SABRE RESOURCES LIMITED - Annual Report 2011

SBR

SABRE RESOURCES LTD

ACN: 003 043 570

ANNUAL REPORT

2011

SABRE RESOURCES LTD

INDEX

Contents
	Page No.
Review of Operations	1
Directors' Report	16
Consolidated Statement of Comprehensive Income	21
Consolidated Statement of Financial Position	22
Consolidated Statement of Changes in Equity	23
Consolidated Statement of Cash Flows	24
Notes to the Financial Statements	25
Directors' Declaration	54
Independent Audit Report	55
Auditor’s Independence Declaration	58
Corporate Governance Statement	59
Shareholder Information	71

Index

Page No. i

SABRE RESOURCES LTD

COMPANY DIRECTORY

DIRECTORS

Alexander Clemen Jonathan Downes Michael Scivolo David Zukerman

COMPANY SECRETARY

Norman Grafton

REGISTERED OFFICE

1[st] Floor, 8 Parliament Place West Perth WA 6005 Telephone: (08) 9481 7833 Facsimile: (08) 9481 7835 Email: [email protected] Website: www.sabresources.com

SOLICITORS

Gilbert & Tobin 1202 Hay Street West Perth WA 6005 PO Box 454 West Perth WA 6872 Telephone: (08) 9322-7644 Facsimile: (08) 9322 1506 Email: [email protected]

AUDITORS

Grant Thornton (WA) Partnership 10 Kings Park Road West Perth WA 6005

BANKERS

Westpac Bank 108 Stirling Highway Nedlands WA 6009

SHARE REGISTRY

Advanced Share Registry Limited 150 Stirling Highway Nedlands WA 6009

Telephone: (08) 9389 8033 Facsimile: (08) 9389 7871

SECURITIES EXCHANGE LISTING

The Company is listed on the Australian Securities Exchange and the Berlin and Frankfurt Stock Exchanges

Home Exchange: Perth, Western Australia

ASX code for shares: SBR

Company Directory

Page No. ii .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

ONGAVA POLYMETALLIC PROJECT, NAMIBIA

Sabre is d e veloping a pipeline of exploration projects wi t hin the On g ava Poly- M etallic Proj e ct, norther n Namibia (Figure 1). De v elopment o f this pipelin e will allow d efinition of r e sources wi t h the intention of minin g of the copp e r, lead, zin c , vanadium and silver d e posits of th e region.

With a tea m of geologists perman e ntly station e d in the ar e a and ove r 600 km[2] o f mineral-ric h geology t o explore, Sabre aims to s ignificantly a dvance the s e projects o ver the co m ing year.

==> picture [19 x 143] intentionally omitted <==

==> picture [23 x 143] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [19 x 144] intentionally omitted <==

==> picture [23 x 144] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

Figure 1 – The Ongav a Project, sho w ing the locati o ns of the acti v ely explored deposits and pr o spects. Excisi o ns from t h e project area are shown in light grey.

KASKAR A Cu-Pb- Z n-V

Kaskara is a copper-le a d-zinc-van a dium prosp e ct located in the centre of the Ong a va Project area (Figur e 1). The pr o spect shows numerous similarities to other m a jor deposit s of the reg i on, and is c lassified a s Tsumeb-ty p e mineralis a tion.

Exceptiona l high-grade results fro m the initial p hase of fieldwork at the Kaskara p rospect sh o w very hig h copper, lea d , zinc and v anadium v a lues in outc r op. Special t y metals gallium and ge r manium al s o show hig h values. So m e of the values recorde d were:

C o pper (Cu) v a lues up to 2 3.5%.
Le a d (Pb) in e x cess of 35. 0 %.  Zi n c (Zn) valu e s up to 34.4%.  G e rmanium (Ge) to over 7,000 ppm (0.7%).  G a llium (Ga) t o over 9,000 ppm (0.9%) .

Review of Operations Page No. 1 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

==> picture [17 x 138] intentionally omitted <==

==> picture [21 x 138] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

==> picture [17 x 138] intentionally omitted <==

==> picture [21 x 138] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

Figure 2 – Map of mineralisation distributions a t Kaskara, sh o wing drill hole collar localiti e s. Note that s e veral drillholes we r e drilled from s ome localities .

==> picture [25 x 255] intentionally omitted <==

==> picture [55 x 255] intentionally omitted <==

==> picture [54 x 255] intentionally omitted <==

==> picture [55 x 255] intentionally omitted <==

==> picture [54 x 255] intentionally omitted <==

==> picture [30 x 255] intentionally omitted <==

Figure 3 – Conductivity a n omalies D1 and D2 in section at Kaskara.

Review of Operations

Page No. 2 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Sixteen (1 6 ) massive g ossan units are expos e d over a 9 0 0m strike ( F igure 2). T h ese corres p ond to nea r surface ge o physical an o malies that link to a de e per anomal y that is to b e drill tested.

Kaskara sh o ws a numb e r of feature s characteri s tic of the m a jor deposits of the regio n , including:  Ou t cropping, lo c ally high-gr a de gossan s (Figure 2),  Ou t cropping di s seminated s ulphide min e ralisation.  A broad, strong soil geochemical anom a ly,  Lo c ation on a j o g in a majo r fault syste m ,  Ge o physical anomalies at depth (Figur e 3)
De e p penetrati v e weathering in a regio n of shallow w eathering ( F igure 4)
Se c ondary cop p er-lead-zin c vanadate m inerals (Figure 5) indicative of prim a ry copper-lead-zinc sul p hide miner a lisation at d e pth.
Historic mi n ing at the a djacent Harasib III lea d , zinc and vanadium m ine is poo r ly documented but wa s limited, wit h only small a mounts of o xide materi a l mined.

The target at Kaskara is for a cop p er-lead-zin c sulphide orebody at d e pth, overla i n and supplemented b y significant n on-sulphide (vanadate, s ilicate and o xide) miner a lisation at a nd near sur f ace.

Mineralisation

Oxidised disseminated and v e in-hosted copper-lea d -zinc-vanadium min e ralisation has been intercepted i n diamond drilling at Kaskara (Figure 5). T h e mineralis a tion is of the same oxidised cha r acter as that exposed in the gos s ans and as vein sets a t surface. Drilling co n firms the down-dip ex t ension of this miner a lisation to depth. T h is oxide mineralisation is consi d ered to be the nearsurface oxidised expression of deep-seated copper, lea d and zinc s ulphide min e ralisation at Kaskara (Figure 4).

Mineralisation clusters i n oxidised z ones that are up to 30 m thick. Within th e se broad zones, irre g ular bodie s of coppe r -lead-zinc mineralised hematitic material a r e up to several me t res thick, and are surr o unded by networks o f hematitic veins. The hematitic material is v ariably min e ralised by m ottramite (Figure 5) and descloizite, and t o a lesser extent gal e na, sphale r ite and/or c halcocite. Widesprea d occurren c e of thes e copperlead-zinc m inerals c o nfirms Ts u meb-style mineralisation at Kaska r a.

==> picture [49 x 74] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [49 x 74] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [49 x 74] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [49 x 75] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

Figure 4 – Conceptual d iagram of t h e Kaskara c o pper‐lead‐zin c minera l ised system, showing rela t ionship of t h e mottramiti c gossan s to expected s u lphidic miner a lisation at depth.

Drilling at K askara has intercepted oxidised z o nes at ove r 190 m beneath surfac e . Extension to depth o f such oxidis e d zones is known to pr e ferentially o ccur around the ore de p osits of the O tavi Mountainland (e.g .

Review of Operations Page No. 3 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Tsumeb, Berg Aukas, Abenab etc.). Deep ox i dation and weathering at Kaskara is therefor e considere d highly favo u rable for th e presence o f extensive s ulphide mineralisation at and aroun d Kaskara.

==> picture [21 x 182] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [24 x 92] intentionally omitted <==

==> picture [55 x 61] intentionally omitted <==

==> picture [54 x 61] intentionally omitted <==

==> picture [55 x 61] intentionally omitted <==

==> picture [54 x 61] intentionally omitted <==

==> picture [24 x 91] intentionally omitted <==

==> picture [55 x 61] intentionally omitted <==

==> picture [54 x 61] intentionally omitted <==

==> picture [55 x 61] intentionally omitted <==

==> picture [54 x 61] intentionally omitted <==

==> picture [21 x 173] intentionally omitted <==

==> picture [19 x 173] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

==> picture [55 x 58] intentionally omitted <==

==> picture [54 x 58] intentionally omitted <==

Figure 5 – Mineralised rocks from drilling at Kask a ra in drillhole KSK021. Goss a nous zones (r e d‐brown, top i mage) appear to be sporadically m ineralised and can be correlated between surface and d rill hole. Mottramite (yellow‐green to black, bott o m image) co m monly occurs as clots and v e in infills in th e highly oxidis e d and brecciated rocks.

Deep weathering and copper potential

The soft, o x idised, he m atitic miner a lised zones are consid e red to be in contact wit h sulphide m ineralisatio n at depth, a n d have for m ed because of very dee p weatherin g of the rock s in the vici n ity of this m i neralisation . There is cl e arly a gen e tic relation s hip betwee n the oxide material an d sulphide m ineralisatio n which ha s been docu m ented at ot h er deposits in the regio n , including T sumeb and Berg Aukas .

The high c o pper grade s identified in early roc k chipping ha v e not yet been encoun t ered from t h e drilling t o date at Ka s kara. This i s in contras t to lead an d zinc grades which are similar in c o re to those recorded a t surface. Th i s may be a f unction of t h e different b ehaviour of copper in a d eep weath e ring profile.

In many d e posits worl d wide, deep weathering o f copper-b e aring mineralisation re s ults in local depletion o f copper and enrichmen t of other m e tals (notabl y lead and z inc) above the zone of sulphide m i neralisation . This then g ives way t o a "blanke t " of intens e secondar y copper mi n eralisation at the dee p est zone o f

Review of Operations Page No. 4 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

weathering which directly overlies the primary fresh ore. Such blankets usually include chalcocite (Cu2S, 80% Cu by weight), which has been identified in outcrop and drill core at Kaskara. Whether a deep-seated copper blanket exists at Kaskara is yet to be determined, but this style of mineralisation is certainly consistent with observations made to date and is therefore a target for continued drilling.

Diamond drilling

Eighteen diamond drillholes have been drilled at Kaskara this year (Figure 2). Of these, only eight were effective in reaching their target depth, and none of these were aimed at primary mineralisation at depth. This has been a result of very difficult drilling conditions in the weathered zone around and within oxidised mineralisation. The poor condition of the weathered rocks have resulted in low core recovery and ground collapse.

Drilling is ongoing in order to test the deep geophysical targets that may indicate sulphide mineralisation.

Intercepts

Significant copper-lead-zinc-vanadium mineralisation has been intercepted at Kaskara in the weathered upper portions of the prospect. The copper, lead and zinc mineralisation is largely in the form of vanadates rather than sulphides and is ubiquitously associated with iron oxides (hematite) at Kaskara. Even outside of the well-mineralised zones, hematite dustings on features like joint surfaces are associated with highly anomalous copper, lead and zinc values.

Drilling has intercepted several very thick mineralised iron oxide zones, but the soft and friable nature of the material has resulted in many of the samples being washed away by the drilling process and not recovered. Of the recovered samples, several intercepts have been confirmed:

KKDD029[1] , 21.9m @ 0.45% Cu, 5.79% Pb, 1.81% Zn, and 1.41% V, from 54.0m
KKDD026[*] , 6.0m @ 0.21% Cu, 2.70% Pb, 1.34% Zn, and 0.50% V, from 34.9m
KKDD025, 2.7m @ 0.69% Cu, 10.45% Pb, 3.40% Zn, and 2.41% V, from 0m
KKDD025, 1.0m @ 0.35% Cu, 3.11% Pb, 0.80% Zn, and 0.73% V, from 24m
KKDD024, 2.0m @ 0.11% Cu, 1.30% Pb, 0.96% Zn, and 0.29% V, from 22m
KKDD021, 4.0m @ 0.12%Cu, 1.05% Pb, 0.39% Zn, and 0.24% V, from 22m

Broken ground in the weathered cap

Deep weathering is common around the major deposits of the Otavi Mountainland. At Kaskara, it has resulted in broken ground to depths of at least 200 m downhole. As well as delaying and prolonging drilling, it has resulted in extreme core loss, collapsed drillholes, and unsatisfactory progress.

The core loss is a result of the impact of the drilling process on the extremely soft and friable rocks within the deeply weathered zone at Kaskara. Many of these zones of extreme core loss are considered to be mineralised. This is shown by several samples from within these zones, and also by common hematite in these zones. At Kaskara, hematite is always associated with strong concentrations of copper, lead, zinc and vanadium.

1 Intervals uncertain due to poor core recovery, requires confirmatory drilling.

Review of Operations

Page No. 5 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Strong weathering of the faulted dolomite surro u nding the o xide mineralised zones has caused the collaps e of numerous drill holes . With the d e ep weather i ng associat e d with min e ralisation, t h is has bee n an issue t o depths up t o 200 m.

Trialling of v arious tech n iques has l e ssened but not eradica t ed core los s es and coll a pses. Sabr e is presentl y discussing a lternatives w ith other d r illing compa n ies.

RC drilling

Twelve RC holes were drilled aro u nd the bas e of the hill at Kaskara. Several of these hole s intercepte d broad zon e s of stron g anomalis m and sub - economic m ineralisation. In some cases, th e se strongl y anomalous zones form c oherent bo d ies that ha v e been corr e lated betw e en drillhole s .

The results of the RC p rogramme s howed ext e nsive low-g r ade mineralisation that i s being interpreted as a halo to a m o re extensiv e zone of mineralisation.

==> picture [40 x 78] intentionally omitted <==

==> picture [43 x 78] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [40 x 78] intentionally omitted <==

==> picture [43 x 78] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [40 x 77] intentionally omitted <==

==> picture [43 x 77] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [40 x 78] intentionally omitted <==

==> picture [43 x 78] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

Figure 6 – Geophysical interpretation o f the geology o f the Kaskara a rea. Major fa u lts (black) defi n e a fault jog, w ith known min e ralisation con t rolled by sub o rdinate faults (white). Lates t stage dextral (or right‐late r al) movement resulted in dilat i on along the s e secondary f aults. The ye l low area sho w s the region most likely t o host dilatio n ‐controlled min e ralisation. The locations of K a skara, Lucas P o st, and the Driehoek prospe c ts, along with t he historic Harasib III and Uits a b mines, are s h own. A simpli f ied diagram o f a fault jog un d ergoing dextr a l movement (i n sert) shows d i lated zones (red) which are su s ceptible to mineralisation. I m agery is total magnetic intensity (north sun) 50% transp a rency over satellite imagery.

Regional geophysics interpretation

An interpre t ation of Sa b re's high-re s olution regi o nal aeroma g netic datas e t shows th a t Kaskara i s located in a geological s tructure th a t is highly f avourable f o r copper-lead-zinc min e ralisation. M ineralisati o n is locate d

Review of Operations Page No. 6 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

within a dil a tional zone inside a jog on the east - west trendi n g Uitsab F a ult (Figure 5 ). Gossans, outcroppin g mineralisation and hist o ric mine w o rkings follo w or lie dire c tly on north w est-trendin g dilational f aults. Thes e subordinat e faults were opened to t he flow of m ineralising f luids during structural d e formation o f the region . The total p r ospective a r ea is now c o nsidered t o be in exce s s of 6.5 sq u are kilomet r es, with the outcroppin g gossans fo r ming only a small part o f this area ( F igure 5).

In explorat i on, dilation a l fault zon e s are am o ngst the most prospective of loca t ions for m i neralisation . Globally, m a ny structur a lly controlle d ore depos i ts of variou s commoditi e s are locate d in fault jog s .

Underground rehabilitation

Rehabilitati o n of the hi s toric underground worki n gs below t h e hill at Kaskara (Figur e 2 &Figure 7 ) is allowin g direct obse r vation and s ampling of the host roc k s and some mineralised zones. Sab r e has identi f ied expose d mineralisation in the dri v e but it is c l ear that the main trend o f mineralis a tion is not i n tercepted b y the acces s drive. Channel samplin g of the driv e is underwa y .

==> picture [55 x 56] intentionally omitted <==

==> picture [54 x 56] intentionally omitted <==

==> picture [55 x 56] intentionally omitted <==

==> picture [26 x 111] intentionally omitted <==

==> picture [29 x 111] intentionally omitted <==

==> picture [55 x 56] intentionally omitted <==

==> picture [54 x 56] intentionally omitted <==

==> picture [55 x 56] intentionally omitted <==

==> picture [26 x 111] intentionally omitted <==

==> picture [29 x 111] intentionally omitted <==

==> picture [55 x 57] intentionally omitted <==

==> picture [54 x 57] intentionally omitted <==

==> picture [55 x 57] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

Figure 7 ‐ Rehabilit a tion of the historic workin g s adjacent to Kaskara will provide u nderground a c cess to miner a lisation and drill collar sites.

Summary

Kaskara r e presents a highly pro s pective op p ortunity fo r Sabre. Significant c o pper-lead-zinc sulphid e mineralisation is expected at depth b elow the z o ne of oxida t ion. Geoph y sical data s u ggests that the sulphid e mineralisation should b e located ar o und 200m b eneath surf a ce

Drill rigs n o w have ac c ess to gro u nd from w h ich we can target this deep-seate d mineralisa t ion. Difficul t drilling and limited ac c ess has pr e cluded pe n etration to b elow the b ase of co m plete oxida t ion to date . Further wo r k is being c o nducted to limit core l o ss and stabilise the overlying oxidis e d rock ma s s to preven t in-hole coll a pses. Drilli n g from the top of the hil l will interce p t the target geophysica l anomaly at a downhol e depth of ar o und 250m.

With all the hallmarks o f an import a nt and size a ble deposit, Kaskara is the Compa n y’s princip a l focus. Th e coming ye a r will see t e sting of th e compelling deep geop h ysical targ e ts and res o lution of th e extent an d intensity of primary min e ralisation a t Kaskara.

Review of Operations Page No. 7 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

DRIEHOEK Pb-Zn

Driehoek is a z inc-lead d eposit outcroppin g on a serie s of prominent hills around 2.5 km south o f Kaskara ( Figure 1). Broad zones of moderate grade mineralisation enclos e numerou s high grades zon e s.

Driehoek i s comprise d of four discrete bodies: Dri e hoek North , Driehoek C entral, Driehoek East and Driehoek South (Figure 8). The first t h ree of the s e will comprise t h e initial res o urce at Dri e hoek. Driehoek S outh was subject t o less historical e x ploration a n d will requir e more extensive w ork before a resource m ay be calculated.

The present work prog r amme at Driehoek North, Cen t ral and Ea s t aims to c onfirm and valida t e extensive historic trenching and drilling. This data, c ombined wi t h new high-resolu t ion Lidar surveys to accurately constrain t h e topograp h y, will be used to calculate a n initial r esource f o r the deposits.

Channel sampling

==> picture [55 x 65] intentionally omitted <==

==> picture [54 x 65] intentionally omitted <==

==> picture [55 x 65] intentionally omitted <==

==> picture [16 x 191] intentionally omitted <==

==> picture [11 x 381] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

==> picture [54 x 64] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

==> picture [54 x 64] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

==> picture [55 x 65] intentionally omitted <==

==> picture [54 x 65] intentionally omitted <==

==> picture [55 x 65] intentionally omitted <==

==> picture [16 x 191] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

==> picture [54 x 64] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

==> picture [54 x 64] intentionally omitted <==

==> picture [55 x 64] intentionally omitted <==

A channel sampling program m e at Figure 8 ‐ Outc r opping miner a lisation at D r iehoek North, Driehoek Ce n tral, Driehoek C entral an d Driehoek North Driehoek E a st and Drieho e k South. (Figure 9) h as success f ully confirm e d and expanded u pon histori c ally defined mineralisati o n distributi o ns. This pr o gramme pr o vides confi d ence in th e historic dat a set, which c an now be u tilised in a n ew resourc e calculation.

Results fro m the chan n el samplin g programm e have pro v ided extensive lead an d zinc inter c epts acros s broad area s at Driehoe k . Results in c lude:

Driehoek Central

DKCS002 36 m @ 6.28 % Pb+Zn (5.1 4 % Zn + 1.1 4 % Pb) incl u ding 5 m @ 11.32 % Pb+Zn (10. 4 0 % Zn + 0.92% Pb) and 3 m @ 9.47 % Pb+Zn (6.76 % Zn + 2.71% Pb) DKCS003 77 m @ 4.27 % Pb+Zn (3.0 2 % Zn + 1.2 5 % Pb) DKCS004 103 m @ 5.96 % Pb+Zn (4. 5 0 % Zn + 1. 4 6% Pb) incl u ding 14 m @ 8.30 % Pb+Zn (5.4 3 % Zn + 2. 8 7 % Pb) and 29 m @ 10.55 % Pb+Zn (8. 3 4 % Zn + 2.21 % Pb)

Review of Operations

Page No. 8 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Driehoek N o rth

DKCS007 201 m @ 2.71 % Pb+Zn (2.00 % Zn + 0.71% Pb) incl u ding 5 m @ 17.95 % Pb+Zn (13. 2 5 % Zn + 4.70 % Pb) and 12 m @ 9.17 % Pb+Zn (5.4 9 % Zn + 3. 6 9 % Pb)

DKCS008 65 m @ 5.46 % Pb+Zn (4.0 6 % Zn + 1.4 0 % Pb) incl u ding 19 m @ 8.97 % Pb+Zn (6.5 6 % Zn + 2. 4 1 % Pb)

Channel s a mpling is presently und e rway at Dri e hoek Sout h to define f u lly the distr i bution of m i neralisation . Several ne w zones hav e already been identified.

==> picture [20 x 136] intentionally omitted <==

==> picture [24 x 136] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [55 x 69] intentionally omitted <==

==> picture [54 x 69] intentionally omitted <==

==> picture [20 x 135] intentionally omitted <==

==> picture [24 x 135] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

Figure 9 ‐ Outcrop p ing mineralis a tion at Drieh o ek, showing l o cation of the new and hist o ric channel sa m ples. Intercepts rec o rded in the n e w channel sa m ples are show n in thick red z o nes. Grid is 1 0 0x100m.

Diamond drilling

Diamond d r illing is, like the channel sampling, b eing condu c ted to confi r m historical drilling results for use i n the upcomi n g resource.

A short pr o gramme co m prising thr e e drillholes was drilled into the po d of minerali s ation at Dr i ehoek East . Each hole s uccessfully intercepted e xtensive sulphide mine r alisation, wi t h the following results:

DKDD008 61.85m @ 4.21% Pb+Zn (2.96 % Zn + 1.25 % Pb) & 6.3 0 g/t Ag from 1 2.4m i n cluding 2 m @ 12.09% Pb+Zn (1 0 .07% Zn + 2 .03% Pb) & 11.87g/t A g from 18.9 m and 3 m @ 13.78% Pb+Zn (7 . 90% Zn + 5.88% Pb) & 2 7g/t Ag fro m 54m

DKDD009 71m @ 3.62% Pb+Zn (2.63% Z n + 1.00% P b) and 4.75 g /t Ag from 10m i n cluding 4 m @ 11.43% Pb+Zn (7 . 26% Zn + 4.17% Pb) & 2 2.75g/t Ag f rom 18m and 9 m @ 7.61% Pb+Zn (5. 7 1% Zn + 1. 9 0% Pb) & 9 . 52g/t Ag fro m 28m

Review of Operations

Page No. 9 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

DKDD010 55.75m @ 2.04% Pb+Zn (1.67 % Zn + 0.36 % Pb) & 1.3 2 g/t Ag from 1 6.25m i n cluding 20.75m @ 3.03% Pb+Zn (2.18% Zn + 0.84% Pb) & 3.7g/t Ag f rom 16.25 m and 5m @ 3.52% Zn from 67 m

These results confirm a nd upgrad e historical drilling, com p aring favou r ably to adj a cent drillhol e s. As such , both histori c al and ne w data will b e used to d e fine that p o rtion of the total Drieho e k resource at Driehoe k East.

A short pro g ramme of s ix diamond drillholes is presently u n derway at D riehoek No r th. Results have not ye t been recei v ed but visu a lly the holes are interc e pting lead a nd zinc sul p hide miner a lisation at the expecte d intervals and concentra t ions. Results will be rep o rted as the y become a v ailable.

Planned drilling at Drie h oek Central will require a more man o euvrable ri g as the terr a in at the to p of the hill a t Driehoek C e ntral is rug g ed. Such a rig is prese n tly being so u rced.

==> picture [20 x 186] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [24 x 93] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [54 x 62] intentionally omitted <==

==> picture [55 x 62] intentionally omitted <==

==> picture [24 x 94] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

==> picture [54 x 63] intentionally omitted <==

==> picture [55 x 63] intentionally omitted <==

Figure 10 ‐ Outcropping high‐grad e sphalerite [ZnS] and galena [PbS] mineral i sation at Driehoek C e ntral.

HARASIB II Pb-Zn

Harasib II ( Figure 1) i s a lead an d zinc sulp h ide deposit. It is comprised of a c entral pipe-like body o f mineralisation surroun d ed by mor e diffuse mi n eralisation throughout the host ro c ks. Partial oxidation i n gossans at the top of t h e hill (Figure 11) gives w ay to fres h sulphide mineralisation on the flan k s of the hill . This sulphi d e mineralis a tion (Figur e 11) was m i ned historic a lly on a small scale. H a rasib II is c o nsidered t o be a Missis s ippi Valley- T ype zinc, l e ad and silv e r deposit.

Thick, high - grade inter c epts of lea d and zinc m ineralisati o n were returned from c hannel sampling acros s gossans at the top of th e hill at the H arasib II pr o spect (Figu r e 12). Best intercepts in c lude:

HBTR003 22 m @ 21.18% Pb+Zn (13.43% Zn + 7.75% Pb), 37.25 g /t Ag, 0.12 % Cu

HBTR004 42 m @ 10.42% Pb+Zn ( 8.62% Z n + 1.81% P b), 10.99 g/ t Ag, 0.06% C u inc l uding 15 m @ 22.35% Pb+Zn (19. 1 6% Zn + 3.19% Pb), 25.57 g/t Ag, 0 .15 % Cu

HBTR005 29 m @ 5.97 % Pb+Zn (5.32 % Z n + 0.64 % P b), 9.81 g/t Ag, 0.11% C u inc l uding 5 m @ 12.89 % Pb+Zn (12. 4 1 % Zn + 0. 4 7 % Pb), 2 8 .70 g/t Ag, 0 .38 % Cu HBTR006 40 m @ 6.41 % Pb+Zn (5.80 % Z n + 0.61 % P b), 15.60 g / t Ag, 0.25 % Cu

Review of Operations Page No. 10 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

inc l uding 8 m @ 12.34 % Pb+Zn (12. 2 8 % Zn + 0. 0 6 % Pb), 5.37 g/t Ag, 0.05 % Cu

==> picture [35 x 81] intentionally omitted <==

==> picture [22 x 162] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [35 x 82] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [33 x 81] intentionally omitted <==

==> picture [23 x 162] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [33 x 82] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

Figure 11 – Mineralisation at Harasib II, with outcr o pping gossan o us lead and zinc (left) and h i gh‐grade breccia‐hosted mi n eralisation fro m undergroun d (right).

==> picture [25 x 118] intentionally omitted <==

==> picture [29 x 118] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [25 x 119] intentionally omitted <==

==> picture [29 x 119] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [25 x 118] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [55 x 59] intentionally omitted <==

==> picture [54 x 59] intentionally omitted <==

==> picture [29 x 118] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [55 x 60] intentionally omitted <==

==> picture [54 x 60] intentionally omitted <==

==> picture [274 x 9] intentionally omitted <==

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

Figure 12 – O u tcropping min e ralisation and channel sampling at Harasib I I
----- End of picture text -----

Further wo r k at Harasi b II is ongoin g . Detailed m apping, fur t her surface channel sa m pling, and u ndergroun d channel sa m pling are c o mpleted, with results p e nding.

Once mineralisation di s tributions and orientati o ns are defined, drilling will be req u ired at Ha r asib II. Th e deposit is l o cated on an accessible b ut rocky hil l that is ame n able to drill i ng.

Review of Operations Page No. 11 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

BORDER Pb-Zn

Exploration at the Bord e r deposit represents th e first stage o f the exploration of the P avian Trend (Figure 1) , a 20 km lo n g lineamen t of fault-co n trolled lead , zinc and c o pper mineralisation an d strong soil anomalism . Sabre will assess the entire Pavian Trend f o r the pos s ible develo p ment of a string of high-tonnage , moderate-grade lead, z i nc, and pos s ibly copper mines.

Border is a lead and zi n c sulphide deposit that i s controlled b y the faulte d contact of two stratigr a phic units o f the Otavi Mountain Lan d . It is classi f ied as a m o dified Missi s sippi Valley - Type depos i t.

==> picture [15 x 141] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

==> picture [19 x 141] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

==> picture [15 x 140] intentionally omitted <==

==> picture [19 x 140] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

==> picture [55 x 70] intentionally omitted <==

==> picture [54 x 70] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

==> picture [55 x 71] intentionally omitted <==

==> picture [54 x 71] intentionally omitted <==

Figure 13 – "Grad e x metre" plo t for drillholes at Border, sho w ing the distri b ution of lead ‐ zinc mineralis a tion. The deposit is open to the north and nor t heast. Values in excess of 6 0 (orange) corr e spond to the most intensely mi n eralised zone s . Holes that h a ve not been assayed are sh o wn as black s q uares. Note ‐ s ome historic hole s did not pene t rate the entir e mineralised z o ne and therefore give misle a ding results, s o are therefore not included.

Drilling

The compl e tion of the second ph a se of drillin g showed successful d e lineation o f mineralisat i on to dept h along the c alculated n o rtheasterly trend of th e deposit (Figure 13). N ew interce p ts from the programm e included th e following: BD058 11 m @ 3.46 % Pb+Zn (0.13 % Pb + 3.33 % Zn) from 2 1 3 m i n cluding 4 m @ 5.34 % Pb+Zn (0.1 3 % Pb + 5.21 % Zn) fro m 220 m and 4 m @ 2.28 % Pb+Zn (0.4 4 % Pb + 1.8 5 % Zn) fro m 246 m

BD059 12 m @ 3.38 % Pb+Zn (1.10 % Pb + 2.28 % Zn) from 3 2 8 m i n cluding 2 m @ 12.05 % Pb+Zn (5. 7 1 % Pb + 6. 3 5 % Zn) fr o m 336 m

Mineralisation is open a t depth to the north and northeast (Figure 13). T h e overall tr e nd of the B o rder deposi t continues t o the nort h east but v a riation is a pparent in the trend of minerali s ed zones a nd in thei r

Review of Operations Page No. 12 .

REVIEW OF OPERATIONS

SABRE RESOURCES LTD

composition. Several holes suggest that the deeper portions of the deposit drilled to date are more zinc rich than those portions further up dip.

Metallurgy

Metallurgical test work of the Border deposit has shown that the mineralisation is readily amenable to upgrading by heavy media separation (HMS) and flotation. Importantly, the deposit does not show any complicating metallurgical factors, showing textbook behaviour in response to treatment.

Border’s ideal metallurgical behaviour is a result of its simple mineralogy. The host dolomite shows a strong density contrast with the only sulphides present in significant quantity, sphalerite (zinc sulphide) and galena (lead sulphide). A coarse crush size of 12.5 mm allows a single pass HMS upgrading of the potential ore to around 18.8% Pb+Zn (12.5% Zn and 6.3% Pb), with excellent recoveries.

The mineralisation has responded exceptionally well to beneficiation, comminution, flotation and cleaning tests. There are no potential metallurgical problems in the beneficiation and concentration of the Border mineralisation.

Scoping Study and Resource

The overwhelmingly positive result of the metallurgical studies has prompted Sabre to initiate a high level scoping study of the Border deposit. This study is currently underway, with initial results suggesting that mining at Border will support a larger tonnage and lower grade operation.

A comprehensive review of all data collected from Border is currently underway in an effort to calculate an initial inferred resource for the deposit. Sabre will announce a maiden JORC resource for Border on completion of this review.

HOBA OST Cu-Pb-Zn-Ag

Previously unrecognised mineralisation was identified in the Hoba Ost area in the southeast of the Ongava Project licence area. The Hoba Ost area lies 11 km east of the Kaskara copper-lead-zinc-vanadium prospect and 8 km south of the Border lead-zinc deposit (Figure 1).

Highly anomalous copper, lead, zinc, silver and vanadium are evident in outcropping carbonate rocks distributed over an area covering 470 hectares (Figure 14). Like Kaskara, the mineralisation at Hoba Ost is located just south of the Uitsab Fault, a major east-west trending structure that is commonly associated with mineralisation. It is too early to classify the style of mineralisation present in the Hoba Ost area, though it does show affinities with Tsumeb-style copper mineralisation.

Review of Operations

Page No. 13 .

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

==> picture [19 x 161] intentionally omitted <==

==> picture [50 x 54] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [50 x 55] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [50 x 54] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [50 x 54] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [19 x 161] intentionally omitted <==

==> picture [50 x 55] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [50 x 54] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [20 x 161] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [49 x 54] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [49 x 55] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [49 x 54] intentionally omitted <==

==> picture [20 x 161] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [49 x 54] intentionally omitted <==

==> picture [55 x 55] intentionally omitted <==

==> picture [54 x 55] intentionally omitted <==

==> picture [49 x 55] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [54 x 54] intentionally omitted <==

==> picture [49 x 54] intentionally omitted <==

Figure 14 – P lots of grades for all rock c h ip samples collected in the initial sortie into the Hoba O st area. Plots shown are for copper (top left), lead + zinc (top rig h t), silver (bott o m left), and v a nadium (bott o m right). See A ppendix 4 for a full listing of each a n alysis.

Grades en c ountered in grab sampl e s from a firs t -pass examination of th e area inclu d e:

Co p per values u p to 1.3 %;
Le a d values up to 7.1 %;  Zin c values up t o 12.3 %;  Sil v er values u p to 114 ppm (~3.7 troy o z per tonne ) ; an d
Va n adium valu e s up to 186 ppm.

Clear corr e lation between copper and silver grades, a n d between le a d and zinc grades (Fig u re 14), sug g ests that t h e area contai n s Tsumeb- t ype mineralisation. Min e rals identifi e d to date include malac h ite [Cu2CO 3 (OH)2], cha l cocite [Cu2 S ] (Figure 15), galena [PbS], sphalerite [ZnS] and cupri t e [Cu2O].

Channel a n d soil sam p ling programmes are b eing used in order to d e fine a seri e s of prosp e cts throughout the are a . These pro s pects will then be s ubject to m ore inten s e exploration , including detailed m apping, fu r ther channel sampling, and drilling.

==> picture [32 x 102] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [32 x 101] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

==> picture [54 x 68] intentionally omitted <==

==> picture [55 x 68] intentionally omitted <==

Figure 15 – Malachite a nd chalcocite mineralisatio n (d a rk green clot s ) in dolomite f rom the Hob a Os t area. This outcrop was n o t part of thi s sa m pling progra m me.

Review of Operations

Page No. 14 .

REVIEW OF OPERATIONS

SABRE RESOURCES LTD

OTHER PROSPECTS AND OPPORTUNITIES

Given the broad expanse of Sabre’s Ongava Project, an ongoing field reconnaissance programme is actively and systematically surveying known prospects and prospective areas. Mineralisation in the Hoba Ost area was discovered by this programme. Sabre’s regional magnetic dataset combined with new geological interpretations are instrumental in the identification these newly prospective areas like Hoba Ost.

At South Ridge, around 7.5km east of Border on the Pavian Trend, outcropping lead-zinc-copper mineralisation is being mapped in detail. As expected, controls on mineralisation appear to be similar to those at Border. Preparations are presently underway for first-pass shallow drilling of South Ridge and the soil-covered Toggenburg Plains. It is expected that this 7.5km long area will host several concentrations of lead-zinc (and possibly copper) sulphide mineralisation that, once drilled, will augment the potential lead-zinc resources at Border and Driehoek.

Ongoing assessment of other projects in the vicinity of the Ongava Project continues. Projects within a nominal 100 km radius of the Ongava Project are being considered for exploration from our existing base. Several copper plays and historic mines are being investigated in detail, and negotiations are continuing on potential access to these projects.

Competent Person Declaration

The information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Dr Matthew Painter of Kalgoorlie Mine Management Pty Ltd, who is a member of The Australian Institute of Geoscientists. Dr Painter has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity that he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australian Code for Reporting of Exploration Results, Mineral Resource and Ore Reserves”. Dr Painter consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

Forward-Looking Statements

This document may include forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning Sabre Resources Ltd’s planned exploration programme and other statements that are not historical facts. When used in this document, the words such as "could," "plan," "estimate," "expect," "intend," "may”, "potential," "should," and similar expressions are forward-looking statements. Although Sabre Resources Ltd believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements.

Review of Operations

Page No. 15 .

SABRE RESOURCES LTD

DIRECTORS’ REPORT

The Directors present their report on Sabre Resources Ltd ("the Company") and its controlled entities for the year ended 30 June 2011.

DIRECTORS

The Directors of the Company during and since the end of the financial year were:-

Alexander Clemen Jonathan Downes Michael Scivolo David Zukerman

Shares and options of Sabre Resources Ltd held by Directors at the date of this report:

Director	Shares	Options
Alexander Clemen	10	-
Jonathan Downes	-	-
Michael Scivolo	-	-
David Zukerman	10	-

PRINCIPAL ACTIVITIES

The principal activity of the Company and its controlled entities is mineral exploration.

RESULTS

The operating loss for the financial year after providing for income tax amounted to $832,357 (2010: $725,113).

DIVIDENDS

Since the end of the previous financial year, no dividend has been declared or paid by the Company. The Directors do not recommend the payment of a dividend.

INFORMATION ON DIRECTORS AND COMPANY SECRETARY

(a) All of the Directors were in office for the entire period. Their qualifications, experience and special responsibilities are as follows:-
(i) Alexander Clemen B.Sc (Hons), FAusIMM

Mr Clemen is a qualified geologist with over thirty years experience in this field. He has worked for several large, international mining companies in various parts of the world and is experienced in exploring for gold, base metals, uranium, industrial minerals and diamonds. For the past three years he has also served as a Director of Metals Australia Ltd and Golden Deeps Ltd.

(ii) Jonathan Downes B.Sc (Geol), MAIG

Mr Downes has over fifteen years experience in the minerals industry, and has worked in various geological and corporate capacities. He has experience in nickel, gold and base metals, and has been intimately involved with numerous private and public capital raisings. Mr Downes is currently the Managing Director of Ironbark Zinc Ltd and a non-Executive Director of Wolf Minerals Ltd, Corazon Mining Ltd and Waratah Gold Ltd.

Directors’ Report

Page No. 16 .

SABRE RESOURCES LTD

DIRECTORS’ REPORT

(iii) David Zukerman

Mr Zukerman has an accounting and finance background. He has held a number of public company directorships in Australia and Asia during the past 25 years, and for the past three years he has also served as a Director of Metals Australia Ltd and Golden Deeps Ltd.

(iv) Michael Scivolo B. Comm, FCPA

Mr Scivolo has extensive experience in the fields of accounting and taxation in both corporate and non-corporate entities. He is also a Director of Victory West Moly Ltd, Blaze International Ltd, Prime Minerals Ltd and Power Resources Ltd.

(b) The Company Secretary was in office for the entire period and his qualifications and experience are as follows:-

Norman Grafton FCIS – Company Secretary

Mr Grafton has extensive experience in both Australian and international commerce, having previously been based in Singapore, Indonesia, Papua New Guinea and Jamaica. Prior to returning to Australia, he was Director of Finance and Company Secretary of the largest agroindustrial operation in Jamaica, on secondment from a major UK firm of corporate managers.

REMUNERATION REPORT (AUDITED)

2011

Key Management Personnel A Clemen J Downes M Scivolo D Zukerman N Grafton M Painter M McCabe	Short-term Benefits Superannuation Share-based Payment Directors Fees Salaries & Consulting Fees Options Total $ $ $ $ $ 12,000 108,550 - - 120,550 12,000 - 1,080 - 13,080 12,000 - 1,080 - 13,080 - 6,860 8,000 - 14,860 - 21,846 8,154 - 30,000 - 180,807 23,903 - 204,710 - 117,147 10,543 - 127,690
	36,000 435,210 52,760 - 523,970

2010
Key Management Personnel	Short-term Benefits		Superannuation	Share-based Payment	Options
	Directors Fees	Salaries & Consulting Fees		Options	Total
	$	$	$	$	$
A Clemen	12,000	78,000	-		90,000
J Downes	12,000	-	1,080		13,080

Directors’ Report

Page No. 17 .

SABRE RESOURCES LTD

DIRECTORS’ REPORT

M Scivolo D Zukerman N Grafton M Painter M McCabe	12,000 - 1,080 13,080 - 16,486 - 16,486 - 38,193 16,307 54,500 - - - - - - - -
	36,000 132,679 18,467 187,146

ANALYSIS OF MOVEMENT IN OPTIONS

There was no movement during the reporting period, of options over ordinary shares in the Company held by each Director and KMP employee.

No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of any other body corporate.

Non-executive Directors receive a fixed fee, with Executive Directors being remunerated for any professional services conducted for the Company.

No Director has an employment contract, but the employment terms and conditions of key management personnel and Group executives are formalised in twelve month contracts of employment.

Terms of employment require that thirty days notice of termination of contract is required from either employer or employee. There is no agreement to pay any termination payment other than accrued salary and annual leave.

Directors received no benefits in the form of share-based payments during the year ended 30 June 2011.

There are no retirement schemes for any Directors or any loans or any other type of compensation.

Board policy on the remuneration for this exploration company is influenced by comparing fees paid to directors in other companies within the exploration industry, and then set at a level to attract qualified people, to accept the responsibilities of directorship. No Director, executive or employee has an employment contract.

Being an exploration company with no earnings, a relationship is yet to be established between an emolument policy and the company’s performance.

MEETINGS OF DIRECTORS

The following table sets out the number of meetings of the Company's Directors held during the year ended 30 June 2011, and the number of meetings attended by each Director.

Name	Eligible to attend	Attended
Alexander Clemen	4	4
Jonathan Downes	4	4
Michael Scivolo	4	4
David Zukerman	4	4

RETIREMENT, ELECTION AND CONTINUATION OF OFFICE OF DIRECTORS

Mr Clemen retired by rotation as a Director at the Annual General Meeting on 30 November 2010 and was re-elected.

Directors’ Report

Page No. 18 .

SABRE RESOURCES LTD

DIRECTORS’ REPORT

Messrs Downes and Scivolo, who are retiring by rotation, will offer themselves for re-election at the forthcoming Annual General Meeting.

ENVIRONMENTAL ISSUES

The Company's objective is to ensure that a high standard of environmental care is achieved and maintained on all properties. There are no known environmental issues outstanding.

AFTER REPORTING DATE EVENTS

No matters or circumstances have arisen since the end of the financial year, which significantly affect or may significantly affect the operations of the economic entity, the results of these operations, or the state of affairs of the economic entity in the subsequent financial years.

INDEMNIFYING OFFICERS OR AUDITOR

No indemnities have been given, or insurance premiums paid, during or since the end of the financial year, for any person who is or has been an officer or auditor of the entity.

SHARE OPTIONS

As at the date of this report, the following options have been granted over unissued ordinary shares in the Company:

(a) 23,000,000 unlisted options, each exercisable for one ordinary share on or before 31 December 2012 at an exercise price of 10 cents each, and
(b) 8,350,000 unlisted options, each exercisable for one ordinary share on or before 30 November 2011 at an exercise price of 25 cents each.

No option holder has any right under the options to participate in any other issue of the Company, or any other entity.

One hundred thousand shares have been issued through the exercise of options during or since the end of the financial year.

No options have been granted since the end of the financial year.

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

There have not been any significant changes in the state of affairs of the Company and its controlled entities during the financial year, other than as noted in this financial report.

PROCEEDINGS ON BEHALF OF THE 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.

AUDIT COMMITTEE

No Audit Committee has been formed as the Directors believe that the Company is not of a size to justify having a separate Audit Committee. Given the small size of the Board, the Directors believe an Audit Committee structure to be inefficient.

Directors’ Report

Page No. 19 .

SABRE RESOURCES LTD

DIRECTORS’ REPORT

AUDITOR’S INDEPENDENCE DECLARATION

A copy of t h e independ e nt auditor’s declaration as required by section 3 07c of the C orporations Act 2001 , i s set out on p age 55.

NON AUDIT SERVICES

The Board o f Directors is satisfied that the provision of non - audit servic e s during th e year is co m patible wit h the general standard o f independe n ce for audit o rs imposed by the Cor p orations Ac t 2001. The d irectors ar e satisfied th a t the servi c es disclose d below did n ot compro m ise the ext e rnal audito r ’s independence for th e following reasons;

All non-audit s e rvices are r e viewed and approved by the audit c ommittee p r ior to commencement t o en s ure they do not adverse l y affect the i ntegrity and objectivity o f the audito r ; and
Th e nature of t h e services provided does not com p romise the general principles relati n g to audito r ind e pendence in accordance with APE S 110: Code of Ethics for Profession a l Accountants set by th e Ac c ounting Pro f essional an d Ethical St a ndards Boa r d.

During the y ear under r e view, Gran t Thornton also provided services in r elation to ta x ation matters. Details o f the amount s paid and p ayable to th e auditor of t he compan y , Grant Thornton (WA) P artnership f or audit an d non-audit s e rvices prov i ded during the year are s et out in N o te 6 to the F inancial Sta t ements.

This report is made in a ccordance w ith a resol u tion of the D irectors an d Section 2 9 8(2) of the C orporation s Act 2001 .

==> picture [6 x 54] intentionally omitted <==

==> picture [42 x 54] intentionally omitted <==

D N Zuker m an DIRECTO R

Dated this t w enty eight h day of Sep t ember 2011. Perth, Wes t ern Australi a

Directors’ Report

Page No. 20 .

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2011

Notes Revenue 5 Expenditure Investments marked to market Loss/(gain) on sale of fixed assets Management fees Directors’ fees and services Other expenses Administration costs Salaries & wages expense Depreciation (Loss) before income tax Income tax 4 (Loss) after income tax 15 Other comprehensive Income/(Loss): Exchange differences on translating foreign controlled entities Total Comprehensive (Loss) for the year Earnings per share Basic Earnings per share 17	Consolidated 2011 2010 $ $ 309,216 159,440 38,667 - - (6,817) 238,155 232,530 53,020 54,646 215,681 257,740 201,287 324,924 339,355 - 55,408 21,530 1,141,573 884,553 (832,357) (725,113) - - (832,357) (725,113) (236,344) (159,289) (1,068,701) (884,402) Cents Cents (0.8) (0.8)	Consolidated 2011 2010 $ $ 309,216 159,440 38,667 - - (6,817) 238,155 232,530 53,020 54,646 215,681 257,740 201,287 324,924 339,355 - 55,408 21,530 1,141,573 884,553 (832,357) (725,113) - - (832,357) (725,113) (236,344) (159,289) (1,068,701) (884,402) Cents Cents (0.8) (0.8)
		884,553
		(725,113) -
		(725,113)
		(159,289)
		(884,402)
		Cents (0.8)

Diluted earnings per share has no effect as compared to the Basic earnings per share.

The accompanying notes form part of these financial statements

Consolidated Statement of Comprehensive Income

Page No. 21 .

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2011

Notes CURRENT ASSETS Cash and cash equivalents 8 Trade and other receivables 9 TOTAL CURRENT ASSETS NON-CURRENT ASSETS Financial assets Plant and equipment 10 Exploration and Evaluation Expenditure 11 TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 12 TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 13 Share option reserve 14 Foreign currency translation reserve Accumulated losses 15 TOTAL EQUITY	Consolidated 2011 2010 $ $ 1,920,788 5,120,154 79,013 81,518 1,999,801 5,201,672 48,000 - 148,590 138,145 12,961,146 10,794,008 13,157,736 10,932,153 15,157,537 16,133,825 193,518 201,105 193,518 201,105 193,518 201,105 14,964,019 15,932,720 34,561,808 34,461,808 652,716 652,716 (317,986) (81,642) (19,932,519) (19,100,162) 14,964,019 15,932,720	Consolidated 2011 2010 $ $ 1,920,788 5,120,154 79,013 81,518 1,999,801 5,201,672 48,000 - 148,590 138,145 12,961,146 10,794,008 13,157,736 10,932,153 15,157,537 16,133,825 193,518 201,105 193,518 201,105 193,518 201,105 14,964,019 15,932,720 34,561,808 34,461,808 652,716 652,716 (317,986) (81,642) (19,932,519) (19,100,162) 14,964,019 15,932,720
		5,201,672
		- 138,145 10,794,008
		10,932,153
		16,133,825
		201,105
		201,105
		201,105
		15,932,720
		34,461,808 652,716 (81,642) (19,100,162)
		15,932,720

The accompanying notes form part of these financial statements

Consolidated Statement of Financial Position

Page No . 22

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2011

CONSOLIDATED ENTITY

Balance as at 1 July 2009 Total other comprehensive income for the period Shares & options issued Capital raising costs Loss attributable to members of parent entity Balance as at 30 June 2010 Total other comprehensive (loss) for the period Shares issued on exercise of options Loss attributable to members of parent entity Balance as at 30 June 2011	Issued Capital $ Option Reserve $ Foreign Currency Translation Reserve $ (Accumulated Losses) $ Total $ 27,703,957 643,966 77,648 (18,375,049) 10,050,522 - - (159,290) - (159,290) 6,878,851 8,750 - - 6,887,601 (121,000) - - - (121,000) - - - (725,113) (725,113)
	34,461,808 652,716 (81,642) (19,100,162) 15,932,720 - - (236,344) - (236,344) 100,000 100,000 - - - (832,357) (832,357)
	34,561,808 652,716 (317,986) (19,932,519) 14,964,019

The accompanying notes form part of these financial statements

Consolidated Statement of Changes in Equity

Page No . 23

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2011

Note Cash flow from operating activities Payments to suppliers Interest received Sundry Income Net cash (outflow) from operating activities 16 Cash flow from investing activities Purchase of Property, plant and equipment Exploration and evaluation expenditure Purchase of Power Resources Ltd shares Net cash (outflow) from investing activities Cash flow from financing activities Share issue costs Proceeds from issue of shares Proceeds from exercise of options Proceeds from issue of options Net cash inflow from financing activities Net increase/(decrease) in cash and cash equivalents held Cash and cash equivalents at the beginning of the financial year Effect of exchange rates on cash holdings in foreign currencies Cash and cash equivalents at the end of the financial year 8	Consolidated 2011 2010 $ $ (1,079,455) (927,360) 213,285 140,601 123,707 1,320 (743,363) (785,439) (65,852) (112,364) (2,406,956) (992,889) (86,667) - (2,559,475) (1,105,253) - (121,000) - 6,855,751 100,000 23,100 - 8,750 100,000 6,766,601 (3,202,838) 4,875,909 5,120,154 395,169 3,472 (150,924) 1,920,788 5,120,154	Consolidated 2011 2010 $ $ (1,079,455) (927,360) 213,285 140,601 123,707 1,320 (743,363) (785,439) (65,852) (112,364) (2,406,956) (992,889) (86,667) - (2,559,475) (1,105,253) - (121,000) - 6,855,751 100,000 23,100 - 8,750 100,000 6,766,601 (3,202,838) 4,875,909 5,120,154 395,169 3,472 (150,924) 1,920,788 5,120,154
		(785,439)
		(112,364) (992,889) -
		(1,105,253)
		(121,000) 6,855,751 23,100 8,750
		6,766,601
		4,875,909 395,169 (150,924)
		5,120,154

The accompanying notes form part of these financial statements

Consolidated Statement of Cash Flows

Page No . 24

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

1. Corporate Information

The financial report of Sabre Resources Ltd (the Company) for the year ended 30 June 2011 was authorised for issue in accordance with a resolution of the directors on 28 September 2011.

Sabre Resources Ltd is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange and the Berlin and Frankfurt Stock Exchanges.

The nature of the operations and principal activity of the Group is mineral exploration.

2. Summary of Significant Accounting Policies

(a) Basis of Preparation

The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards and complies with other requirements of the law. The financial report has also been prepared on an accruals basis and on a historical cost basis, except for financial assets and liabilities, which have been measured at fair value.

The financial report is presented in Australian Dollars.

The financial statements of the Company and Group have been prepared on a going concern basis which anticipates the ability of the Company and Group to meet its obligations in the normal course of the business.

(b) Statement of compliance

The financial report complies with Australian Accounting Standards and International Financial Reporting Standards (IFRS).

(c) Changes in accounting policies on initial application of Accounting Standards

The following new standards and amendments to standards are mandatory for the first time for the financial year beginning 1 July 2010:

AASB 2009-5 Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project;
AASB 2009-8 Amendments to Australian Accounting Standards – Group cash-settled Share-based Payment Transactions;
AASB 2009-10 Amendments to Australian Accounting Standards – Classification of Rights Issues;
AASB Interpretation 19 Extinguishing Financial Liabilities with Equity Instruments;
AASB 2009-13 Amendments to Australian Accounting Standards arising from Interpretation 19 ; and
AASB 2010-3 Amendments to Australian Accounting Standards arising from the Annual Improvements Project.

The adoption of these standards did not have any impact on the amounts for the current period or prior periods.

(d) New Accounting standards and interpretation

The AASB has issued new, revised and amended standards and interpretations that have mandatory application dates for future reporting periods. The Group has decided against early adoption of these standards. A discussion of those future requirements and their impact on the Group follows:

Notes to the Financial Statements

Page No. 25

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

AASB 9 Financial Instruments AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9	AASB 139 Financial Instruments: Recognition and Measurement (part)	AASB 9 introduces new requirements for the classification and measurement of financial assets and liabilities. AASB 9 uses a single approach to determine whether a financial asset is measured at amortised cost or fair value, replacing the many different rules in AASB 139 and removes the impairment requirement for financial assets held at fair value. In addition, the majority of requirements from AASB 139 for the classification and measurement of financial liabilities has been carried forward unchanged, except in relation to own credit risk where an entity takes the option to measure financial liabilities at fair value. AASB 9 requires the amount of the change in fair value due to changes in the entity’s own credit risk to be presented in other comprehensive income (OCI), unless there is an accounting mismatch in the profit or loss, in which case all gains or losses are to be presented in the profit or loss. The requirements from AASB 139 related to the derecognition of financial assets and liabilities have been incorporated unchanged into AASB 9.	31 December 2013	AASB 9 amends the classification and measurement of financial assets; the effect on the entity will be that more assets are held at fair value and the need for impairment testing has been limited to assets held at amortised cost only. Minimal changes have been made in relation to the classification and measurement of financial liabilities, except ‘own credit risk’ instruments. The effect on the entity will be that the volatility in the profit or loss will be moved to the OCI, unless there is an accounting mismatch.	AASB 2009-11 AASB 2010-7	Depending on assets held, there may be significant movement of assets between fair value and cost categories and ceasing of impairment testing on available for sale assets. If the entity holds any ‘own credit risk’ financial liabilities, the fair value gain or loss will be incorporated in the OCI, rather than profit or loss, unless accounting mismatch.
AASB 124 Related Party Disclosures AASB 2009-12 Amendments to Australian Accounting Standards arising from AASB 124.	AASB 124 Related Party Disclosures	This revision amends the disclosure requirements for government related entities and the definition of a related party.	31 December 2011	Since the entity is not a government related entity; there is not expected to be any changes arising from this standard.	AASB 2009-12	Unlikely to have significant impact in Australia.

Notes to the Financial Statements

Page No. 26

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

AASB 2009-14 Prepayments of a Minimum Funding Requirement (Amendments to Interpretation 14)	Interpretation 14	This amendment to Interpretation 14 addresses the unintended consequences that can arise from the previous requirements when an entity prepays future contributions into a defined benefit pension plan.	31 December 2011	As the entity does not have a defined benefit pension plan this amendment to Interpretation 14 is not expected to have any impact on the entity’s financial report.	None	Possibly significant if the entity has a defined benefit pension plan.
AASB 2010-2 Amendments to Australian Accounting Standards arising from reduced disclosure requirements	None	This Standard gives effect to Australian Accounting Standards - Reduced Disclosure Requirements. AASB 1053 provides further information regarding the differential reporting framework and the two tiers of reporting requirements for preparing general purpose financial statements.	30 June 2014	AASB 2010-2 sets out the relevant disclosures that will not be required to be made if it is a Tier 2 entity that nominates to comply.	AASB 1053	Reduced note disclosures in the following main areas: AASB 7 Financial Instruments; Disclosures AASB 101 Presentation of Financial Statements AASB 108 Accounting Policies AASB 123 Borrowing Costs AASB 124 Related Party Disclosures AASB 128 Accounting for Associates
AASB 2010-4 Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 1, AASB 7, AASB 101, AASB 134 and Interpretation 13]	None	Emphasises the interaction between quantitative and qualitative AASB 7 disclosures and the nature and extent of risks associated with financial instruments. Clarifies that an entity will present an analysis of other comprehensive income for each component of equity, either in the statement of changes in equity or in the notes to the financial statements. Provides guidance to illustrate how to apply disclosure principles in AASB 134 for significant events and transactions. Clarify that when the fair value of award credits is measured based on the value of the awards for which they could be redeemed, the amount of discounts or incentives otherwise granted to customers notparticipatingin	31 December 2011	Given the number of standards amended by AASB 2010-4, an example disclosure is not included. Entities assess the impact of each of the amendments on their organisation.	None	Varies depending on relevance, however impact is unlikely to be significant.

Notes to the Financial Statements

Page No. 27

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

		the award credit scheme, is to be taken in account.
AASB 1053 Application of Tiers of Australian Accounting Standards	None	This Standard establishes a differential financial reporting framework consisting of two Tiers of reporting requirements for preparing general purpose financial statements: a) Tier 1: Australian Accounting Standards; and b) Tier 2: Australian Accounting Standards - Reduced Disclosure Requirements. Tier 2 comprises the recognition, measurement and presentation requirements of Tier 1 and substantially reduced disclosures corresponding to those requirements. The following entities apply Tier 1 requirements in preparing general purpose financial statements: a) for-profit entities in the private sector that have public accountability (as defined in this Standard); and b) the Australian Government and State, Territory and Local Governments. The following entities apply either Tier 2 or Tier 1 requirements in preparing general purpose financial statements: a) for-profit private sector entities that do not have public accountability; b) all not-for-profit private sector entities; and c) public sector entities other than the Australian Government and State, Territory and Local Governments.	30 June 2014	This depends on the classification of the entity as a Tier 1 or 2. For Tier 1 entities or Tier 2 that prepare special purpose financial reports, there will be no impact on the financial statements as the reduced disclosure will not be available to apply. Tier 2 entities that prepare general purpose financial reports will be able to apply the reduced disclosures within the financial instruments, related parties, accounting policies, borrowing costs, and financial statement disclosures	AASB 1053	Reduced disclosures. Refer to comments in AASB 2010-2 above.

Notes to the Financial Statements

Page No. 28

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted


AASB 1054 Australian Additional Disclosures	None	This standard is as a consequence of phase 1 of the joint Trans-Tasman Convergence project of the AASB and FRSB. This standard relocates all Australian specific disclosures from other standards to one place and revises disclosures in the following areas: (a) Compliance with Australian Accounting Standards (b) The statutory basis or reporting framework for financial statements (c) Whether the financial statements are general purpose or special purpose (d) Audit fees (e) Imputation credits (f)reconciliation of net operating cash flow to profit (loss).	30 June 2012	This Standard sets out the Australian-specific disclosures for entities that have adopted Australian Accounting Standards. This Standard contains disclosure requirements that are additional to IFRSs.	AASB 2011-01	Not expected to have significant impact, as only relocating Australian specific disclosures from existing standards to this new standard.
AASB 2010-05 Amendments to Australian Accounting Standards [AASB 1, 3, 4, 5, 101, 107, 112, 118, 119, 121, 132, 133, 134, 137, 139, 140, 1023 & 1038 and Interpretations 112, 115, 127, 132 & 1042]	None	The Standard makes numerous editorial amendments to a range of Australian Accounting Standards and Interpretations, including amendments to reflect changes made to the text of International Financial Reporting Standards by the International Accounting Standards Board.	31 December 2011	These amendments have no major impact on the requirements of the amended pronouncements	AASB 2010-5	No major impact
AASB 2010-6 Amendments to Australian Accounting Standards – Disclosures on Transfers of Financial Assets (AASB 1 & AASB 7) None		The Standard amends the disclosures required,, to help users of financial statements evaluate the risk exposures relating to more complex transfers of financial assets (eg. securitisations) and the effect of those risks on an entity’s financial position.	30 June 2012	The Amendments will introduce more extensive and onerous quantitative and qualitative disclosure requirements for de- recognition of financial assets.	AASB 7	More extensive and onerous quantitative and qualitative disclosure requirements for de-recognition of financial assets.

Notes to the Financial Statements

Page No. 29

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010) [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 120, 121, 127, 128, 131, 132, 136, 137, 139, 1023, & 1038 and interpretations 2, 5, 10, 12, 19 & 127]	None	The requirements for classifying and measuring financial liabilities were added to AASB 9. The existing requirements for the classification of financial liabilities and the ability to use the fair value option have been retained. However, where the fair value option is used for financial liabilities the change in fair value is accounted for as follows: ►The change attributable to changes in credit risk are presented in other comprehensive income (OCI) ►The remaining change is presented in profit or loss If this approach creates or enlarges an accounting mismatch in the profit or loss, the effect of the changes in credit risk are also presented in profit or loss.	31 December 2013	This Standard makes amendments to a range of Australian Accounting Standards and Interpretations as a consequence of the issuance of AASB 9: Financial Instruments in December 2010. Accordingly, these amendments will only apply when the entity adopts AASB 9.	AASB 9 AASB 2009-11	Unlikely to have significant impact in Australia.

Notes to the Financial Statements

Page No. 30

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

AASB 2010-8 Amendments to Australian Accounting Standards – Deferred Tax: Recovery of Underlying Assets [AASB 112]	None	These amendments address the determination of deferred tax on investment property measured at fair value and introduce a rebuttable presumption that deferred tax on investment property measured at fair value should be determined on the basis that the carrying amount will be recoverable through sale. The amendments also incorporate SIC-21 Income Taxes – Recovery of Revalued Non- Depreciable Assets into AASB 112.	31 December 2012	The amendments brought in by this Standard introduce a more practical approach for measuring deferred tax liabilities and deferred tax assets when investment property is measured using the fair value model under AASB 140: Investment Property. Under the current AASB 112, the measurement of deferred tax liabilities and deferred tax assets depends on whether an entity expects to recover an asset by using it or by selling it. The amendments introduce a presumption that an investment property is recovered entirely through sale. This presumption is rebutted if the investment property is held within a business model whose objective is to consume substantially all of the economic benefits embodied in the investment property over time, rather than through sale.	None	Unlikely to have significant impact in Australia
AASB 2011-1 Amendments to Australian Accounting Standards arising from the Trans-Tasman Convergence project [AASB 1, AASB 5, AASB 101, AASB 107, AASB 108, AASB 121, AASB 128, AASB 132, AASB 134, Interpretation 2, Interpretation 112, Interpretation 113]	None	This Standard amendments many Australian Accounting Standards, removing the disclosures which have been relocated to AASB 1054.	30 June 2012	This Standard makes amendments to a range of Australian Accounting Standards and Interpretations for the purpose of closer alignment to IFRSs and harmonisation between Australian and New Zealand Standards.	AASB 1054	Refer to comments above under AASN 1054

Notes to the Financial Statements

Page No. 31

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

AASB 2011-2 Amendments to Australian Accounting Standards arising from the Trans-Tasman Convergence project – Reduced disclosure regime [AASB 101, AASB 1054]	None	This Standard makes amendments to the application of the revised disclosures to Tier 2 entities, that are applying AASB 1053.	30 June 2014	This Standard makes amendments to the following Australian Accounting Standards: 1. AASB 101 Presentation of Financial Statements 2. AASB 1054 Australian Additional Disclosures, to establish reduced disclosure requirements for entities preparing general purpose financial statements under Australian Accounting Standards – Reduced Disclosure Requirements in relation to the Australian additional disclosures arising from the Trans-Tasman Convergence Project.	AASB 1053 AASB 1054 AASB 2011-1	Not expected to have significant impact, as only relocating Australian specific disclosures from existing standards to this new standard
Consolidated Financial Statements	IAS 27	IFRS 10 establishes a new control model that applies to all entities.It replaces parts of IAS 27_Consolidated and Separate_ Financial Statements_dealing with the accounting for consolidated financial statements and SIC-12 _Consolidation – Special Purpose Entities. The new control model broadens the situations when an entity is considered to be controlled by another entity and includes new guidance for applying the model to specific situations, including when acting as a manager may give control, the impact of potential voting rights and when holding less than a majority voting rights may give control. This is likely to lead to more entities being consolidated into the group.	31 December 2013	It introduces a new, principle-based definition of control which will apply to all investees to determine the scope of consolidation. Traditional control assessments based on majority ownership of voting rights will very rarely be affected. However, 'borderline' consolidation decisions will need to be reviewed and some will need to be changed taking into consideration potential voting rights and substantive rights.	IFRS 11 IFRS 12 IAS 27 IAS 28 IAS 31	Entities most likely to be impacted are those that: - have significant, but not a majority equity interests in other entities; - hold potential voting rights over investments, such as options or convertible debt.

Notes to the Financial Statements

Page No. 32

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

			Effective date		Related
				Examle disclosure of
New/revised	Superseded		(i.e. annual	p impact of new standard	pronouncement
pronounce-	pronounce-	Explanation of amendments	reporting	on the financial report	which must be	Likely impact
			periods		early adopted if
ment	ment		ending	(if standard is not	this standard is
			on or after)	adopted early)	early adopted

Disclosure of Interests in Other Entities 1	IAS 27 IAS 28 IAS 31	IFRS 12 includes all disclosures relating to an entity’s interests in subsidiaries, joint arrangements, associates and structures entities. New disclosures have been introduced about the judgements made by management to determine whether control exists, and to require summarised information about joint arrangements, associates and structured entities and subsidiaries with non- controlling interests.	31 December 2013	IFRS 12 combines the disclosure requirements for subsidiaries, joint arrangements, associates and structured entities within a comprehensive disclosure standard. It aims to provide more transparency on 'borderline' consolidation decisions and enhance disclosures about unconsolidated structured entities in which an investor or sponsor has involvement.	None	There are some additional enhanced disclosures centred around significant judgements and assumptions made around determining control, joint control and significant influence.
Fair Value Measurement 1	None	IFRS 13 establishes a single source of guidance under IFRS for determining the fair value of assets and liabilities. IFRS 13 does not change when an entity is required to use fair value, but rather, provides guidance on how to determine fair value under IFRS when fair value is required or permitted by IFRS. Application of this definition may result in different fair values being determined for the relevant assets. IFRS 13 also expands the disclosure requirements for all assets or liabilities carried at fair value. This includes information about the assumptions made and the qualitative impact of those assumptions on the fair value determined.	31 December 2013	IFRS 13 has been created to:  establish a single source of guidance for all fair value measurements;  clarify the definition of fair value and related guidance; and  enhance disclosures about fair value measurements (new disclosures increase transparency about fair value measurements, including the valuation techniques and inputs used to measure fair value).	None	For financial assets, IFRS 13's guidance is broadly consistent with existing practice. It will however also apply to the measurement of fair value for non- financial assets and will make a significant change to existing guidance in the applicable standards.

The Group does not anticipate early adoption of the above reporting requirements and does not expect these requirements to have any material effect on the Group’s financial statements.

Notes to the Financial Statements

Page No. 33

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(e) Basis of consolidation

The consolidated financial statements comprise the financial statements of Sabre Resources Limited and its subsidiaries ('the Group').

The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.

All intercompany balances and transactions, including unrealised profits arising from intra-group transactions, have been eliminated in full. Unrealised losses are eliminated unless costs cannot be recovered.

Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group.

Where there is loss of control of a subsidiary, the consolidated financial statements include the results for the part of the reporting period during which Sabre Resources Limited has control.

Minority interests in the net assets (excluding goodwill) of consolidated subsidiaries are identified separately for the Group’s equity therein. Minority interests consist of the amount of those interests at the date of the original business combination and the minority’s share of changes in equity since the date of the combination. Losses applicable to the minority in excess of the minority’s interest in the subsidiary’s equity are allocated against the interests of the Group except to the extent that the minority has a binding obligation and is able to make additional investments to cover the losses.

(f) Interest in joint venture operation

The Group’s interest in any joint venture operation is accounted for by recognising the Group's assets and liabilities from the joint venture, as well as expenses incurred by the Group and the Group's share of income earned from the joint venture, in the consolidated financial statements.

(g) Foreign currency translation

The functional and presentation currency of Sabre Resources Ltd and Link National Pty Ltd is Australian Dollars (A$), and the functional and presentation of Sabre Resources Namibia (Pty) Ltd is Namibian Dollars (N$).

Cash remittances from the parent entity to the Namibian subsidiary are converted by the remitting bank into Rand and then converted to Namibian dollars using the same rate of exchange. That is, once the A$ is translated to Rand by the bank, which then converts it to the same balance in Namibian dollars. As such, foreign currency transactions are initially recorded in the functional currency at the date of the transaction using the Rand. Monetary assets and liabilities denominated in the foreign currencies are retranslated at the rate of exchange at the reporting date.

Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the reporting date.

All differences in the consolidated financial report are taken to the statement of comprehensive income.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction.

Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined.

As at the reporting date the assets and liabilities of any overseas subsidiaries would be translated into the

Notes to the Financial Statements

Page No. 34

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

presentation currency of Sabre Resources Ltd at the rate of exchange ruling at the statement of financial position date and the statement of comprehensive income are translated at the weighted average exchange rates for the period.

The exchange differences arising on the retranslation are taken directly to a separate component of equity.

On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that particular foreign operation is recognised in the statement of comprehensive income.

(h) Property, plant and equipment

Plant and equipment is stated at cost less accumulated depreciation and any impairment in value.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Plant and equipment - over 3 to 5 years Impairment

The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating units are written down to their recoverable amount.

The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset.

Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the statement of comprehensive income in the period the item is derecognised.

(i) Goodwill

Goodwill on acquisition is initially measured at cost being the excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities.

Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.

Goodwill is not amortised.

Goodwill is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired.

As at the acquisition date, any goodwill acquired is allocated to each of the cash-generating units expected to benefit from the combination’s synergies.

Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill relates.

Notes to the Financial Statements

Page No. 35

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

Where the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment loss is recognised.

Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation.

Goodwill disposed of in this circumstance is measured on the basis of the relative values of the operation disposed of and the portion of the cash-generating unit retained.

(j) Impairment of non-financial assets

At each reporting date, the Group assesses whether there is any indication that a non-financial asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.

Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset's value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

(k) Investments and other financial assets

Financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as either financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, or available-for-sale financial assets. When financial assets are recognised initially, they are measured at fair value, plus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs. The Group determines the classification of its financial assets after initial recognition and, when allowed and appropriate, re-evaluates this designation at each financial year-end.

All regular way purchases and sales of financial assets are recognised on the trade date, i.e. that date that the Group commits to purchase the asset. Regular way purchases or sales are purchases or sales of financial assets under contracts that require delivery of the assets within the period established generally by regulation or conversion in the market place.

(i) Financial assets at fair value through profit or loss

Financial assets classified as held for trading are included in the category “financial assets at fair value through profit or loss”. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term with the intention of making a profit. Derivatives are also classified as held for trading unless they are designated as effective hedging instruments. Gains or losses on investments held for trading are recognised in profit or loss.

(ii) Held-to-maturity investments

Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity when the Group has the positive intention and ability to hold to maturity. Investments intended to be held for an undefined period are not included in this classification. Investments that are intended to be held-to maturity, such as bonds, are subsequently measured at amortised cost. This cost is computed as the amount initially recognised minus principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between the initially recognised amount and the maturity amount. This calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective

Notes to the Financial Statements

Page No. 36

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

interest rate, transaction costs and all other premiums and discounts. For investments carried at amortised cost, gains and losses are recognised in profit or loss when the investments are derecognised or impaired, as well as through the amortisation process.

(iii) Loans and receivables

Loans and receivables, including loan notes and loans to key management personnel are nonderivative financial assets with fixed or determinable payment that are not quoted in an active market. Such assets are carried at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired, as well as through the amortisation process.

(iv) Available-for-sale-investments

Available-for-sale-investments are those non-derivative financial assets that are designated as available-for-sale or are not classified as any of the three preceding categories. After initial recognition, available-for-sale investments are measured at fair value with gains or losses being recognised as a separate economic component of equity until the investment is derecognised or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is recognised in profit or loss.

The fair values of investments that are actively traded in organised financial markets are determined by reference to quoted market bid prices at the close of business on the reporting date. For investments with no active market, fair values are determined using valuation techniques. Such techniques include: using recent arm’s length market transactions; reference to the current market value of another instrument that is substantially the same; discounted cash flow analysis and option pricing models making as much use of available and supportable market data as possible and keeping judgemental inputs to a minimum .

Fair value

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

Impairment

At the end of each reporting period, 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 statement of comprehensive income.

(l) Exploration and Evaluation Expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable through the successful development, or sale, of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with

Notes to the Financial Statements

Page No. 37

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

clauses of the mining permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on a discounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.

(m) Trade and other receivables

Trade receivables, which generally have 30-90 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts.

An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off when identified.

(n) Cash and cash equivalents

Cash and short-term deposits in the statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.

For the purposes of the Statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

(o) Provisions

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

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

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

(p) Share-based payment transactions

(i) Equity settled transactions:

In the year under review, the Group did not provide benefits to management personnel and consultants of the Group in the form of share-based payments whereby personnel render services in exchange for shares, although this type of benefit was provided in previous years.

The cost of these equity-settled transactions with management personnel and consultants was measured by reference to the fair value of the equity instruments at the date on which they were granted. The fair value was determined using the Black-Scholes formula.

In valuing equity-settled transactions, no account was taken of any performance conditions, other than conditions linked to the price of the shares of Sabre Resources Ltd (market conditions). The cost of equity-settled transactions was recognised, together with the corresponding increase in equity, on the date of grant of the options.

Notes to the Financial Statements

Page No. 38

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per share.

(ii) Cash settled transactions:

The Group does not provide benefits to employees in the form of cash-settled share based payments.

Any cash-settled transactions would be measured initially at fair value at the grant date using the Black-Scholes formula taking into account the terms and conditions upon which the instruments were granted. This fair value is expensed over the period until vesting with recognition of a corresponding liability. The liability is remeasured to fair value at each reporting date up to and including the settlement date with changes in fair value recognised in profit or loss.

(q) Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

Sale of goods

Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and can be measured reliably. Risks and rewards are considered passed to the buyer at the time of delivery of the goods to the customer.

Interest

Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument) to the net carrying amount of the financial asset.

Dividends

Revenue is recognised when the shareholders’ right to receive the payment is established.

(r) Income tax

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

Deferred income tax liabilities are recognised for all taxable temporary differences:

except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and
in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, except where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

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

except where the deferred income tax asset relating to the deductible temporary difference

Notes to the Financial Statements

Page No. 39

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

arises from the initial recognition of an asset or liability in a transaction that is not a business combination and,

in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.

The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

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

Income taxes relating to items recognised directly in equity are recognised in equity and not in the statement of comprehensive income.

(s) Other taxes

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

where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.

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

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

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

(t) Trade and other payables

Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services.

(u) Contributed equity

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(v) Earnings per share

Basic earnings per share is calculated as net loss attributable to members of the parent, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

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

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

Notes to the Financial Statements

Page No. 40

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

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

(w) Comparatives

Comparatives are reclassified where necessary to be consistent with the current year’s disclosures.

(x) Going Concern

These financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities, the realisation of assets and extinguishment of liabilities in the ordinary course of business. After considering the minimum exploration expenditure and corporate overheads required for the next twelve months, the directors believe the Group currently has sufficient cash flow resources available to continue as a going concern.

3. Significant Accounting Judgments, Estimates and Assumptions

In applying the Group’s accounting policies, management continually evaluates judgments, estimates and assumptions based on experience and other factors, including expectations of future events that may have an impact on the Group. All judgments, estimates and assumptions made are believed to be reasonable based on the most current set of circumstances available to management. Actual results may differ from the judgments, estimates and assumptions. Significant judgments, estimates and assumptions made by management in the preparation of these financial statements are outlined below:

(i) Significant accounting judgments include:
(a) Provision for investments in and loans to subsidiaries

Investments in, and loans to, subsidiaries are fully provided for until such time as subsidiaries are in a position to repay loans.

(b) Exploration expenditure

The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been extracted, the directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at the end of the reporting period at $12,961,146.

(ii) Significant accounting estimates and assumptions include:
(a) Share-based payment transactions

The Group measured the cost of equity-settled transactions with management personnel and consultants in previous years by reference to the fair value of the equity instruments at the date at which they were granted. The fair value was determined using the BlackScholes model, with the assumptions detailed in note 7. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact expenses and equity.

The Group measured the cost of cash settled share-based payments at fair value at the grant date using the Black-Scholes formula taking into account the terms and conditions under which the instruments were granted

Notes to the Financial Statements

Page No. 41

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(b) Estimation of useful lives of assets

The estimation of the useful lives of assets has been based on historical experience as well as manufacturers’ warranties (for plant and equipment) and turnover policies (for motor vehicles). In addition, the condition of assets is assessed at least once per year and considered against the remaining useful life. Adjustments to useful life are made when considered necessary. Depreciation calculations are included in note 10.

4. Income Tax

The prima facie tax on profit/(loss) from ordinary activities before income tax is reconciled to the income tax as follows: Prima facie tax on profit/(loss) from ordinary activities before income tax at 30% (2009: 30%) Consolidated Group Add: Tax effect of: Other non allowable items Other assessable items: Deferred tax asset not bought to account Less: Tax effect of: Effect of overseas tax rate Income tax attributable to entity Unrecognised Deferred Tax Assets - Tax losses: operating losses - Tax losses: capital losses - Temporary differences - Temporary differences equity - Foreign Unrecognised Deferred Tax Liabilities	Consolidated 2011 2010 $ $ (249,707) (217,534) 185,660 184,508 71,110 37,451 (7,063) (4,425) - - 2,414,054 2,409,560 1,986,235 1,869,800 4,050 4,260 66 975 121,872 77,381 4,526,277 4,361,976 (7,030) (15,092)	Consolidated 2011 2010 $ $ (249,707) (217,534) 185,660 184,508 71,110 37,451 (7,063) (4,425) - - 2,414,054 2,409,560 1,986,235 1,869,800 4,050 4,260 66 975 121,872 77,381 4,526,277 4,361,976 (7,030) (15,092)
		-
		2,409,560 1,869,800 4,260 975 77,381
		4,361,976
		(15,092)

(i) The companies derive future assessable income of a nature and of an amount sufficient to enable the benefit from the deduction for the losses to be realised;

(ii) The companies continue to comply with the conditions for deductibility purposes imposed by the Law; and

(iii) No changes in tax legislation adversely affect the companies in realising the benefits from the deductions for the losses.

Notes to the Financial Statements

Page No. 42

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

5. Revenue

Interest earned Cost recovery	Consolidated 2011 2010 $ $ 185,509 159,440 123,707 - 309,216 159,440	Consolidated 2011 2010 $ $ 185,509 159,440 123,707 - 309,216 159,440
		159,440

6. Auditor’s Remuneration

Amounts received or due and receivable by the Company's auditors for:-

Remuneration of the auditor of the parent entity, Grant Thornton (WA) Partnership - auditing or reviewing of the financial report - taxation services provided by related practice of the auditor Remuneration of other auditors of subsidiaries for: - auditing or reviewing the financial reports of subsidiaries	Consolidated 2011 $ 2010 $ 20,896 22,200 6,200 7,000 9,372 9,109 36,468 38,309	Consolidated 2011 $ 2010 $ 20,896 22,200 6,200 7,000 9,372 9,109 36,468 38,309
		38,309

7. Interests of Key Management Personnel (KMP)

Refer to the Remuneration Report contained in the Directors’ Report for Details of the remuneration paid or payable to each member of the Group’s key management personnel for the year ended 30 June 2011. The totals of remuneration paid to KMP during the year are as follows:

Short-term employee benefits Post-employment benefits	2011 $ 471,210 52,760 523,970	2010 $ 165,902 5,348
		171,250

Notes to the Financial Statements

Page No. 43

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

KMP Options and Rights Holdings

	The number of options over ordinary	The number of options over ordinary	shares held by each	KMP during	the financial year is as follows:	the financial year is as follows:
30	June 2011	Balance	Granted as	Options	Options Expired	Balance
		1 July 2010	Compensation	Exercised		30 June 2011
	A Clemen	-	-	-	-	-
	J Downes	-	-	-	-	-
	M Scivolo	-	-	-	-	-
	D Zukerman	-	-	-	-	-
	N Grafton	-	-	-	-	-
	M Painter	250,000	-	-	-	250,000
	M McCabe	-		-	-	-
	Total	250,000	-	-	-	250,000

KMP Options and Rights Holdings

	KMP Options and Rights Holdings	KMP Options and Rights Holdings
	The number of options over ordinary		shares held by each	KMP during	the financial year is as follows:
30	June 2010	Balance	Granted as	Options	Options Expired	Balance
		1 July 2009	Compensation	Exercised		30 June 2010
	A Clemen	-	-	-	-	-
	J Downes	-	-	-	-	-
	M Scivolo	-	-	-	-	-
	D Zukerman	-	-	-	-	-
	N Grafton	-	-	-	-
	Total	-	-	-	-	-

KMP Shareholdings

The number of ordinary shares in Sabre Resources Ltd held by each KMP during the financial year is as follows:

30 June 2011 A Clemen J Downes M Scivolo D Zukerman N Grafton M Painter M McCabe Total	Balance 1 July 2010 Granted as Compensation Issued on exercise of options during the year Other changes during the year Balance 30 June 2011 10 - - - 10 - - - - - - - - - - 10 - - - 10 - - - - - - - - - - - - - - -
	20 - - - 20

Notes to the Financial Statements

Page No. 44

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

KMP Shareholdings

The number of ordinary shares in Sabre Resources Ltd held by each KMP during the financial year is as follows:

30 June 2010 A Clemen J Downes M Scivolo D Zukerman N Grafton Total	Balance 1 July 2009 Granted as Compensation Issued on exercise of options during the year Other changes during the year Balance 30 June 2010 10 - - - 10 - - - - - - - - - - 10 - - - 10 - - - - -
	20 - - - 20

There are no retirement schemes for any Directors or any loans or any other type of compensation.

Directors’ fees are paid on a quarterly basis. Consulting fees for professional services are paid as events occur.

8. Cash and Cash Equivalents

Represented by Cash at bank Bank deposits 9. Trade and Other Receivables Current Other debtors 10. Plant and Equipment Plant and Equipment, at cost Less: accumulated depreciation Opening written down value Additions Disposals Depreciation Closing written down value	Consolidated 2011 $ 2010 $ 220,788 420,154 1,700,000 4,700,000 1,920,788 5,120,154 79,013 81,518 232,638 168,990 (84,048) (30,845) 148,590 138,145 138,145 40,496 65,853 127,285 - (8,106) (55,408) (21,530) 148,590 138,145	Consolidated 2011 $ 2010 $ 220,788 420,154 1,700,000 4,700,000 1,920,788 5,120,154 79,013 81,518 232,638 168,990 (84,048) (30,845) 148,590 138,145 138,145 40,496 65,853 127,285 - (8,106) (55,408) (21,530) 148,590 138,145
		5,120,154
		81,518
		168,990 (30,845)
		138,145
		40,496 127,285 (8,106) (21,530)
		138,145

9. Trade and Other Receivables

Notes to the Financial Statements

Page No. 45

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

11. Exploration and Evaluation Expenditure

Opening balance Expenditure for the year 12. Trade and other Payables Current Payables	10,794,008 2,167,138 12,961,146 193,518	9,809,484 984,524
		10,794,008
		201,105

13. Issued Capital

Movement in ordinary share capital of the Company during the last two years.

		Number	Issue	Amount
Date	Details	of	Price
		Shares	(cents)	$
1 July 2009	Balance	74,434,851		27,703,957
December 2009	Shares issued by placement	11,000,000	10	1,039,500
December 2009	Shares issued under 15% rule	11,000,000	10	1,039,500
December 2009	Shares issued on exercise of options	66,000	35	23,100
February 2010	Shares issued on exercise of options	13,302,146	35	4,655,751
30 June 2010	Balance	109,802,997		34,461,808
September 2010	Shares issued on exercise of options	100,000	25	25,000
October 2010	Shares issued on exercise of options	300,000	25	75,000
30 June 2011	Balance	110,202,997		34,561,808

The Company’s capital consists of Ordinary Shares. The Company does not have a limited amount of authorised share capital. The Shares have no par value and are entitled to participate in dividends and the proceeds on any winding up of the Company in proportion to the number of Shares held.

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

Capital Management

Management controls the capital of the group in order to maintain a good debt to equity ratio and to ensure that the group can fund its operations and continue as a going concern.

The group’s debt and capital includes ordinary share capital, supported by financial assets.

There are no externally imposed capital requirements.

Management effectively manages the group’s capital by assessing the group’s financial risks and adjusting its capital structure in response to changes in these risks and in the market.

There have been no changes in the strategy adopted by management to control the capital of the group since the prior year.

Notes to the Financial Statements

Page No. 46

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

14. Share Option Reserve

Date	Details	Number of Options	Issue Price (cents)	Amount $
1 July 2009	Balance	37,500,000		643,966
10 December 2009	Options granted	8,750,000	0.1	8,750
December 2009	Options exercised	(66,000)		-
January 2010	Options exercised	(13,302,146)		-
27 January 2010	Options expired	(631,854)		-
30 June 2010	Balance	32,250,000		652,716
September 2010	Options exercised	(100,000)		-
October 2010	Options exercised	(300,000)		-
30 November 2010	Options expired	(250,000)		-
30 November 2010	Options expired	(250,000)		-
30 June 2011	Balance	31,350,000		652,716

The weighted average remaining contractual life of options outstanding at year end was 2.17 years. The weighted average exercise price of outstanding shares at the end of the reporting period was 14.46 cents.

Summary of Options Granted

The following table sets out the number (N[o] .) and weighted average exercise price (WAEP) of, and movements in, share options granted during the year:

Outstanding at beginning of year Granted during the year Exercised during the year Expired during the year Forfeited during the year Outstanding at the end of the year	2011 2011 2010 2010 No. WAEP No. WAEP (cents) (cents) 32,250,000 14.46 37,500,000 19.67 - 8,750,000 (400,000) (13,368,146) (500,000) (631,854) -
	31,350,000 14.00 32,250,000 14.46

The outstanding balance as at 30 June 2011 was comprised of:

(i) 23,000,000 options over ordinary shares exercisable at 10 cents each, at any time up to 31 December 2012;
(ii) 8,350,000 options over ordinary shares exercisable at 25 cents each, at any time up to 30 November 2011.

The weighted average remaining contractual life for the share options outstanding as at 30 June 2011 was 1.21 years (2010: 2.17 years).

The range of exercise prices for options outstanding at the end of the year was 10 to 25 cents (2010: 10 to 40 cents).

Notes to the Financial Statements

Page No. 47

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

No options were granted during the year, so the weighted average fair value of options granted during the year was nil. (2010: 38 cents).

15. Accumulated Losses

Accumulated losses at the beginning of the year (Loss) for year Accumulated losses at the end of the financial year 16. Cash flow Information Reconciliation to Statement of Cash Flows Note Operating (Loss) after income tax Non-cash flows in loss (Gain)/Loss on disposal of fixed asset Depreciation 10 Unrealised losses/(gains) on investments Changes in assets and liabilities (Increase)/decrease in receivables Increase/(decrease) in trade and other payables Net cash flows (used in) operating activities 17. Earnings per share Weighted average number of shares on issue during the financial year used in the calculation of basic earnings per share		Consolidated 2011 $ 2010 $ (19,100,162) (18,375,049) (832,357) (725,113) (19,932,519) (19,100,162) Consolidated 2011 2010 $ $ (832,357) (725,113) - (6,817) 55,408 21,530 38,667 - 12,219 (48,730) (17,300) (26,309) (743,363) (785,439) 2011 2010 Number Number 110,081,059 91,916,464	Consolidated 2011 $ 2010 $ (19,100,162) (18,375,049) (832,357) (725,113) (19,932,519) (19,100,162) Consolidated 2011 2010 $ $ (832,357) (725,113) - (6,817) 55,408 21,530 38,667 - 12,219 (48,730) (17,300) (26,309) (743,363) (785,439) 2011 2010 Number Number 110,081,059 91,916,464


			(785,439)
			2010 Number 91,916,464

Options to purchase ordinary shares not exercised at 30 June 2011 have not been included in the determination of basic earnings per share. Diluted loss per share has not been disclosed, as it does not show a position which is inferior to basic earnings per share.

Loss per share – cents	2011 2010 (0.8) (0.8)

Notes to the Financial Statements

Page No. 48

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

18. Financial Instruments

(a) 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 those financial assets and financial liabilities, is as follows:

Financial Assets Cash and cash equivalents Loans and Receivables Held-for-trading investments Total Financial Assets Financial Liabilities (at amortised cost) Trade and other payables Net Financial Assets	Floating Interest Rate 2011 2010 0.00% - 6.01% 0.00% - 6.00% $ $ 1,920,788 5,120,154 - - - -	Non-Interest Bearing TOTAL 2011 2010 2011 2010 $ $ $ $ - - 1,920,788 5,120,154 79,013 81,518 79,013 81,518 48,000 - 48,000 -
	1,920,788 5,120,154	127,013 81,518 2,047,801 5,201,672
	- -	(193,518) (201,105) (193,518) (201,105)
	1,920,788 5,120,154	(66,505) (119,587) 1,854,283 5,000,567

Reconciliation of Financial Assets to Net Assets

Net financial assets Exploration and Evaluation expenditure Fixed assets	Consolidated 2011 $ 2010 $ 1,836,283 5,000,567 12,961,146 10,794,008 148,590 138,145 14,946,019 15,932,720	Consolidated 2011 $ 2010 $ 1,836,283 5,000,567 12,961,146 10,794,008 148,590 138,145 14,946,019 15,932,720
		15,932,720

(b) Credit Risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets is the carrying amount of those assets, net of any provision for doubtful debts, as disclosed in the statement of financial position and notes to the financial report.

The consolidated entity does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments entered into by the consolidated entity.

(c) Net Fair Values

The carrying amount of financial assets and financial liabilities recorded in the financial statements represent their respective net fair values determined in accordance with the accounting policies disclosed in Note 2 to the financial statements.

Notes to the Financial Statements

Page No. 49

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(d) Financial Risk Management

The Group’s financial instruments consist mainly of deposits with recognised banks, investments in bank bills up to 90 days, accounts receivable and accounts payable, and loans to subsidiaries. Liquidity is managed, when sufficient funds are available, by holding sufficient funds in a current account to service current obligations and surplus funds invested in bank bills. The Directors analyse interest rate exposure and evaluate treasury management strategies in the context of the most recent economic conditions and forecasts. The main risks the Group is exposed to, through its financial instruments, are the depository banking institution itself, holding the funds, and interest rates. The Group’s active exposure to foreign currency is confined to services procured through the Namibian subsidiary. The Group’s credit risk is minimal as being an exploration company, no goods are sold, or services provided, for which consideration is claimed.

(e) Sensitivity Analysis

Interest Rate Risk, Foreign Currency Risk and Price Risk

The group has performed sensitivity analysis relating to its exposure to interest rate risk, foreign currency risk and price risk at balance date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in these risks.

Interest Rate Sensitivity Analysis

At 30 June 2010, the effect on profit and equity as a result of changes in the interest rate, with all other variables remaining constant would be as follows:

		Consolidated	Consolidated
		2011	2010
		$000	$000
Change in profit
-	Increase in interest rate by 2%	35	39
-	Decrease in interest rate by 2%	(35)	(39)
Change in Equity
-	Increase in interest rate by 2%	35	39
-	Decrease in interest rate by 2%	(35)	(39)

(f) Liquidity Risk

Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities. The Group manages the risk through the following mechanisms:

preparing forward looking cash flow analysis in relation to its operational, investing and financing activities;
maintaining a reputable credit profile;
managing credit risk related to financial assets;
only investing surplus cash with major financial institutions; and comparing the maturity profile of financial liabilities with the realisation profile of financial assets.

The tables below reflect an undiscounted contractual maturity analysis for financial liabilities.

Notes to the Financial Statements

Page No. 50

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

Cash flows realised from financial assets reflect management’s expectation as to the timing of realisation. Actual timing may therefore differ from that disclosed. The timing of cash flows presented in the table to settle financial liabilities reflects the earliest contractual settlement dates and does not reflect management’s expectations that banking facilities will be rolled forward.

Consolidated Group Financial Liabilities - Due for Payment Trade and Other Payables Total expected outflows Financial Assets - Cash Flows Realisable Cash and Cash Equivalents Bank Deposit over 3 months Receivables Held-for-trading investments Total anticipated Inflows Net (outflow)/inflow on financial instruments	Within 1 Year 1 to 5 Years Over 5 Years Total 2011 2010 2011 2010 2011 2010 2011 2010 193,518 201,105 - - - - 193,518 201,105
	193,518 201,105 - - - - 193,518 201,105 220,788 420,154 - - - - 220,788 420,154 1,700,000 4,700,000 - - - - 1,700,000 4,700,000 79,013 81,518 - - - - 79,013 81,518 - - 48,000 - - - 48,000 -
	1,999,801 5,201,672 48,000 - - - 2,047,801 5,201,672
	1,806,283 5,000,567 48,000 - - - 1,854,283 5,000,567

(g) Price risk

Price risk relates to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices largely due to demand and supply factors for commodities.

The Group is also exposed to securities price risk on investments held for trading or for medium to longer terms. Such risk is managed through diversification of investments across industries and geographical locations.

Financial Instruments Measured at Fair Value

The financial instruments recognised at fair value in the statement of financial position have been analysed and classified using a fair value hierarchy reflecting the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following levels:

quoted prices in active markets for identical assets or liabilities (Level 1);
inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (Level 2); and
inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).

Consolidated Group 2011 Financial assets Financial assets at fair value through profit or loss: - investments – held-for-trading	Level 1 Level 2 Level 3 Total $000 $000 $000 $000 48 - - 48
	48 - - 48

Notes to the Financial Statements

Page No. 51

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

2010

Financial assets

Financial assets at fair value through profit or loss: - investments – held-for-trading - - - - - - - -

Included within Level 1 of the hierarchy are listed investments. The fair values of these financial assets have been based on the closing quoted bid prices at the end of the reporting period, excluding transaction costs.

19. Investment in controlled entities

Name of	Country	Class	Equity	Equity	Book	Value	Contribution to	Contribution to
Entity	of	of	Holding		of Investment		Consolidated Result
	Incorporation	Shares		%
			2011	2010	2011	2010	2011	2010
			%	%	$	$	$	$
Link National Pty Ltd	Australia	Ordinary	100	100	8,000,000	8,000,000	-	-
Sabre
Resources Namibia	Namibia	Ordinary	70	70	-	-	(176,549)	(88,500)
(Pty) Ltd

20. Related Parties

Sabre Resources Namibia (Pty) Ltd, has been loaned $4,564,800 to date, to conduct exploration. The loan is interest free, with no fixed term of repayment.

All transactions with Directors are disclosed in Note 7.

21. Operating Segments

The Group has identified its operating segments based on the internal management reporting that is used by the executive management team (the chief operating decision maker) in assessing performance and allocating resources. The Group’s operating segments have been identified based on how the financial and operating results of the Group are monitored and presented internally to the executive management team. The reportable segments are based on aggregated operating segments determined by the similarity of the products sold, as these are the sources of the Group’s major risks and have the most effect on the performance of the Group.

The executive management team have aggregated the performance of all segments as they maintain similar economic characteristics of which includes the development and exploration of the Group’s minerals interests in Namibia.

22. Commitments

(i) Mining Tenements

The Company’s main focus is the highly prospective Ongava Project in Namibia. There are no formal exploration commitments specified by the Namibian Ministry of Mining and Energy.

(ii) Management Agreement

The Company has an agreement with a management service company for the provision of services at $220,000 per annum plus CPI. Charges are at commercial terms in accordance with the agreement entered into on 20 November 2007 for a five year term.

Notes to the Financial Statements

Page No. 52

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

23. Parent Entity Information

The following details information related to the parent entity, Sabre Resources Ltd, at 30 June 2011. The information presented here has been prepared using consistent accounting policies as shown in Note 2.

ASSETS Current assets Non-current assets TOTAL ASSETS LIABILITIES Current liabilities Non-current liabilities TOTAL LIABILITIES EQUITY Issued capital Accumulated losses TOTAL EQUITY RESERVES Share option reserve TOTAL RESERVES FINANCIAL PERFORMANCE (Loss) for the year TOTAL COMPREHENSIVE (LOSS)	Parent Entity 2011 2010 $ $ 1,921,910 5,084,805 9,289,478 8,826,351 11,211,388 13,911,156 (106,893) (191,657) - (106,893) (191,657) 34,561,808 34,461,808 (24,110,029) (21,395,025) 10,451,779 13,066,783 652,726 652,716 652,716 652,716 (2,715,004) (1,763,158) (2,715,004) (1,763,158)

No guarantees have been entered into by the parent entity on behalf of its subsidiary.

No contingent liabilities exist.

No contractual commitments by the parent company exist.

24. Contingent Liabilities

No contingent liability exists for termination benefits under service agreements with directors or persons who take part in the management of the company. There are no contingent liabilities as at 30 June 2011.

25. Subsequent Events

No matters or circumstances have arisen since the end of the financial year which significantly affect, or may significantly affect, the operations of the economic entity, the results of these operations, or the state of affairs of the economic entity in the subsequent financial years.

Notes to the Financial Statements

Page No. 53

SABRE RESOURCES LTD

DIRECTORS’ DECLARATION

In t h e opinion of the Directors of Sabre R esources Li m ited (the “ C ompany”):
( a ) the fin a ncial state m ents and n otes set o u t on page s 21 to 53, and the R e muneratio n disclos u res that are contained i n pages 17 t o 19 of the R emuneratio n Report in t h e Directors ’ Report, are in acco r dance with t he Corporat i ons Act 2001 , including:
( i) giving a true and fair view of t he Group’s financial position as at 3 0 June 20 1 1 and of it s performance, for t h e financial y ear ended o n that date; and
( ii) complying with A ustralian A c counting S tandards (i n cluding th e Australian Accountin g Interp r etations) and the Corpo r ations Reg u lations 200 1 ; and
( iii) complying with Int e rnational Financial Rep o rting Standards as disc l osed in Not e 2.
( b ) the rem u neration di s closures th a t are contai n ed in page 17 to 19 of t h e Remune r ation Repor t in the Directors’ Report comply w ith Australi a n Accounting Standard A ASB 124 R elated Part y Disclos u res and
( c ) there ar e reasonabl e grounds to believe that the Compa n y will be abl e to pay its d ebts as an d when th e y become d ue and pay a ble.
T he Directo r s have bee n given the declarations r equired by S ection 295 A of the Cor p orations Ac t 2 001 from t h e Chief Ex e cutive Offic e r and Chief Financial Officer for th e financial y e ar ended 3 0 J une 2011.

Signe d in accorda n ce with a resolution of t h e Directors:

==> picture [38 x 54] intentionally omitted <==

==> picture [55 x 54] intentionally omitted <==

==> picture [9 x 54] intentionally omitted <==

D N Z u kerman DIRE C TOR

Dated this twenty e ighth day of September 2011 Perth, W estern Au s tralia

Directors’ Declaration Page No . 54

==> picture [206 x 39] intentionally omitted <==

Grant Thornton (WA) Partnership ABN 17 735 344 518

10 Kings Park Road West Perth WA 6005 PO Box 570 West Perth WA 6872

T +61 8 9480 2000 F +61 8 9322 7787 E [email protected] W www.grantthornton.com.au

Independent Auditor’s Report

To the Members of Sabre Resources Limited

Report on the financial report

We have audited the accompanying financial report of Sabre Resources Limited (the “Company”), which comprises the consolidated statement of financial position as at 30 June 2011, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information and the directors’ declaration of the consolidated entity comprising the Company and the entities it controlled at the year’s end or from time to time during the financial year.

Directors responsibility for the financial report

The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view of the financial report in accordance with Australian Accounting Standards and the Corporations Act 2001. This responsibility includes such internal controls as the Directors determine are necessary to enable the preparation of the financial report to be free from material misstatement, whether due to fraud or error. The Directors also state, in the notes to the financial report, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the financial statements and notes, complies with International Financial Reporting Standards.

Auditor’s responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards which require us to comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

Grant Thornton Australia Limited is a member firm within Grant Thornton International Ltd. Grant Thornton International Ltd and the member firms are not a worldwide partnership. Grant Thornton Australia Limited, together with its subsidiaries and related entities, delivers its services independently in Australia.

Liability limited by a scheme approved under Professional Standards Legislation

Page No. 55

==> picture [139 x 27] intentionally omitted <==

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error.

In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.

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

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.

Auditor’s opinion

In our opinion:

a the financial report of Sabre Resources Limited is in accordance with the Corporations Act 2001, including:
i giving a true and fair view of the consolidated entity’s financial position as at 30 June 2011 and of its performance for the year ended on that date; and
ii complying with Australian Accounting Standards and the Corporations Regulations 2001; and
b the financial report also complies with International Financial Reporting Standards as disclosed in the notes to the financial statements.

Report on the remuneration report

We have audited the remuneration report included in pages 17 to 19 of the directors’ report for the year ended 30 June 2011. The Directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

Page No. 56

==> picture [139 x 27] intentionally omitted <==

Auditor’s opinion on the remuneration report

In our opinion, the remuneration report of Sabre Resources Limited for the year ended 30 June 2011, complies with section 300A of the Corporations Act 2001.

==> picture [114 x 31] intentionally omitted <==

GRANT THORNTON (WA) PARTNERSHIP Chartered Accountants

==> picture [114 x 50] intentionally omitted <==

P W Warr Partner

Perth, 28 September 2011

Page No. 57

==> picture [206 x 39] intentionally omitted <==

Grant Thornton (WA) Partnership ABN 17 735 344 518

10 Kings Park Road West Perth WA 6005 PO Box 570 West Perth WA 6872

T +61 8 9480 2000 F +61 8 9322 7787 E [email protected] W www.grantthornton.com.au

Auditor’s Independence Declaration To the Directors of Sabre Resources Limited

In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Sabre Resources Limited for the year ended 30 June 2011, I declare that, to the best of my knowledge and belief, there have been:

a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
b no contraventions of any applicable code of professional conduct in relation to the audit.

==> picture [114 x 31] intentionally omitted <==

GRANT THORNTON (WA) PARTNERSHIP Chartered Accountants

==> picture [114 x 49] intentionally omitted <==

P W Warr Partner

Perth, 28 September 2011

Liability limited by a scheme approved under Professional Standards Legislation

Page No. 58

INTRODUCTION

Sabre Resources Ltd ACN 003 043 570 ("the Company") has adopted systems of control and accountability as the basis for the administration of corporate governance. Some of these policies and procedures are summarised below.

Additional information about the Company's corporate governance practices is set out on the Company's website at www.sabresources.com :

– Principle 1 Lay solid foundations for management and oversight Responsibilities of the Board

The Board is responsible for the following matters:

ensuring the Company’s conduct and activities are ethical and carried out for the benefit of all its stakeholders;

development of corporate strategy, implementation of business plans and performance objectives;

reviewing, ratifying and monitoring systems of risk management, codes of conduct, internal control system and legal and regulatory compliance;

the appointment of the Company’s Corporate Manager, Chief Financial Officer, Company Secretary and other senior executives;

monitoring senior executives’ performance and implementation of strategy; determining appropriate remuneration policies;

allocating resources and ensuring appropriate resources are available to management;

approving and monitoring the annual budget, progress of major capital expenditure, capital management, and acquisitions and divestitures; and

approving and monitoring financial and other reporting.

Chairman

The Chairman is responsible for leadership of the Board and for the efficient organisation and conduct of the Board’s business. The Chairman should facilitate the effective contribution of all directors and promote constructive and respectful relations between directors and between the Board and management of the Company. The Chairman is responsible for briefing directors on issues arising at Board meetings and ultimately is responsible for communications with shareholders and arranging Board performance evaluation.

Corporate Manager

The Corporate Manager, appointed by a contractual arrangement with the Company, is responsible for running the affairs of the Company under the supervision and direction of the Board. In carrying out its responsibilities the Corporate Manager must report to the Board in a timely manner and ensure all reports to the Board present a true and fair view of the Company’s financial condition and operational results.

Company Secretary

The Company Secretary is responsible for monitoring the extent that Board policy and procedures are followed, and coordinating the timely completion and despatch of Board agendas and briefing material. All directors are to have access to the Company Secretary.

Performance evaluation

The Chairman and/or the Corporate Manager are responsible for reviewing the performance of each executive at least once every calendar year with reference to the terms of their employment contract.

Corporate Governance Page No 59

Reporting

The Company, will, in the corporate governance statement section of its Annual Report, include the recommended information set out in ASX Corporate Governance Principles in relation to the Guide to reporting on Principle 1.

Principle 2 - Structure the Board to add value Composition of the Board

The Company will ensure that the Board will be of a size and composition that is conducive to making appropriate decisions and be large enough to incorporate a variety of perspectives and skills, and to represent the best interests of the Company as a whole rather than of individual shareholders or interest groups. It will not, however, be so large that effective decision-making is hindered.

Independent directors

The Company will regularly review whether each non-executive director is independent and each non-executive director should provide to the Board all information that may be relevant to this assessment. If a director’s independence status changes this should be disclosed and explained to the market in a timely fashion.

The Company will endeavour to ensure that it has a majority of independent directors at all times, subject to the right of shareholders in general meeting to elect and remove directors.

Chairman

While the Chairman should be a non-executive director who is independent and who should not also be the chief executive officer of the Company, the Company has not formally appointed a Chairman, preferring to rely upon Mr Zukerman as its Executive Director to fulfil this role. Mr Zukerman does not satisfy the Independence Criteria. The Board believes that Mr Zukerman is the most appropriate person for the position of Chairman because of his extensive experience.

Although the Board recognises the importance of the need for the division of responsibilities between the Chairman and the Managing Director, the existing structure, whereby Mr Zukerman carries out the duties of both roles, is considered appropriate to the Company’s present circumstances. It provides a unified structure, which the Board believes is important given the Company’s present stage of corporate development. Mr Zukerman has been a significant force in the current direction of the Company, and has provided strong and effective leadership to the Board.

The Chairman’s other positions should not be such that they are likely to hinder the effective performance of their role of Chairman of the Company.

Independent decision- making

All directors - whether independent or not - should bring an independent judgement to bear on Board decisions. Non-executive directors are encouraged to confer regularly without management present. Their discussions are to be facilitated by the Chairman, if he is independent or the deputy Chairman. Non-executive directors should inform the Chairman before accepting any new appointments as directors.

Independent advice

To facilitate independent decision making, the Board and any committees it convenes from time to time may seek advice from independent experts whenever it is considered appropriate. With the consent of the Chairman, individual directors may seek independent professional advice, at the expense of the Company, on any matter connected with the discharge of their responsibilities.

Procedure for selection of new directors

The Company believes it is not of a size to justify having a Nomination Committee. If any vacancies arise on the Board, all directors are involved in the search for, and recruitment of a replacement. The Board believes corporate performance is enhanced when the Board has an appropriate mix of skills and experience.

Corporate Governance Page No 60

In support of their candidature for directorship or re-election, non-executive directors should provide the Board with details of other commitments and an indication of time available for the Company. Prior to appointment or being submitted for re-election non-executive directors should specifically acknowledge to the Company that they will have sufficient time to meet what is expected of them as a non-executive director. Re-appointment of directors is not automatic.

Induction and education

The Board will implement an induction program to enable new directors to gain an understanding of:

the Company’s financial, strategic, operational and risk management position;

the rights, duties and responsibilities of the directors;

the roles and responsibilities of senior executives; and

the role of any Board committees in operation.

Directors will have reasonable access to technical seminars or equivalent to update and enhance their skills and knowledge, including education concerning key developments in the Company and in the industries in which the Company’s business is involved.

Access to information

The Board has the right to obtain all information from within the Company which it needs to effectively discharge its responsibilities.

Senior executives are required on request from the Board to supply the Board with information in a form and timeframe, and of a quality that enables the Board to discharge its duties effectively. Directors are entitled to request additional information where they consider such information necessary to make informed decisions.

Reporting

The Company will, in the corporate governance statement section of its Annual Report, include the recommended information set out in the ASX Corporate Governance Principles in relation to the Guide to reporting on Principle 2.

- Principle 3: Promote ethical and responsible decision making code of conduct

The Board has adopted the Code of Conduct set out at Appendix A to promote ethical and responsible decision making by directors, management and employees. The Code embraces the values of honesty, integrity, enterprise, excellence, accountability, justice, independence and equality of stakeholder opportunity.

The Board is responsible for ensuring that training on the Code of Conduct is provided to staff and officers of the Company.

The Board is responsible for making advisers, consultants and contractors aware of the Company’s expectations set out in the Code of Conduct.

Policy for trading in Company securities

The Board has adopted a policy on trading in the Company’s securities by directors, senior executives and employees set out in Appendix B.

The Board is responsible for ensuring that the policy is brought to the attention of all affected persons and for monitoring compliance with the policy.

Corporate Governance Page No 61

Reporting

The Company, will, in the corporate governance statement section of its Annual Report, include the recommended information set out in the ASX Corporate Governance Principles in relation to the Guide to reporting on Principle 3.

Principle 4: Safeguard integrity in financial reporting

Audit and Risk Management

The Company believes it is not of a size to justify having a separate Audit and Risk Management Committee. Ultimate responsibility for the integrity of the Company’s financial reporting rests with the full Board. Given the small size of the Board, the directors believe an Audit Committee structure to be inefficient. All directors share responsibility for ensuring the integrity of the Company’s financial reporting and appropriate Board processes must be implemented to perform the following audit and risk management functions:

(1) external audit function:

(a) review the overall conduct of the external audit process including the independence of all parties to the process;
(b) review the performance of the external auditors;
(c) consider the reappointment and proposed fees of the external auditor; and
(d) where appropriate seek tenders for the audit and where a change of external auditor is recommended arrange submission to shareholders for shareholder approval;
(2) reviewing the quality and accuracy of published financial reports;
(3) reviewing the accounting function and ongoing application of appropriate accounting and business policies and procedures;
(4) reviewing and imposing variations to the risk management and internal control policies designed and implemented by Company management; and
(5) any other matters relevant to audit and risk management processes.

Reporting

Principle 5: Make timely and balanced disclosure Disclosure Policy

The Board has adopted a Disclosure Policy for ensuring timely and accurate disclosure of price-sensitive information to shareholders through the ASX set out in Appendix C.

The Disclosure Policy ensures that:

all investors have equal and timely access to material information concerning the Company including its financial position, performance, ownership and governance; and Company announcements are subjected to a vetting and authorisation process designed to ensure they:

(a) are released in a timely manner;
(b) are factual;
(c) do not omit material information; and
(d) are expressed in a clear and objective manner that allows investors to assess the impact of the information when making investment decisions.

Corporate Governance Page No 62

Reporting

Principle 6: Respect the rights of shareholders Communication with Shareholders

The Board is committed to open and accessible communication with holders of the Company’s shares and other securities. Disclosure of information and other communication will be made as appropriate by mail or email.

The Company’s website will also be used to provide additional relevant information to security holders. The Board considers the following to be appropriate features for the Company’s website:

(a) placing the full text of notices of meeting and explanatory material on the website;
(b) providing information about the last two years’ press releases or announcements plus at least three years of financial data on the website.

General Meetings

The Company is committed to improving shareholder participation in general meetings. In order to achieve that objective, the Company has adopted guidelines of the ASX Corporate Governance Council for improving shareholder participation through the design and content of notices and through the conduct of the meeting itself.

Reporting

Principle 7: Recognise and manage risk

Creation and implementation of Company risk management policies

It is the responsibility of the Corporate Manager to create, maintain and implement risk management and internal control policies for the Company, subject to review by the Board.

The Corporate Manager must report to the Board annually regarding the design, implementation and progress of the risk management policies and internal control systems.

Audit and Risk Management

As referenced with respect to Principle 4, the Board has not established an Audit and Risk Management Committee for the reasons given above.

Review by the Board

The Board will review the effectiveness of implementation of the risk management system and internal control system at least annually.

When reviewing risk management policies and internal control system the Board should take into account the Company’s legal obligations and should also consider the reasonable expectations of the Company’s stakeholders, including security holders, employees, customers, suppliers, creditors, consumers and the community.

Corporate Manager

The Corporate Manager is required annually to state in writing to the Board that the Company has a sound system of risk management, that internal compliance and control systems are in place to

Corporate Governance Page No 63

ensure the implementation of Board policies, and that those systems are operating efficiently and effectively in all material respects.

Verification of financial reports

The chief executive officer and the Chief Financial Officer are required by the Company to state the following in writing prior to the Board making a solvency declaration pursuant to section 295(4) of the Corporations Act:

(a) that the Company’s financial reports contain a true and fair view, in all material respects, of the financial condition and operating performance of the Company and comply with relevant accounting standards; and
(b) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and that the system is operating effectively in all material respects in relation to financial reporting risks.

Reporting

Principle 8: Remunerate fairly and responsibly

Director and senior executive remuneration policies

The Company’s remuneration policy is structured for the purpose of:

(a) motivating senior executives to pursue the long-term growth and success of the Company; and
(b) demonstrating a clear relationship between senior executives’ performance and remuneration.

The Board’s responsibility is to set the level and structure of remuneration for officers (including but not limited to directors and secretaries) and executives, for the purpose of balancing the Company’s competing interests of:

(a) attracting and retaining senior executives and directors; and
(b) not paying excessive remuneration.

Executive directors’ remuneration should be structured to reflect short and long-term performance objectives appropriate to the Company’s circumstances and goals.

Executive directors’ and senior executives’ remuneration packages should involve a balance between fixed and incentive-based pay, reflecting short and long-term performance objectives appropriate to the Company’s circumstances and goals.

Non-executive directors’ remuneration should be formulated with regard to the following guidelines:

(a) non-executive directors should normally be remunerated by way of fees, in the form of cash, non-cash benefits, superannuation contributions or equity, usually without participating in schemes designed for the remuneration of executives;
(b) non-executive directors should not be provided with retirement benefits other than superannuation.

No director may be involved in setting their own remuneration or terms and conditions and in such a case relevant directors are required to be absent from the full Board discussion.

Corporate Governance Page No 64

Remuneration Committee

The Company believes it is not of a size to justify having a Remuneration Committee and that it has Board processes in place which raise the issues which would otherwise be considered by a committee.

Reporting

Corporate Governance Page No 65

Appendix A – Code of Conduct

Introduction

This Code of Conduct sets out the standards which the Board, management and employees of the Company are encouraged to comply with when dealing with each other, the Company’s shareholders and the broader community.

Responsibilities to shareholders

The Company aims:
2.1 to increase shareholder value within an appropriate framework which safeguards the rights and interests of shareholders; and
2.2 to comply with systems of control and accountability which the Company has in place as part of its corporate governance.

Responsibilities to clients, employees, suppliers, creditors, customers and consumers

The Company will comply with all legislative and common law requirements which affect its business.

Employment practices

The Company will employ the best available staff with skills required to carry out the role for which they are employed. The Company will ensure a safe workplace and maintain proper occupational health and safety practices.

Responsibility to the community

The Company will recognise, consider and respect environmental, native title and cultural heritage issues which arise in relation to the Company’s activities and comply with all applicable legal requirements.

Responsibility to the individual

The Company recognises and respects the rights of individuals and will comply with the applicable laws regarding privacy and confidential information.

Obligations relative to fair trading and dealing

The Company will deal with others in a way that is fair and will not engage in deceptive practices.

Business courtesies, bribes, facilitation payments, inducements and commissions

Corrupt practices are unacceptable to the Company. It is prohibited for the Company or its directors, managers or employees to directly or indirectly offer, pay, solicit or accept bribes or any other corrupt arrangements.

Conflicts of interest

The Board, management and employees must report any situations where there is a real or apparent conflict of interest between them as individuals and the interest of the Company. Where a real or apparent conflict of interest arises, the matter must be brought to the attention of the Chairman in the case of a Board member, the Corporate Manager or Chief Executive Officer (or equivalent) in the case of a member of management and a supervisor in the case of an employee, so that it may be considered and dealt with in an appropriate manner.

Compliance with the Code of Conduct

Any breach of compliance with this Code of Conduct is to be reported directly to the Chairman.

Corporate Governance Page No 66

Periodic review of Code

The Company will monitor compliance with this Code of Conduct periodically by liaising with the Board, management and staff. Suggestions for improvements or amendments to this Code of Conduct may be made at any time to the Chairman.

Appendix B – Policy for trading in Company securities

Introduction

The Company recognises and enforces legal and ethical restrictions on trading in its securities by key management personnel within and external to the Company. The terms of this securities dealing policy apply to the Company’s directors, secretaries, senior executives and such employees and consultants of the Company as are nominated by the Company Secretary from time to time (Key Management Personnel).

Communication

This policy will be communicated to all Key Management Personnel and will be placed on the Company’s website.

Insider Trading Laws

Insider trading laws cover all directors, officers, employees and consultants of the Company. If a person has inside information which is not publicly known then that person shall not trade in the Company’s shares or advise or procure another person to trade in the Company’s shares or pass that information to someone else knowing (or where that person should reasonably have known) that the other person would, or would be likely to use that information to trade in, or procure someone else to trade in, the Company’s shares.

Trading Restrictions

In addition to any prohibitions imposed under Insider Trading laws, trading by Key Management Personnel in the Company’s securities is subject to the following limitations:
4.1 No trading in the Company’s securities shall take place during the closed period of two weeks preceding release of each quarterly report, half-yearly financial report, and annual report of the Company.
4.2 No trading in the Company’s securities shall take place, directly or indirectly, where it is known, or ought reasonably to have been known, by the person intending to trade, that information exists that has not been released to the ASX, and where that information is of a type that could reasonably be expected to encourage buying or selling, were that information known by others.
4.3 The Chairman may declare other closed periods from time to time.

Hardship

During any of the periods specified in section 4, Key Management Personnel may not trade in the Company’s securities, without obtaining the Chairman’s prior written consent. Permission will only be granted to trade to the extent reasonably necessary to avoid or ameliorate documented hardship and suffering, or as required by other extenuating circumstances.

Directors’ trading and disclosures

Within twenty four hours of a director being appointed to the Board, resigning or being removed from the Board, or trading in the Company’s securities, full details of the Director’s notifiable interests in the Company’s securities and changes in such interest must be advised to the Company Secretary so that a record is kept within the Company and so that necessary ASX notifications will occur.

All directors must notify the Company Secretary of any margin loan or similar funding arrangement entered into in relation to the Company’s securities and any variations to such arrangements, including the number of securities involved, the circumstances in which the lender can make margin calls, and the right of the lender to dispose of the securities.

Corporate Governance Page No 67

Excluded trades

The following trades are excluded from the operation of this policy:
dividend reinvestment plans;
share purchase plans;
rights issues;
accepting takeover offers;
pre-approved non-discretionary trading plans which are not entered into or subsequently amended during the periods described in the Trading Restrictions section of this policy; and margin calls.

Appendix C - Disclosure Policy

Disclosure requirements

1 The Company recognises its duties pursuant to the continuous disclosure rules of the ASX Listing Rules and Corporations Act to keep the market fully informed of information which may have a material affect on the price or value of the Company’s securities.

2 Subject to certain exceptions (in ASX Listing Rule 3.1A), the Company is required to immediately release to the market information that a reasonable person would expect to have a material effect on the price or value of the Company’s securities.

Responsibilities of directors, officers and employees

3 The Board as a whole is primarily responsible for ensuring that the Company complies with its disclosure obligations and for deciding what information will be disclosed. Subject to delegation, the Board is also responsible for authorising all ASX announcements and responses of the Company to ASX queries.

4 Every director, officer and employee of the Company is to be informed of the requirements of this policy and must advise the Corporate Manager, Chairman or Company Secretary as soon as possible (and prior to disclosure to anyone else) of matters which they believe may be required to be disclosed.

Authorised Disclosure Officer

5 The Board has delegated its primary responsibilities to communicate with ASX to the following Authorised Disclosure Officer:

5.1 the Company Secretary or
5.2 in the absence of the Company Secretary, a designated Executive Director, who is authorised to act in that capacity by the Board.

Responsibilities of Authorised Disclosure Officer

6 Subject to Board intervention on a particular matter, the Authorised Disclosure Officer is responsible for the following:

6.1 monitoring information required to be disclosed to ASX and coordinating the Company’s compliance with its disclosure obligations;
6.2 ASX communication on behalf of the Company, authorising Company announcements and lodging documents with ASX; 6.3 requesting a trading halt in order to prevent or correct a false market; 6.4 providing education on these disclosure policies to the Company’s directors, officers and employees; and
6.5 ensuring there are vetting and authorisation processes designed to ensure that Company announcements: 6.5.1 are made in a timely manner; 6.5.2 are factual; 6.5.3 do not omit material information; 6.5.4 are expressed in a clear and objective manner that allows investors to assess the impact of the information when making investment decisions.

7 An Authorised Disclosure Officer must be available to communicate with the ASX at all reasonable times,

Corporate Governance Page No 68

and is responsible for providing contact details and other information to ASX to ensure such availability.

Measures to avoid a false market

8 In the event that ASX requests information from the Company in order to correct or prevent a false market in the Company’s securities, the Company will comply with that request. The extent of information to be provided by the Company will depend on the circumstances of the ASX request.
9 If the Company is unable to give sufficient information to the ASX to correct or prevent a false market, the Company will request a trading halt.
10 If the full Board is available to consider the decision of whether to call a trading halt, only they may authorise it, but otherwise, the Authorised Disclosure Officer may do so.

ASX Announcements

11 Company announcements of price-sensitive information are subjected to the following vetting and authorisation process to ensure their clarity, timely release, factual accuracy and inclusion of all material information:
11.1 The Authorised Disclosure Officer must prepare ASX announcements when required to fulfil the Company’s disclosure obligations.
11.2 Proposed announcements must be approved by the Chairman or in his absence, urgent announcements may be approved by such other person expressly authorised by the Board.
11.3 Announcements must first be released to the ASX Announcements Platform before being disclosed to any other private or public party (such as the media). after release of the announcement, it must be displayed on the Company’s website, following which the Company can then release such information to media and other information outlets.
11.4 Wherever practical, all announcements must be provided to the directors, Corporate Manager and Company Secretary prior to release to the market for approval and comment.

Confidentiality and unauthorised disclosure

12 The Company must safeguard the confidentiality of information which a reasonable person would expect to have a material effect on the price or value of the Company’s securities. If such information is inadvertently disclosed, the Authorised Disclosure Officer must be informed of the same and must refer it to the Chairman and Corporate Manager as soon as possible.

External communications and Media Relations

13 The Chairman, Company Secretary and such other person approved by the Board are authorised to communicate on behalf of the Company with the media, government and regulatory authorities, stock brokers, analysts and other interested parties or the public at large. No other person may do so unless specifically authorised by the Chairman, Company Secretary or such other approved person.
14 All requests for information from the Company must be referred to the Authorised Disclosure Officer who will provide them to the Chairman, Company Secretary or Corporate Manager.

Breach of disclosure policy

15 Serious breaches of this disclosure policy may be treated with disciplinary action, including dismissal, at the discretion of the Board.

Corporate Governance Page No 69

16 Where the breach is alleged against a member of the Board, that director will be excluded from the Board’s consideration of the breach and any disciplinary action for the Company to take.

Board Structure
Name of Director	Year Appointed	Executive	Non- Executive	Independent	Seeking re-election at
					2011 AGM
A Clemen - Director	1999	NO	YES	YES	NO
J Downes - Director	2007	NO	YES	YES	YES
M Scivolo - Director	2006	NO	YES	YES	YES
D Zukerman - Director	2003	YES	NO	NO	NO

Corporate Governance Page No 70

SABRE RESOURCES LTD SHAREHOLDER INFORMATION

1. Distribution of Shareholders

(a) As at 26 September 2011 the distribution of members and their shareholdings were:-

Range of Holding 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Holders Shares Held Percent 244 95,486 0.09 289 808,936 0.73 134 1,108,037 1.01 347 13,801,576 12.52 134 94,388,962 85.65
	1,148 110,202,997 100.00

(b) There exist 510 shareholders with unmarketable parcels of shares.

2. Substantial Shareholders

The names of the substantial shareholders who have notified the Company in accordance with Section 671B of the Corporation Act 2001 are:

Name Number of Percentage of Ordinary Shares Issued Capital Coniston Pty Ltd, 27,546,020 25.00% Kalgoorlie Mine Management Pty Ltd together with group member James John del Piano

The twenty largest shareholders as at 26 September 2011, representing 55.70% of the paid up capital were:

Name of Holder Coniston Pty Ltd Bow Lane Nominees Pty Ltd Langoni Investments Pty Ltd Comprehensive Investments Pty Ltd UBS Wealth Management Australia Nominees Pty Ltd Merrill Lynch (Australia) Nominees Pty Ltd J P Morgan Nominees Australia Ltd Kalgoorlie Mine Management Pty Ltd National Nominees Limited Queensway Investments Pty Ltd HSBC Custody Nominees (Australia) Ltd Coniston Pty Ltd Kirk Group Holdings Pty Ltd Nelbert Finance Ltd Herlequin Investments Ltd Judge Street Pty Ltd M I L & S E Bassett Buckingham Investment Financial Services Pty Ltd James John del Piano Bluebase Pty	Number % 23,200,000 21.05 6,513,800 5.91 3,520,000 3.19 3,360,000 3.05 3,137,527 2.85 2,424,267 2.20 2,221,905 2.02 1,940,000 1.76 1,677,480 1.52 1,675,000 1.52 1,507,172 1.37 1,500,000 1.36 1,300,000 1.18 1,200,000 1.09 1,200,000 1.09 1,175,000 1.07 1,010,000 0.92 1,000,000 0.91 906,020 0.82 900,000 0.82
	61,368,1771 55.70

Name of Holder
Coniston Pty Ltd
Bow Lane Nominees Pty Ltd
Langoni Investments Pty Ltd
Comprehensive Investments Pty Ltd
UBS Wealth Management Australia Nominees Pty Ltd
Merrill Lynch (Australia) Nominees Pty Ltd
J P Morgan Nominees Australia Ltd
Kalgoorlie Mine Management Pty Ltd
National Nominees Limited
Queensway Investments Pty Ltd
HSBC Custody Nominees (Australia) Ltd
Coniston Pty Ltd
Kirk Group Holdings Pty Ltd
Nelbert Finance Ltd
Herlequin Investments Ltd
Judge Street Pty Ltd
M I L & S E Bassett
Buckingham Investment Financial Services Pty Ltd
James John del Piano
Bluebase Pty

Number
%
23,200,000
21.05
6,513,800
5.91
3,520,000
3.19
3,360,000
3.05
3,137,527
2.85

2,424,267
2.20
2,221,905
2.02
1,940,000
1.76
1,677,480
1.52
1,675,000
1.52
1,507,172
1.37
1,500,000
1.36
1,300,000
1.18
1,200,000
1.09
1,200,000
1.09
1,175,000
1.07
1,010,000
0.92
1,000,000
0.91
906,020
0.82
900,000
0.82

61,368,1771
55.70

(f) Two classes of unlisted options have been granted: (i) 23,000,000 options exercisable at 10 cents each on or before 31 December 2012, (ii) 8,350,000 options exercisable at 25 cents each on or before 30 November 2011.

Shareholder Information

Page No. 71

AI assistant

SABRE RESOURCES LIMITED — Annual Report 2011

65750_rns_2011-09-29_c9fdf3b0-6d82-45ad-b022-5daf08aebf15.pdf

SBR

SABRE RESOURCES LTD

ANNUAL REPORT

SABRE RESOURCES LTD

INDEX

SABRE RESOURCES LTD

COMPANY DIRECTORY

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE

SOLICITORS

AUDITORS

BANKERS

SHARE REGISTRY

SECURITIES EXCHANGE LISTING

ONGAVA POLYMETALLIC PROJECT, NAMIBIA

KASKAR A Cu-Pb- Z n-V

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

REVIEW OF OPERATIONS

Mineralisation

Deep weathering and copper potential

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Diamond drilling

Intercepts

Broken ground in the weathered cap

RC drilling

Regional geophysics interpretation

Underground rehabilitation

Summary

REVIEW OF OPERATIONS

DRIEHOEK Pb-Zn

Channel sampling

Driehoek N o rth

Diamond drilling

DKDD010 55.75m @ 2.04% Pb+Zn (1.67 % Zn + 0.36 % Pb) & 1.3 2 g/t Ag from 1 6.25m i n cluding 20.75m @ 3.03% Pb+Zn (2.18% Zn + 0.84% Pb) & 3.7g/t Ag f rom 16.25 m and 5m @ 3.52% Zn from 67 m

HARASIB II Pb-Zn

REVIEW OF OPERATIONS

REVIEW OF OPERATIONS

BORDER Pb-Zn

Drilling

SABRE RESOURCES LTD

Metallurgy

Scoping Study and Resource

HOBA OST Cu-Pb-Zn-Ag

REVIEW OF OPERATIONS

SABRE RESOURCES LTD

OTHER PROSPECTS AND OPPORTUNITIES

Competent Person Declaration

Forward-Looking Statements

SABRE RESOURCES LTD

DIRECTORS’ REPORT

DIRECTORS

PRINCIPAL ACTIVITIES

RESULTS

DIVIDENDS

INFORMATION ON DIRECTORS AND COMPANY SECRETARY

SABRE RESOURCES LTD

DIRECTORS’ REPORT

(iii) David Zukerman

REMUNERATION REPORT (AUDITED)

2011

SABRE RESOURCES LTD

DIRECTORS’ REPORT

ANALYSIS OF MOVEMENT IN OPTIONS

MEETINGS OF DIRECTORS

RETIREMENT, ELECTION AND CONTINUATION OF OFFICE OF DIRECTORS

SABRE RESOURCES LTD

DIRECTORS’ REPORT

ENVIRONMENTAL ISSUES

AFTER REPORTING DATE EVENTS

INDEMNIFYING OFFICERS OR AUDITOR

SHARE OPTIONS

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

PROCEEDINGS ON BEHALF OF THE COMPANY

AUDIT COMMITTEE

SABRE RESOURCES LIMITED Annual Report 2011