |
| Consolidated | Consolidated | |
| 31 Dec 2009 | 30 Jun 2009 | |
| 4. Property, plant and equipment | $ | $ |
| Furniture, fixtures and fittings, at cost | 43,508 | 43,508 |
| Accumulated depreciation | (20,248) | (17,978) |
| Written down value | 23,260 | 25,530 |
| Computer and other equipment, at cost | 30,855 | 30,855 |
| Accumulated depreciation | (30,855) | (30,336) |
| Written down value | - | 519 |
| 23,260 | 26,049 | |
| (a) Furniture, fixtures and fittings | ||
| Balance at the beginning of the year | 25,530 | 21,052 |
| Additions for the year | - | 8,796 |
| Depreciation expense | (2,270) | (4,318) |
| Balance at the end of the year | 23,260 | 25,530 |
| (b) Computer and other equipment | ||
| Balance at the beginning of the year | 519 | 983 |
| Additions | - | - |
| Depreciation expense | (519) | (464) |
| Balance at the end of the year | - | 519 |
| 5. Trade and other payables | ||
| Accrued expenses | 30,757 | 28,257 |
| Sundry creditors | 1,112,994 | 676,481 |
| Other Creditors – Related Party – A Wong | - | 436,513 |
| Dividend Payable | 1,514 | 14,493 |
| 1,145,265 | 1,155,744 |
GRP CORPORATION LIMITED AND CONTROLLED ENTITIES NOTES TO THE FINANCIAL
STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2009
| Consolidated31 Dec 2009 | Consolidated30 Jun 2009 | |
|---|---|---|
| $ | $ | |
| 6. Share Capital | ||
| Opening balance | 7,375,015 | 7,375,015 |
| Issue of shares in accordance with debt conversion proposal as approved by | ||
| shareholders | - | - |
| Closing balance | 7,375,015 | 7,375,015 |
| Number of | Number of | |
| shares | shares | |
| Opening balance | 41,213,444 | 41,213,444 |
| Issue of shares in accordance with debt conversion proposal as approved byshareholders | - | - |
| Closing balance | 41,213,444 | 41,213,444 |
7. Segment information
Identification of reportable segments
The Group has identifies its operation segments based on the internal reports that are reviewed and used by Senior Management in assessing performance and determining the allocation of resources.
The Group is managed primarily on the basis of main activities and geography. Operating segments are therefore determined on the same basis. As a result, there are no changes in the Group reportable segment arising from the application of the revised standard for operating segment.
8. Events occurring after reporting date
On 13 May 2010, the company under section 436A of the Corporations Act 2001, appointed Murray Godfrey of RMG Partners Business Solutions as administrator.
On 4 November 2010, the shareholders unanimously approved the following resolutions proposed at the General Meeting of GRP Corporation Limited including:
- i) Allotment and issue of 200 million shares;
- ii) Removal of the previous Directors and Company Secretary;
- iii) Election of Mr Steve Nicols, Mr Mark Rowbottam and Mr Miguel Laborde as Directors;
- iv) Change of the company name to GRP Corporation Limited.
On 4 November 2010, the Company executed a deed of arrangement and creditors trust with its creditors, and extinguished all liabilities and removed itself from Administration.
On 4 March 2011, the company announced it signed a binding agreement to acquire Cady Energy Pty Ltd (CADY) an Australian company which owns the Hanging Woman project in the Powder River Basin in Wyoming USA. On receipt of all of the relevant purchases, the company will acquire 100% of the issued capital of CADY in return for the shareholders of CADY receiving 90 million shares in GRP Corporation and options to acquire a further 11.25 million shares, exercisable at 20 cents. The options will expire on 30 June 2014.
Other than those disclosed above, there are no other matters or circumstances that have arisen since 31December 2009 that have significantly affect, or may significantly affect:
- The consolidated entity's operations in the future financial years, or
- The results of those operations in future financial years, or
- The consolidated entity's state of affairs in the future financial years.
9. Contingencies
Litigations
In the normal course of business operations, GRP Corporation Limited and its controlled entities enter into various types of business contracts that may give rise to contingent liabilities. As at 31 December 2009 , there were no outstanding legal claims.
DIRECTORS' DECLARATION
In the opinion of the Directors of GRP Corporation Limited:
- the financial statements and notes, set out on pages 4 to 12, are in accordance with the Corporations Act $(a)$ 2001 including:
- give a true and fair view of the financial position of the consolidated entity as at 31 December $(i)$ 2009 and of its performance for the half year ended on that date; and
- comply with Accounting Standard AASB134: Interim Financial Reporting. $(ii)$
- there are reasonable grounds to believe that the Company will be able to pay its debts as and when they $(b)$ become due and payable. As disclosed in Note 1a, the groups mid to long term future is dependent upon the successful completion of any subsequent expansion program.
Signed this $24$ th day of March 2011 in accordance with a resolution of the Directors.
Jar
Mark Rowbottam Director
Ming
Steve Nicols Director
Chartered Accountants and Business Advisers
GRP CPRPORATION LIMITED (FORMELY KNOWN AS GREAT PACIFIC CAPITAL LIMITED) ABN 57 096 781 716 AND CONTROLLED ENTITIES
INDEPENDENT AUDITOR'S REVIEW REPORT TO THE MEMBERS OF GRP CORPORATION LIMITED
Report on the Half-Year Financial Report
We have reviewed the accompanying half-year financial report of GRP Corporation Limited and Controlled Entities (the consolidated entity) which comprises the consolidated statement of financial position as at 31 December 2009, the consolidated statement of comprehensive income, the consolidated statement of changes in equity, the consolidated statement of cash flows for the half-year ended on that date, the accounting policies and other selected explanatory notes and the directors' declaration.
Directors' Responsibility for the Half-Year Financial Report
The directors of GRP Corporation Limited (the company) are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor's responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. Because of the matter discussed in the Basis for Disclaimer of Auditor's Conclusion paragraph, we were not able to complete a review in accordance with the Auditing Standard on Review Engagements ASRE 2410 Review of an Interim Financial Report Performed by the Independent Auditor of the Entity.
Independence
In conducting our review, we have complied with independence requirements of the Corporations Act 2001.
Basis for Disclaimer Auditor's Conclusion
As disclosed in Note 1(a) to the half-year financial statements, on 9 May 2008 the company's securities were suspended from official quotation by the ASX. On 13 May 2010, the company under section 436A of the Corporations Act was put into voluntary administration. On 4 November 2010, the company executed a deed of arrangement with its creditors. During the period from 9 May 2008 to 4 November 2010 the accounting and statutory records were not adequate to permit the application of necessary review procedures. As such, we are unable to obtain all the information and explanations we require in order to form a conclusion on the half-year financial report.
SYDNEY
Level 29 St Martin's Tower 31 Market Street Sydney NSW 2000 Australia
GPO Box 3555 Sydney NSW 2001
Ph: (612) 9263 2600 Fx: (612) 9263 2800
PARRAMATTA
Ph: (612) 9687 2100 Fx: (612) 9687 2900
PENRITH
Ph: (612) 4721 8144 Fx: (612) 4721 8155
MELBOURNE
Ph: (613) 8678 1600 Fx: (613) 8678 1699
PERTH
Ph: (618) 9489 2560 Fx: (618) 9489 2562
BRISBANE
Ph: (617) 3211 1250 Fx: (617) 3211 1249
GOLD COAST
Ph: (617) 5538 2322 Fx: (617) 5526 8599
PARTNERS
Drew Townsend David Kenney Richard Albarran Gino Malacco Paul Leroy Steven Gladman Brent Kijurina Blair Pleash David Ross Graham Webb Domenic Calabretta Bill Petrovski
ASSOCIATES
Sally Saad David Ingram Lyle Vallance
A member of AGN International Ltd, a worldwide association of separate and independent accounting and consulting firms
SYDNEY • MELBOURNE • PERTH • BRISBANE • GOLD COAST • PENRITH • PARRAMATTA

GRP CPRPORATION LIMITED (FORMELY KNOWN AS GREAT PACIFIC CAPITAL LIMITED) ABN 57 096 781 716 AND CONTROLLED ENTITIES
INDEPENDENT AUDITOR'S REVIEW REPORT TO THE MEMBERS OF GRP CORPORATION LIMITED
As disclosed in Note 1 (a) to the half-year financial statements, the Directors state their opinion that the going concern basis used in the preparation of the half-year financial report is appropriate. This opinion is on the basis that the company is able to seek opportunities in the Iron ore; Gold and Energy sectors and/or complete further capital raisings. We have not been provided with sufficient audit evidence to support this basis. In our opinion these circumstances indicate the existence of a material uncertainty that may cast significant doubt on the company's ability to continue as a going concern and therefore it may be unable to realise its assets and discharge its liabilities in the normal course of business and at the amounts stated in the half-year financial report.
Disclaimer of Auditor's Conclusion
Based on our review, which is not an audit because of the existence of the limitation on the scope of our work, as described in the preceding paragraphs and the effects of such adjustments, if any, as might have been determined to be necessary had the limitation not existed, we are unable to and do not express a conclusion as to whether the half-year financial report of GRP Corporation Limited is in accordance with the Corporation Act 2001, including
- a. giving a true and fair view of the consolidated entity's financial position as at 31 December 2009 and of its performance for the half-year ended on that date; $and$
- b. complying with AASB 134: Interim Financial Reporting and Corporations Regulations 2001.
Report on Other Legal and Regulatory Requirements
Due to the matter described in the Basis for Disclaimer of Auditor's conclusion paragraph, we have not been given all information, explanation and assistance necessary for the conduct of the review; and we are unable to determine whether the company has kept:
- (a) financial records sufficient to enable the financial report to be prepared and reviewed: and
- (b) other records and registers as required by the Corporations Act 2001.
Hall Chadwick Level 29, St Martins Tower 31 Market Street, Sydney, NSW 2000
Drew Townsend Partner Date: 24 March 2011