SABRE RESOURCES LIMITED - Annual Report 2014

Sabre Resources Ltd

ACN: 003 043 570

ANNUAL REPORT 2014

SABRE RESOURCES LTD

INDEX

Contents
	Page No.
Company Directory	1
Review of Operations	2
Directors' Report	13
Consolidated Statement of Profit or Loss
and Other Comprehensive Income	19
Consolidated Statement of Financial Positio64n	20
Consolidated Statement of Changes in Equity	21
Consolidated Statement of Cash Flows	22
Notes to the Financial Statements	23
Directors' Declaration	47
Independent Audit Report	48
Auditor’s Independence Declaration	51
Corporate Governance Statement	52
Shareholder Information	64

Index

SABRE RESOURCES LTD

COMPANY DIRECTORY

DIRECTORS

Michael Scivolo Jonathan Downes Paul Mazzoni

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 Audit Pty Ltd 10 Kings Park Road West Perth WA 6005

BANKERS

Westpac Bank 108 Stirling Highway Nedlands WA 6009

SHARE REGISTRY

Advanced Share Registry Limited 110 Stirling Highway Nedlands WA 6009

Telephone: (08) 9389 8033 Facsimile: (08) 9262 3723

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. 1

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

SABRE R ESOU R CES OP E RATIO N S REPORT: 201 3 -2014

THE OTA V I MOUN T AIN LAN D PROJEC T – NORT H ERN NAMIBIA

During the year, Sabr e has continued its suc c essful wor k on definin g copper-sil v er minerali s ation at th e Guchab C a nyon depo s it in its Ota v i Mountain Land (‘OM L ’) project i n northern N amibia (Fig u re 1). Th e Guchab C a nyon depo s it was disc o vered in th e 2012-201 3 year bene a th historic w orkings lo c ated on th e slopes of t h e Guchabberg mountain. Guchab C anyon is s i milar in style to the m o thballed Ko m bat coppe r mine aroun d 10 km alo n g strike to t h e west. Sa b re has completed its ini t ial definitio n drilling and is preparin g to release a maiden JO R C 2012 re s ource on th e Guchab C a nyon deposit in the Dec e mber Quar t er.

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Figure 1 – Location o f Sabre’s Otavi Mountain Land Pr o ject in northe r n Namibia.

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Sabre’s focus for the y e ar ahead is on unlocking the poten t ial for copp e r, zinc, lea d and vanadium potentia l across its li c ences in N a mibia. A re v iew of the C ompany’s p roject area a nd explora t ion program for 2013-1 4 is provided below:

HIGHLIG H TS OF E X PLORATI O N

Drilling wa s completed during the y ear at suc c essfully ide n tifying furth e r copper m ineralisatio n at Guchab , Schlangent a l, Eisernen h ut. Highlights include;  Ext e nsive inter s ections of c o pper miner a lisation at G uchab Can y on, includin g : o GCDD 0 026, 15.82 m @ 2.80% C u & 24.61 g /t Ag from 14.63m o GCDD 0 050, 10.33 m @ 3.18% C u & 29.04 g /t Ag from 72.00m o GCDD 0 046, 26.40 m @ 2.44% C u & 43.61 g /t Ag from 95.60m o GCDD 0 045, 21.86 m @ 2.22% C u & 44.59 g /t Ag from 183.00m o GCDD 0 034, 19.73 m @ 1.49% C u & 12.81 g /t Ag from surface o GCDD 0 037, 10.08 m @ 1.54% C u & 23.19 g /t Ag from 2.90m o GCDD 0 039, 23.15 m @ 1.29% C u & 4.50 g/ t Ag from 2. 9 5m o GCDD 0 040, 14.17 m @ 1.35% C u & 9.14 g/ t Ag from 4. 5 5m

Review of Operations

Page No. 2

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Th r ee-dimensi o nal modelling of the Gu c hab Canyo n deposit in p reparation f o r the maid e n resource est i mation.
De t ailed region a l prospecti v ity analysis a nd definition of a series of targets f o r copper, zi n c and lead. Ta r gets are ba s ed on newl y developed m ineralisati o n models a n d complete reinterpreta t ion of the regional geology assisted b y increased u nderstandi n g of the mi n eralisation s tyles as a r e sult of ex p loration to date.

PROJEC T LOCATI O N

Sabre’s Otavi Mountain Land pr o ject is loc a ted in nort h ern Namib i a, in sout h ern Africa. The projec t comprises t wo granted t enements, E PL 3540 ( S BR 70%) a n d EPL 3542 (SBR 80%) , which cov e r 822 km[2] o f the ‘Otavi T riangle’. (Fi g ure 2).

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Figure 2 – The Otavi M o untain Land, s howing roads ( red) railroads ( black hatched), towns (black s quare), major mines and deposits (cros s es) and the T s umeb smelter c omplex. Sabr e ’s two licence s , EPL3540 an d EPL3542, ar e located in the highly min e ralised south of the area. M i ning licences ( grey cross-hatched) are not owned by Sabre and are excised from the licences.

The Otavi M ountain La n d is home t o numerous historic cop p er mines in c luding the T sumeb cop p er-lead-zin c mine and s m elter com p lex and the Kombat copper mine. T h ese mines a re currentl y on care & m aintenanc e but the Tsu m eb copper smelter remains one of o nly five op e rating copp e r smelters i n Africa.

The presence of these and other significant mi n ing and pr o cessing op e rations has resulted in t he provisio n of excellent infrastructu r e througho u t the region. Overall the Otavi Mountain Land di s plays a sig n ificant min e ral endowment of copp e r, zinc, lea d , vanadium , and some s emi-preciou s metals, wi t h the suppo r ting infrastr u cture to fas t -track disco v eries to pr o duction.

Review of Operations

Page No. 3

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

GEOLOGICAL SET T ING

The Otavi Mountain L and (‘OML’) is part o f the Dam a ran Mobile Belt (Figur e 3), one o f the mos t economically important regions for b ase metal m ineralisati o n globally. A significant proportion of the world’ s copper is s ourced fro m the Centr a l African Copper Belt, which is subdivided in t o the Zam b ian and th e Katangan ( D RC) Copp e r Belts. With giant dep o sits such a s Kamoa an d Tenke-Fu n gurume an d large high - grade dep o sits like Kip u shi, the Ce n tral African Copper Belt is a major source of r e venue for b o th the DR C and Zambi a .

On the nor t hern side o f the Damaran Mobile B elt, the Central African Copper B e lt is separa t ed from th e Namib Co p per Belt (h o me to the O tavi Mount a in Land) b y the overly i ng sedime n ts of the m u ch younge r Kavango B a sin and m o re recent K a lahari sands. The Namib Copper belt extends f rom the Ot a vi Mountai n Land in th e east in a n arcuate s h ape to the Angolan b o rder in the north. It i s presently t he focus o f exploration for Sabre R esources i n the highly prospectiv e eastern p a rts, and for many othe r companie s along its le n gth.

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The Otavi Mountain Land itself comprises a sequence o f platform c arbonates, predominantly dolomites and limest o nes, whic h have be e n variably fa u lted and f o lded. The OML hosts a number of t y pes of min e ral deposits including:

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Epig e netic zinc-l e ad deposits (eg Sabre’s Bord e r deposit),

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Epithermal copp e r deposits ( e g Tsumeb, Kom b at & Guchab), and

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 Late stage lead- v anadium ‘o v erprinting’ even t s (eg Berg A ukas and Abenab). Sabre’s ext e nsive work has enable d developm e nt of an intimate and unique unders t anding of t h e mineralisation styles of the Otavi M ountain La n d which diffe r s from the widely acc e pted mod e ls. This place s the Company in an ex c ellent positi o n identify a n d locate previously undiscover e d mineralisation throughout the licenc e areas.

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MINING I N FRASTR U CTURE

A long his t ory of mini n g in the O tavi Mount a in Figure 3 – – Southern African mobile frican mobile b elts and copper belts, and thr belts, and th e Land has r e sulted in excellent infra s tructure in t h e location of the Otavi Mouhe Otavi Mou n tain Land pr o ject. Note th e region. Ex p loration co m menced in the region in shaded area of sedimentar y cover separ a ting the Nami b and Central A frican Copper B elts. the late 18 0 0s when G e rman expl o rers noted t h e local Herer o people w e aring jewell e ry made fr o m a variety of copper min e rals. This led to the dis c overy of the Tsumeb mi n e as well a s further copper deposit s in the Otavi Valley, incl u ding the Ko m bat and G u chab mine s .

Figure 3 – – Southern African mobile frican mobile b elts and copper belts, and thr belts, and th e location of the Otavi Mouhe Otavi Mou n tain Land pr o ject. Note th e shaded area of sedimentar y cover separ a ting the Nami b and Central A frican Copper B elts.

Copper mi n ing from th e early-1900 s through to 2008 requir e d significa n t infrastruct u re through o ut the OML , which still exists today, including:

Review of Operations

Page No. 4

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REVIEW OF OPERATIONS

Tsumeb Copper Smelter (Dundee PM ) – Recently upgraded with capacity t o process 2 4 0,000 ton n es of copp e r concentra t es per ann u m.
Tsumeb Concentrator (W e atherly Inte r national) – o n care & m a intenance, l argely intac t 560,000 ton n es per ann u m circuit, closed in 200 8 due to low copper pric e s.
Kombat Concentrator (Ko m bat Copper) – on care & maintena n ce, 400,00 0 tonne per annum cir c uit, closed i n 2008 due t o low coppe r prices.
Rail – network o f rail through region, from the port at Walvis Ba y to Tsumeb (530km) & G rootfontein (wi t h a dedicat e d siding at G uchab).
Roads – paved and formed gravel road s throughou t region and to the capit a l Windhoek (430 km).  Reticulated high voltage power - pow e r througho u t the OML r e gion, sourc e d internally and from nei g hbouring c o untries incl u ding Zambi a .
Reticulated water  Mobile and land-line telecommunications
The prese n ce of this infrastructur e gives Sa b re a significant advan t age with r e gard to pr o gressing it s deposits into productio n .

EXPLOR A TION PR O GRAM 2013-14

Sabre’s ac t ive explora t ion progra m continues throughout its Otavi M o untain Lan d project in the north o f Namibia. A series of ta r gets have been, and continue to be, developed throughout t he region, w ith the mai n focus on a n d around th e historic Ko m bat and G u chab copp e r mines.

Exploration was focus e d along the Kombat C o pper-Silver Trend, a 4 5 kilometre l o ng, east-w e st trending , structural and geoche m ical trend c o vering hig h ly prospecti v e stratigra p hy and a l a rge number of historica l mining operations. De p osits hoste d by the Tr e nd include the Baltika m ine in the west, the K ombat Min e (owned by T SX-V-listed Kombat Copper) and S a bre’s Guch a b discover y in the east ( Figure 4)

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Figure 4 – The Kombat Copper Trend a s outlined by historical working s and copper g e ochemistry.
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Of the num e rous depo s its and prospects along the Kombat Copper Tre n d, it was th e Guchab Mining Centr e (Figure 5) t hat was th e focus of w ork during 2 013-2014. A series of historic min e s around 10km east o f Kombat co n stitute the m ining centr e along over 4000m of s t rike, with each mine ce n tred on vein and brecci a style epigenetic copp e r deposits. Major cop p er minerals at surface include m a lachite, ch a lcocite, an d dioptase. C opper-rich and silver- r ich stratigr a phy highlights extensi v e and ver y intense copper-in-soi l geochemic a l anomalie s (extremely high, with v alues in soi l s commonl y exceeding 10,000 pp m or 1% Cu) . Targets ar e also defin e d beneath s urface cov e r to the south of the hi s toric deposi t s and have never bee n explored.

Review of Operations

Page No. 5

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

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Figure 5 – The Gucha b Mining Centre, showing kno w n main zones o f mineralisatio n (crosses) and undercover ta r get areas (yellow polyg o ns). The foot p rint of the Gu c hab Canyon mineralisation is shown in red. Fifty metre co n tours are shown (for th e Lidar-covered area only).

Guchab C anyon co p per-silve r deposit

Drilling at the Gucha b Canyon deposit duri n g the year continued to follow a nd define t he comple x distribution s of copper m ineralisation. Guchab C anyon is a breccia-hos t ed epigene t ic copper d e posit that i s strongly c o ntrolled by faulting. Mineralisation is compris e d predomi n antly of m alachite an d chalcocit e interstitial t o breccia cl a sts of the h ost massiv e dolomite. T hese mine r als are the weathered a nd oxidise d remnants of primary bornite and c h alcopyrite S mineralisation, which are locally pre s erved.

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Being bre c cia-hosted, mineralisation is irreg u lar in its distribution. As such, drilling has pr o gressed in a stepwise manner where possibl e in order to follow the s ometimes erratic distr i butions of g r ade.

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Although t h e grade di s tribution is complex in detail, the overall geo m etry in the northern pa r t of the deposit is that of a shallo w plunging pipe, graduall y flattening i n shape to the south a n d at depth.

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Diamond drilling

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Over the c ourse of t he 2013-2 0 14 year, S abre has continued t o drill from several locations in the Guchab Canyon (Figure 5) in o rder to def i ne the con t inuity and orientation of the copp e r mineralis a tion. In tot a l 25 holes (GCDD003 7 to GCDD 0 063) were d rilled this y e ar in very difficult country on the slopes of the G u chabberg mountain ( T able 1). R e sults for 11 holes (GC D D0026 to GCDD003 6 ) were rec e ived durin g the report i ng period (Table 1).

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Figure 6 – G uchab cross- s ection (looking west) showin g likely ge o metries in the southwest of t h e deposit. Th e minerali s ation (pink) a p pears to be of f set by faulting , and likely occurs deep e r to the south. Note that th e minerali s ation is obliqu e to this sectio n , so appears t o lense ou t up-dip in this s ection.

Review of Operations

Page No. 6

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REVIEW OF OPERATIONS

Table 1 – Significant intercepts from drilling at Guchab Canyon over the past year.

Hole No	Collar coordinates Final Depth (m) Dip(o) Azimuth (oTrue) Northing Easting RL		~~F~~rom (m) To (m) Downhole Intercept (m) Grade / Comment

GCDD0026	7818054 796066 1774 129.45 -80° 210°		14.63 30.45 15.82 2.80% Cu & 24.61 g/t Ag 50.50 58.42 7.92 1.12% Cu & 12.14 g/t Ag 75.80 80.00 4.20 1.90% Cu & 41.55g/t Ag
GCDD0027	7818107 796083 1781 38.64 -40° 120°		0.00 17.64 17.64 1.2 4% Cu & 5.50g/t Ag
GCDD0028	7818110 796084 1781 50.84 -40° 060°	incl	1.00 29.72 28.72 0.64% Cu & 8.83 g/t Ag 5.90 8.46 2.56 2.04% Cu & 14.45g/t Ag
GCDD0029	7818111 796082 1781 41.69 -40° 030°	incl	0.00 24.00 24.00 0.60% Cu & 6.66 g/t Ag 0.00 4.81 4.81 1.10% Cu & 8.81g/t Ag
GCDD0030	7818112 796080 1781 44.79 -40° 000°	incl	0.00 15.00 15.00 0.81% Cu & 13.24 g/t Ag 0.00 7.28 7.28 1.36% Cu & 19.16g/t Ag
GCDD0031	7818113 796077 1781 59.76 -40° 325°	incl	0.00 10.52 10.52 1.10% Cu & 11.29 g/t Ag 0.00 4.60 4.60 1.93% Cu & 21.20g/t Ag
GCDD0032	7818110 796077 1781 62.93 -40° 303°		1.04 11.00 9.96 1.85% Cu & 13.69g/t Ag
GCDD0033	7818107 796080 1781 30.45 -40° 240°		0.00 10.91 10.91 1.38% Cu & 8.61g/t Ag
GCDD0034	7818110 796081 1781 80.84 -81° 071°	incl	0.00 19.73 19.73 1.49% Cu & 12.81 g/t Ag 12.78 17.58 4.80 2.80% Cu & 34.35g/t Ag
GCDD0035	7818110 796080 1781 50.00 -71° 010°		1.54 23.00 21.46 0.46% Cu & 6.78g/t Ag
GCDD0036	7818109 796080 1781 93.39 -75° 311°		0.00 15.50 15.50 0.59% Cu & 6.14 g/t Ag 23.00 26.91 3.91 1.25% Cu & 12.05g/t Ag
GCDD0037	7818222 795946 1839 62.75 -40° 071°		2.90 12.98 10.08 1.54% Cu & 23.19 g/t Ag 38.75 44.00 5.25 2.66% Cu & 11.78g/t Ag
GCDD0038	7818221 795946 1839 81.42 -60° 060°		3.50 13.00 9.50 1.09%Cu & 7.79g/t Ag
GCDD0039	7818189 795961 1839 106.99 -40° 060°	incl	2.95 26.10 23.15 1.29% Cu & 4.50 g/t Ag 21.00 26.10 5.10 2.83% Cu & 8.33g/t Ag
GCDD0040	7818187 795959 1839 119.99 -60° 071°	incl	4.55 18.72 14.17 1.35% Cu & 9.14 g/t Ag 8.31 10.69 2.38 5.73% Cu & 26.37g/t Ag
GCDD0041	7818140 796006 1830 109.79 -40° 060°		22.13 28.00 5.87 1.24% Cu & 6.29g/t Ag
GCDD0042	7818139 796005 1830 140.09 -60° 060°		NA NA NSR No Significant Results
GCDD0043	7817911 796095 1710 100.20 -45° 330°		NA NA NA Hole collapsed
GCDD0044	7817911 796095 1710 81.40 -30° 341°		NA NA NA Hole collapsed
GCDD0045	7818156 796053 1825 204.86 -40° 183°		25.00 31.81 6.81 1.50% Cu & 1.47 g/t Ag 114.30 119.00 4.70 0.87% Cu & 1.99 g/t Ag 183.00 204.86 21.86 2.22% Cu & 44.59g/t Ag
GCDD0046	7817912 796094 1710 160.05 -15° 337°		95.60 122.00 26.40 2.44% Cu & 43.61g/t Ag
GCDD0047	7817910 796096 1710 90.35 -65° 330°		NA NA NSR No Significant Results
GCDD0048	7817910 796096 1710 90.20 -85° 331°		NA NA NSR No Significant Results
GCDD0049	7817907 796097 1830 199.20 -75° 150°		NA NA NSR No Significant Results
GCDD0050	7817939 796113 1708 129.30 -25° 330°		72.00 82.33 10.33 3.18% Cu & 29.04g/t Ag
GCDD0051	7817938 796114 1708 142.80 -40° 330°		77.61 79.00 1.33 0.93% Cu & 8.26 g/t Ag 83.54 85.00 1.46 1.93% Cu & 15.24 g/t Ag 92.00 93.33 1.00 2.44% Cu & 29g/t Ag
GCDD0052	7817937 796114 1708 66.50 -55° 330°		NA NA NA Hole collapsed
GCDD0053	7818254 795906 1859 71.59 -40° 030°		NA NA NSR No Significant Results
GCDD0054	7818252 795908 1859 44.47 -40° 060°		NA NA NSR No Significant Results
GCDD0055	7818251 795908 1859 99.09 -60° 090°		NA NA NSR No Significant Results
GCDD0056	7818252 795907 1863 160.00 -60° 060°		NA NA NSR No Significant Results
GCDD0058	7817938 796114 1708 160.00 -50° 335°		89.80 91.00 1.20 1.57% Cu & 48.50g/t Ag
GCDD0059	7817938 796039 1745 180.00 -75° 330°		NA NA NSR No Significant Results
GCDD0060	7817938 796039 1745 149.91 -60° 335°		NA NA NSR No Significant Results
GCDD0061	7817938 796039 1745 2.99 -60° 004°		NA NA NSR No Significant Results
GCDD0062	7817938 796039 1745 140.85 -60° 004°	incl	74.00 75.00 1.00 1.20% Cu & 21.64 g/t Ag 77.69 80.92 3.23 1.81% Cu & 25.38 g/t Ag 88.48 96.46 7.98 1.70% Cu & 26.52 g/t Ag 91.00 94.00 3.00 2.65% Cu & 36.83 g/t Ag 99.95 101.69 1.74 1.26% Cu & 6.83g/t Ag
GCDD0063	7817938 796039 1745 164.20 -70° 004°		144.60 150.00 5.40 1.37% Cu & 40.63g/t Ag

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SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Results fro m drilling in t he northern parts of th e deposit de m onstrated the continuit y of the Gu c hab Canyo n deposit thr o ugh to the H igh Valley a rea. A distinct narrowin g of the mineralisation is e vident mid w ay betwee n these area s (around G C DD0041/4 2 ). This geo m etry is in k eeping with the lensoid a l style of m ineralisatio n common at the Kombat copper min e and suspe c ted at other deposits al o ng the Kom b at Trend.

Some very good grade s and thickn e sses of cop p er minerali s ation were intercepted, m ostly from t he souther n deeper par t s of the de p osit. Here s ome of the highest gra d es drilled at Guchab C a nyon were intercepted . Drilling in t h is area wa s slow, in pa r t because o f a strong a n d prolonge d wet seaso n and due t o the rugge d nature of t he topogra p hy. Drillin g defined t h e deposit’s margins a n d extensio n s with fa u lting largel y responsible for truncati o n and/or o f fset of the d eposit in s e veral area s , particularl y to the ea s t and to th e southwest.

Several drillholes were designed t o test contin u ity of the m ineralisatio n in the sou t hwest extre m ities of th e deposit wh e re faulting seems to h ave offset m ineralisation (Figure 6 ) . Uncertain t ies on the amount an d absolute di r ection of m o vement on the fault has made identi f ication of th e location of the mineralisation to th e immediate south of th e fault difficult. Sabre h as been a b le to identi f y a number of near-s u rface targe t locations t h at are likely to be exte n sions to th e Guchab C a nyon depo s it and are co nsidered m ore likely t o result in pr o mpt minera l isation hits. Reconnaiss a nce drilling is expected to commen c e on these target area s shortly (Se e Figure 7).

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Figure 7 – View looking directly west a t the implicit m odel of the Guchab Canyon c opper deposit. Grade shell o f 0.25% Cu shown.

First-pass three-dimensional implicit modelling

Preliminary three-dime n sional implicit modellin g of the Gu c hab Canyo n deposit s h ows a disti n ct southerl y plunge to t h e mineralis a tion (Figure 7), which broadens in t h e south. Th e modelling d epicts the o verall shap e of the depo s it and will aid in construction of the m aiden resource.

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SABRE RESOURCES LTD

REVIEW OF OPERATIONS

The implici t modelling s hows the gross trends of the mine r alisation at Guchab, so it is very u s eful for dril l planning a n d model d e velopment. Due to th e method’s s tatistically- b ased algor i thms not b e ing entirel y accurate at representing the miner a lisation dis t ributions a lower than desired grad e shell of 0. 2 5% Cu ha s been used i n all presen t ed diagram s in order to d isplay cont i nuity that is evident in t h e deposit.

Maiden JORC 2012 resource

Work is un d erway on t he maiden J ORC 2012 resource f o r the Guch a b Canyon d eposit. The resource i s expected t o be complet e d in the co m ing month s .

Guchab S outh and S chlange n flach

The down- d ip positions of the Guc h ab Canyon deposit an d are being t argeted for exploration in 2014/5. A detailed an a lysis of the greater Gu c hab area w as undertaken during the year, whi c h involved c ore logging , surface ma p ping and r e mote sensi n g analysis. S everal loc a tions were h ighlighted a s possible analogues fo r Kombat-style copper mineralisation. The target s are consi d ered highly prospective due to the r elationship s and geom e tries of particular gener a tions of fa u lts and due to their pr o ximity to th e shale con t act position , which is a k ey compon e nt of the Ko m bat Copper deposits 1 0 km to the e a st.

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outcropping Cu Schlangenflach Guchab South Figure 8 – Subsurface t a rgets at Guch a b are located o n the flats to the south and southwest of th e Guchab Can y on deposit. N ote the locati o n of the cross- s ection shown i n Figure 6 (white north-south li n e at Guchab C anyon).

The Guch a b South a n d Schlang e nflach targ e ts (Figure 8) are located under c over to th e south an d southwest o f the Guchab Canyon deposit. W h ether there is direct p h ysical conn e ctivity of m ineralisatio n between th e se targets and the Gu c hab Cany o n deposit h a s yet to be establishe d by drilling, but Sabre’ s modelling s hows com m on genetic links betwe e n each loc a le. Initial reconnaissan c e drilling is expected t o show indic a tions of min e ralisation w hich will the n be followe d up with m o re detailed d rilling.

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REVIEW OF OPERATIONS

Schlangental copper-silver prospect

The Schlangental prospect is part of the Guchab Mining Centre and is located to the west of the Guchab Canyon deposit. The prospect consists of a series of shallow open-pits that were mined for high-grade (>5%) copper ores in the early 20[th] century, around the same time as mining first commenced at Kombat & Guchab.

Sabre has undertaken an extensive program of exploration across the Schlangental area that has included channel sampling and widespread shallow RC drilling in the 2012-2013 year, as well as focused RC & diamond drilling during the reporting period.

In contrast to the Guchab Canyon area, mineralisation at Schlangental is blind, being located beneath sand cover within a low-lying valley. Several targets generated by the program remain either untested or are insufficiently tested.

A short program of RC drilling was completed below the old workings at Schlangental, as well as on targets generated by the initial shallow drilling program (which was undertaken in 2012-2013). This year, a total of 8 RC holes were completed with better intercepts including:

SCRC0035 16.00 metres @ 0.88% Copper & 9.47 g/t Silver from 25.00 metres including 3.00 metres @ 4.24% Copper & 11.63 g/t Silver from 28.00 metres SCRC0042 8.00 metres @ 4.57% Copper & 55.88 g/t Silver from 50.00 metres including 2.00 metres @ 16.14% Copper & 195.25 g/t Silver from 52.00 metres Deeper diamond drilling at Schlangental has confirmed significant mineralisation in the prospect area. Follow up diamond drilling provided additional geological information with the best result from SCDD001:

SCDD0001 9.40 metres @ 1.03% Copper & 4.55 g/t Silver from 21.60 metres

Iron Hat (Eisernenhut) copper-silver prospect

Reconnaissance drilling at the Iron Hat (Eisernenhut), which is also a part of the Guchab Mining Centre, comprised five diamond drill holes. Two of these failed to hit target depths due to poor ground conditions.

The Iron Hat is a copper-rich gossan located on a prominent ridgeline around 550 m east of the Guchab Canyon deposit. In outcrop, the gossan is ovoid in shape and measures approximately 100m by 50m. Initial drilling has intercepted several limited zones of mineralisation, including:

IHDD0004 2.74 metres @ 3.05% Copper and 52.9 g/t Silver from 0 m IHDD0005 2.26 metres @ 4.85% Copper and 171.2 g/t Silver from 89.44m

Copper distributions in the subsurface do not match those observed in outcrop. Analysis suggests that these mineralized zones represent feeders from an underlying copper sulphide body to the outcropping gossan.

Regional exploration

Sabre continues to explore the Otavi Mountain Land with a focus on copper and zinc. Regional field programs were undertaken throughout the licence areas. These programs are an ongoing part of the Company’s assessment of the region, which continues to focus on the Kombat East area between the Kombat Mine and the historic Guchab Mining Centre for copper and the Pavian Trend for zinc.

Outside of the Guchab Mining Centre, the areas investigated by on-ground programs include the eastern Otavi Valley between Kombat and Guchab, the Kombat North area on the northern boundary of the Kombat mining lease (owned by Kombat Copper Ltd) and the Gauss-Wolkenhauben area, a copper-bearing area around 10 kilometres north of Kombat (Figure 2).

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REVIEW OF OPERATIONS

The data collected in each of these areas is used in regional assessment of the Otavi Mountain Land, particularly in the ongoing regional assessment of the region’s mineral endowment.

Targeting the mineral endowment of the OML

In parallel with the Guchab drilling and the ongoing regional investigations, Sabre has taken a fresh view of the region as part of its ongoing assessment of mineralisation in the Otavi Mountain Land (OML). The OML is a terrane that the Company considers highly likely to host significantly more copper, zinc, lead and silver deposits than have been discovered and mined to date.

Recent in-depth geological analysis by the Company suggests that the Otavi Mountain Land has the potential to host several Kombat-sized (~10Mt @ 3-4% Cu) deposits and several Tsumeb-sized (~25Mt @ 5- 6% Cu) deposits. These hypothetical deposits, if they exist, are most likely to be hidden beneath soil cover or in areas of poor exposure which, surprisingly, covers over 70% of the region (hills and mountains are relatively restricted). Historically, almost none of the soil-covered areas have been explored, with all of the 700-800 mineral occurrences, prospects, deposits, and mines of the region located in outcropping areas. The number of occurrences in outcrop, combined with the significant area of Sabre’s ground under cover presents a significant opportunity for discovery for the Company.

Sabre is interpreting all available data, including geophysical, geochemical, hyperspectral and other data sets, to identify particular areas that require greater exploration focus. This will lead to on-ground assessment of particular sites to determine appropriate exploration techniques, followed by rapid cycling of high-level testing of sites (such as test auger or RC drilling, follow-up detailed geophysics etc.) to determine suitability for more concentrated exploration. This methodology will allow for quick determination of the potential for numerous sites throughout the region, quick rejection of less-prospective targets, and focusing on the most prospective areas.

LICENCING

During the year, a requisite 25% licence reduction was made to EPL3542. The areas dropped were considered to be of relatively low prospectivity based on regional programs undertaken by the Company in these areas.

Sabre has also applied for four new EPLs in the Otavi Mountain Land region. On the successful granting of the applications, the Company will provide details of the areas and their prospectivity, and of the historical work carried out within these areas. Workplans for each area will also be proscribed. At the time of writing, all four applications had been accepted by the Ministry of Mines and Energy (Namibia) and were progressing through the granting process.

EXPLORATION PROGRAM 2014-15

The exploration program for 2014-15 will continue to focus on copper in the Kombat East area and zinc along the Pavian Trend. Sabre’s priorities include:

Maiden resource at the Guchab Canyon copper-silver deposit.
JORC 2012 resource upgrade for Border, with investigation of further work at the zinc-lead-silver deposit, particularly drill testing the Toggenberg plains zinc-lead anomaly.
Drill testing of Guchab extension targets at Guchab South and Schlangenflach.
Drill testing of various copper targets in and around the Otavi Valley.
Investigation of various zinc targets throughout the region.

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Page No. 11

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Competent Persons Declarations

The information in this report that relates to Exploration Results is based on information compiled by Dr Matthew Painter, who is a full-time employee of Sabre Resources Ltd and 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 2012 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.

The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcements.

Forward-Looking Statements

This document may include forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning Metals Australia Ltd’s planned exploration program 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.

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Page No. 12

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 2014.

DIRECTORS

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

Michael Scivolo Jonathan Downes David Zukerman (until 25 February 2014) Paul Mazzoni (appointed 25 February 2014 to fill the casual vacancy arising from the retirement of Mr Zukerman)

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

Director	Shares	Options
Michael Scivolo	-	-
Jonathan Downes	-	-
Paul Mazzoni	250,000	-

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 $1,107,069 (2013: $932,964).

FINANCIAL POSITION

The net assets of the Group have decreased by $1,869,224 from $28,976,566 at 30 June 2013 to $27,107,342 at 30 June 2014.

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) Michael Scivolo B, Com, FCPA

Mr Scivolo has extensive experience in the fields of accounting and taxation in both corporate and non-corporate entities. He was a Director of South East Asia Resources Ltd until 29 November 2013, and is a Director of Blaze International Limited, Prime Minerals Limited, Power Resources Limited, Metals Australia Ltd and Golden Deeps Limited.

(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

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Page No. 13

SABRE RESOURCES LTD

DIRECTORS’ REPORT

is currently the Managing Director of Ironbark Zinc Ltd and a non-Executive Director of Wolf Minerals Ltd (until 12 June 2013), Corazon Mining Ltd and Waratah Gold Ltd.

(iii) David Zukerman (retired 25 February 2014)

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

(iv) Paul Mazzoni (appointed 25 February 2014) B Sc (Geol), MSc

Mr Mazzoni is a geologist with over 40 years of wide ranging geological experience in the mining and minerals industry. He holds a Bachelor of Science from Melbourne University, and a Master of Science (Mineral Exploration) from Queens University, Ontario. He is a qualified mineral property valuator as defined in the VALMIN code, as well as being a former member of the Western Australia Chamber of Mines Exploration Council.

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

Norman Grafton FCIS, FCSA

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)

2014

2014
Key Management Personnel M Scivolo J Downes D Zukerman P Mazzoni N Grafton T Putt M Painter M McCabe	Short-term Benefits Superannuation Share-based Payment Percentage of remuneration paid in Equity Director’s Fees Salaries & Consulting Fees Options Total $ $ $ $ $ % 8,000 - 5,110 - 13,110 - 12,000 - 1,110 - 13,110 - - 9,602 7,097 - 16,699 - 4,000 14,000 - - 18,000 - 38,114 6,645 - 44,759 - - 80,353 - - 80,353 - - 209,888 25,000 - 234,888 - - 130,000 12,025 - 142,025 -
	24,000 481,957 56,987 - 562,944 -

2014

Key Management Personnel
M Scivolo
J Downes
D Zukerman
P Mazzoni
N Grafton
T Putt
M Painter
M McCabe

Short-term Benefits
Superannuation
Share-based
Payment
Percentage of
remuneration
paid in Equity
Director’s
Fees
Salaries &
Consulting Fees
Options
Total
$
$
$
$
$
%
8,000
-
5,110
-
13,110
-
12,000
-
1,110
-
13,110
-
-
9,602
7,097
-
16,699
-
4,000
14,000
-
-
18,000
-
38,114
6,645
-
44,759
-
-
80,353
-
-
80,353
-
-
209,888
25,000
-
234,888
-
-
130,000
12,025
-
142,025
-

24,000
481,957
56,987
-
562,944
-

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Page No. 14

SABRE RESOURCES LTD

DIRECTORS’ REPORT

2013

Key Management Personnel A Clemen J Downes M Scivolo D Zukerman N Grafton T Putt M Painter M McCabe	Short-term Benefits Superannuation Share-based Payment Percentage of remuneration paid in Equity Director’s Fees Salaries & Consulting Fees Options Total $ $ $ $ $ % 1,000 3,750 - - 4,750 - 12,000 - 1,080 - 13,080 - 12,000 - 1,080 - 13,080 - - 14,572 5,240 - 19,812 - - 35,512 4,983 - 40,495 - - 190,146 - 70,000 260,146 26.9% - 196,270 25,000 70,000 291,270 24% - 130,000 11,700 17,500 159,200 11%
	25,000 570,250 49,083 157,500 801,833 19.6%

Key Management Personnel
A Clemen
J Downes
M Scivolo
D Zukerman
N Grafton
T Putt
M Painter
M McCabe

Short-term Benefits
Superannuation
Share-based
Payment
Percentage of
remuneration
paid in Equity
Director’s
Fees
Salaries &
Consulting Fees
Options
Total
$
$
$
$
$
%
1,000
3,750
-
-
4,750
-
12,000
-
1,080
-
13,080
-
12,000
-
1,080
-
13,080
-
-
14,572
5,240
-
19,812
-
-
35,512
4,983
-
40,495
-
-
190,146
-
70,000
260,146
26.9%
-
196,270
25,000
70,000
291,270
24%
-
130,000
11,700
17,500
159,200
11%

25,000
570,250
49,083
157,500
801,833
19.6%

KMP Options Holdings

	The number of	options over	ordinary shares held by each KMP	ordinary shares held by each KMP	during the	financial year is as follows:	financial year is as follows:
30	June 2014	Balance	Granted as	Other	Options	Options	Balance
		1 July 2013	Compensation	Movements	Exercised	Expired	30 June 2014
	J Downes	-	-	-	-	-	-
	M Scivolo	-	-	-	-	-	-
	D Zukerman	-	-	-	-	-	-
	P Mazzoni	-	-
	N Grafton	-	-	-	-	-	-
	T Putt	1,000,000	-	(1,000,000)	-	-	-
	M Painter	1,000,000	-	-	-	-	1,000,000
	M McCabe	250,000	-	-	-	-	250,000
	Total	2,250,000	-	(1,000,000)	-		1,250,000

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Page No. 15

SABRE RESOURCES LTD

DIRECTORS’ REPORT

KMP Shareholdings

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

follows:
30 June 2014 J Downes M Scivolo D Zukerman P Mazzoni N Grafton T Putt M Painter M McCabe Total	Balance 1 July 2013 Granted as Compensation Issued on Exercise of Options During the Year Other Changes During the Year Balance 30 June 2014 - - - - - - - - - - 10 - - (10) - - - - 250,000 250,000 20,000 - - - 20,000 45,000 - - (45,000) - 24,000 - - (24,000) - - - - - -
	89,010 - - 180,990 270,000

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 2014.

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. During the year the Company did not engage remuneration consultants to review its existing remuneration policies.

At the last AGM shareholders voted to adopt the remuneration report for the year ended 30 June 2013. The Company did not receive specific feedback at the AGM regarding its remuneration practices.

END OF REMUNERATION REPORT

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Page No. 16

SABRE RESOURCES LTD

DIRECTORS’ REPORT

ANALYSIS OF MOVEMENT IN OPTIONS

There was no movement in options during the year, with the 3,750,000 unlisted options issued on 8 March 2013, exercisable at 20 cents each at any time up to their expiration date of 5 March 2015, still in existence.

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

MEETINGS OF DIRECTORS

The following table sets out the number of meetings of the Company's Directors held during the year ended 30 June 2014, and the number of meetings attended by each Director.

Name	Eligible to attend	Attended
Michael Scivolo	3	3
Jonathan Downes	3	3
David Zukerman	1	1
Paul Mazzoni	1	1

RETIREMENT, ELECTION AND CONTINUATION OF OFFICE OF DIRECTORS

Mr Downes retired by rotation as a Director at the Annual General Meeting on 29 November 2013 and was re-elected.

Mr Scivolo, who is retiring by rotation, will offer himself for re-election at the forthcoming Annual General Meeting, and Mr Mazzoni, who was appointed on 25 February 2014 to fill the casual vacancy arising from the resignation of Mr Zukerman, offers himself for election.

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, there are 3,750,000 options on issue exercisable at 20 cents each at any time up to their expiry on 5 March 2015.

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.

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DIRECTORS’ REPORT

PROCEEDINGS ON BEHALF OF THE COMPANY

No person h as applied for leave of court to bring proceedin g s on behal f of the Company or intervene in an y proceeding s to which t he Compa n y is a part y for the p u rpose of taking respo n sibility on b ehalf of th e Company f o r all or any p art of thos e proceeding s .

The Comp a ny was not a party to any such proc e edings duri n g the year.

AUDIT COMMITTEE

No Audit C o mmittee h a s been for m ed as the D irectors believe that th e Company i s not of a s ize to justif y having a s e parate Au d it Committ e e. Given t h e small siz e of the Board, the Di r ectors believe an Audi t Committee structure to be inefficien t .

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 68.

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 of 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 services 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 year under r eview, a re l ated practi c e of our au d itor Grant T hornton Au d it Pty Ltd also provide d services in relation to taxation m a tters. Detai l s of the a m ounts paid and payable to the a u ditor of th e Company, G rant Thorn t on Audit Pt y Ltd for aud i t and non-a u dit services provided d u ring the ye a r are set ou t in Note 6 to the Financi a l Statemen t s.

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 .

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Michael Scivolo DIRECTO R

Dated this 2 6th day of S eptember 2 0 14. Perth, Wes t ern Australi a

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SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2014

Notes Revenue 5 Expenditure Fair value movement – financial assets Management fees Directors’ fees and services Other expenses Administration costs Employee benefits expense Depreciation 10 Share based payments 14 Impairment of VAT recovery in Namibia Defalcation of VAT recovery in Namibia Exploration costs (Loss) before income tax Income tax benefit 4 (Loss) after income tax 15 Other comprehensive (loss), net of tax Items that may be subsequently transferred to profit or loss: Exchange differences on translating foreign controlled entities Total comprehensive (loss) for the year Earnings per share Basic Earnings / (Loss) per share 17	Consolidated 2014 2013 $ $ 288,138 404,536 4,000 - 259,097 252,248 60,919 45,547 213,036 301,283 138,689 175,718 332,178 277,107 53,135 61,759 - 262,500 230,063 - 101,840 - 2,250 - 1,395,207 1,376,162 (1,107,069) (971,626) - (38,662) (1,107,069) (932,964) (762,155) (444,363) (1,869,224) (1,377,327) Cents Cents (0.5) (0.4)	Consolidated 2014 2013 $ $ 288,138 404,536 4,000 - 259,097 252,248 60,919 45,547 213,036 301,283 138,689 175,718 332,178 277,107 53,135 61,759 - 262,500 230,063 - 101,840 - 2,250 - 1,395,207 1,376,162 (1,107,069) (971,626) - (38,662) (1,107,069) (932,964) (762,155) (444,363) (1,869,224) (1,377,327) Cents Cents (0.5) (0.4)
		1,376,162
		(971,626) (38,662)
		(932,964)
		(444,363)
		(1,377,327)
		Cents (0.4)

Diluted earnings / (loss) per share has no effect as compared to the Basic earnings / (loss) per share.

The accompanying notes form part of these financial statements

Consolidated Statement of Profit or Loss and Other Comprehensive Income

Page No. 19 .

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2014

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 16 Accumulated losses 15 TOTAL EQUITY	Consolidated 2014 2013 $ $ 2,886,962 6,109,567 131,450 296,430 3,018,412 6,405,997 9,333 13,333 173,643 213,746 24,164,267 22,613,937 24,347,243 22,841,016 27,365,655 29,247,013 258,313 270,447 258,313 270,447 258,313 270,447 27,107,342 28,976,566 51,936,045 51,936,045 262,500 262,500 (2,120,706) (1,358,551) (22,970,497) (21,863,428) 27,107,342 28,976,566	Consolidated 2014 2013 $ $ 2,886,962 6,109,567 131,450 296,430 3,018,412 6,405,997 9,333 13,333 173,643 213,746 24,164,267 22,613,937 24,347,243 22,841,016 27,365,655 29,247,013 258,313 270,447 258,313 270,447 258,313 270,447 27,107,342 28,976,566 51,936,045 51,936,045 262,500 262,500 (2,120,706) (1,358,551) (22,970,497) (21,863,428) 27,107,342 28,976,566
		6,405,997
		13,333 213,746 22,613,937
		22,841,016
		29,247,013
		270,447
		270,447
		270,447

		28,976,566
		51,936,045 262,500 (1,358,551) (21,863,428)
		28,976,566

The accompanying notes form part of these financial statements

Consolidated Statement of Financial Position

Page No . 20

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2014

CONSOLIDATED ENTITY

Balance as at 1 July 2012 Loss attributable to members of parent entity Other comprehensive (loss) for the period, net of tax Total comprehensive (loss) for the year Shares issued on exercise of options Issue of shares Share issue costs Balance of share option reserve transferred on exercise of options Share based payments Balance as at 30 June 2013 Loss attributable to members of parent entity Other comprehensive (loss) for the year Total comprehensive (loss) for the year Balance as at 30 June 2014	Issued Capital $ Share Option Reserve $ Foreign Currency Translation Reserve $ 41,463,620 652,716 (914,188) - - - - - (444,363)	(Accumulated Losses) $ Total $ (20,930,464) 20,271,684 (932,964) (932,964) - (444,363)
	- - (444,363) 2,300,000 - - 8,000,000 - - (480,291) - - 652,716 (652,716) - - 262,500 -	(932,964) (1,377,327) - 2,300,000 - 8,000,000 - (480,291) - - - 262,500
	51,936,045 262,500 (1,358,551) - - - (762,155)	(21,863,428) 28,976,566 (1,107,069) (1,107,069) (762,155)
	- - (732,155)	(1,107,069) (1,869,244)
	51,936,045 262,500 (2,120,706)	(22,970,497) 27,107,342

The accompanying notes form part of these financial statements

Consolidated Statement of Changes in Equity

Page No . 21

SABRE RESOURCES LTD

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2014

Note Cash flow from operating activities Payments to suppliers Interest received Sundry Income Research and Development tax offset Net cash (outflow) from operating activities 17 Cash flow from investing activities Purchase of property, plant and equipment Exploration and evaluation expenditure Repayment of Loans Net cash (outflow) from investing activities Cash flow from financing activities Proceeds from issue of shares Proceeds from exercise of options Share issue costs 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 2014 2013 $ $ (1,328,035) (1,332,374) 185,015 211,377 150,464 - - 38,662 (992,556) (1,082,335) (21,790) (180,057) (2,187,412) (2,814,765) - (46,553) (2,209,202) (3,041,375) - 8,000,000 - 2,300,000 - (480,291) - 9,819,709 (3,201,758) 5,695,999 6,109,567 420,355 (20,847) (6,787) 2,886,962 6,109,567	Consolidated 2014 2013 $ $ (1,328,035) (1,332,374) 185,015 211,377 150,464 - - 38,662 (992,556) (1,082,335) (21,790) (180,057) (2,187,412) (2,814,765) - (46,553) (2,209,202) (3,041,375) - 8,000,000 - 2,300,000 - (480,291) - 9,819,709 (3,201,758) 5,695,999 6,109,567 420,355 (20,847) (6,787) 2,886,962 6,109,567
		(1,082,335)
		(180,057) (2,814,765) (46,553)
		(3,041,375)
		8,000,000 2,300,000 (480,291)
		9,819,709

		5,695,999 420,355 (6,787)
		6,109,567

The accompanying notes form part of these financial statements

Consolidated Statement of Cash Flows

Page No . 22

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 2014 was authorised for issue in accordance with a resolution of the directors on 26 September 2014.

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 , Australian Accounting Standards, Australian Accounting Interpretations and complies with other requirements of the law, as appropriate for for-profit oriented entities. 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) New and Amended Accounting standards adopted by the Group

The group has applied the following standards and amendments for the first time for the financial year beginning 1 July 2013:

AASB 10 Consolidated Financial Statements, AASB 11 Joint Arrangements, AASB 12 Disclosure of Interests in Other Entities, AASB 128 Investments in Associates and Joint Ventures and AASB 2011-7 Amendments to Australian Accounting Standards arising from the Consolidation and Joint Arrangement Standards
AASB 119 Employee Benefits and AASB 2011-10 Amendments to Australian Accounting Standards arising from AASB 119 (September 2011)

The adoption of the above standards only affected the disclosures in these notes to the financial statements.

(d) New Accounting Standards for Application in Future Period

Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2014 reporting periods. The group's assessment of the impact of these new standards and interpretations is set out below.

(i) AASB 9 Financial Instruments (December 2010) (also refer to AASB 2013-9 and AASB 2014-1 below) supersedes AASB 139 Financial Instruments: Recognition and Measurement (in part).

AASB 9 introduces new requirements for the classification and measurement of financial assets and liabilities. These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes are:

Notes to the Financial Statements

Page No. 23

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(a) Financial assets that are debt instruments will be classified based on (1) the objective of the entity’s business model for managing the financial assets; and (2) the characteristics of the contractual cash flows.

(i) AASB 9 Financial Instruments, AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9 and AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010) (effective from 1 January 2013) (continued)

(b) Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income (instead of in profit or loss). Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument.

(c) Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases.

(d) Where the fair value option is used for financial liabilities the change in fair value is to be accounted for as follows: the change attributable to changes in credit risk are presented in other comprehensive income (OCI) and 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.

Otherwise, the following requirements have generally been carried forward unchanged from AASB 139 into AASB 9: Classification and measurement of financial liabilities; and Derecognition requirements for financial assets and liabilities.

AASB 9 requirements regarding hedge accounting represent a substantial overhaul of hedge accounting that will enable entities to better reflect their risk management activities in the financial statements.

Consequential amendments arising from AASB 9 are contained in AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010), AASB 2010-10 Further Amendments to Australian Accounting Standards - Removal of Fixed Dates for First-time Adopters, AASB 2012-6 Amendments to Australian Accounting Standards - Mandatory Effective Date of AASB 9 and Transition Disclosures, AASB 2013-9 Amendments to Australian Accounting Standards - Conceptual Framework, Materiality and Financial Instruments and AASB 2014-1 Amendments to Australian Accounting Standards.

Effective date on annual reporting periods beginning on or after 1 January 2018.

( ii) Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11).

The amendments to IFRS 11 state that an acquirer of an interest in a joint operation in which the activity of the joint operation constitutes a ‘business’, as defined in IFRS 3 Business Combinations, should: apply all of the principles on business combinations accounting in IFRS 3 and other IFRSs except principles that conflict with the guidance of IFRS 11. This requirement also applies to the acquisition of additional interests in an existing joint operation that results in the acquirer retaining joint control of the joint operation (note that this requirement applies to the additional interest only, i.e. the existing interest is not remeasured) and to the formation of a joint operation when an existing business is contributed to the joint operation by one of the parties that participate in the joint operation; and provide disclosures for business combinations as required by IFRS 3 and other IFRSs.

The Australian Accounting Standards Board (AASB) is expected to issue the equivalent Australian amendment shortly.

Effective date on annual reporting periods beginning on or after 1 January 2016.

There are no other standards that are not yet effective and that are expected to have a material impact on the group in the current or future reporting periods and on foreseeable future transactions.

Notes to the Financial Statements

Page No. 24

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(e) Basis of consolidation

The Group financial statements consolidate those of the Parent Company and all of its subsidiaries as of 30 June 2014. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 30 June.

All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intragroup asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.

The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred and the equity interests issued by the Group, which includes the fair value of any asset or liability arising from a contingent consideration arrangement. Acquisition costs are expensed as incurred.

The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have been previously recognised in the acquiree’s financial statements prior to the acquisition. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair values.

Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the sum of (a) fair value of consideration transferred, (b) the recognised amount of any non-controlling interest in the acquire, and (c) acquisition-date fair value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e. gain on a bargain purchase) is recognised in profit or loss immediately.

Associates are those entities over which the Group is able to exert significant influence but which are not subsidiaries.

(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, Link National Pty Ltd and Starloop Holdings Pty Ltd is Australian Dollars (A$), and the functional and presentation of Sabre Resources Namibia (Pty) Ltd and Gazania Investments Nine (Pty) Ltd is Namibian Dollars (N$).

Cash remittances from the parent entity to the Namibian subsidiaries are sent in Australian Dollars. Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates

Notes to the Financial Statements

Page No. 25

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

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 Profit or Loss and Other 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 presentation currency of Sabre Resources Ltd at the rate of exchange ruling at the Statement of Financial Position date and the Statement of Profit or Loss and Other 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 Profit or Loss and Other 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 Profit or Loss and Other Comprehensive Income in the period the item is derecognised.

Notes to the Financial Statements

Page No. 26

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(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 and 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.

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.

Notes to the Financial Statements

Page No. 27

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(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 the Statement of Profit or Loss and Other Comprehensive Income.

(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 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 the Statement of Profit or Loss and Other Comprehensive Income 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 the Statement of Profit or Loss and Other Comprehensive Income.

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.

Notes to the Financial Statements

Page No. 28

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

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 Profit or Loss and Other 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 or loss 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 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

Notes to the Financial Statements

Page No. 29

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

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 profit or loss 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.

In the previous year, the cost of 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.

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 the Statement of Profit or Loss and Other Comprehensive Income.

(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:

(i) 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.

Notes to the Financial Statements

Page No. 30

SABRE RESOURCES LTD

NOTES TO THE FINANCIAL STATEMENTS

(ii) 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.

(iii) 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 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 Profit or Loss and Other Comprehensive Income. Income tax benefits are comprised of research and development claims against eligible expenditure.

Notes to the Financial Statements

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(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
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

The financial report has been prepared on the basis of going concern, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business. During the period, the Group has reported a net loss of $1,107,069 and a net cash outflow from operating activities of $992,556 and from investing activities of $2,209,202.

Notes to the Financial Statements

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The Directors will continue to monitor the capital requirements of the Group, and this may include additional capital raisings in future periods as required.

The Directors recognise that the above represents a material uncertainty as to the Group’s ability to continue as a going concern, however, they are confident that the Group will be able to continue its operations into the foreseeable future.

Should the Group be unable to obtain the funding as described above, there is a material uncertainty as to whether the Group will be able to continue as a going concern, and therefore, whether it will be required to realise its assets and extinguish its liabilities other than in the normal course of business and at amounts different from those stated in the financial report. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts nor to the amounts and classification of liabilities that may be necessary should the Group be unable to continue as a going concern.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

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 $24,164,267 as per Note 11.

(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. The accounting estimates and assumptions relating to equity-settled sharebased 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

(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.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

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% Add: Tax effect of: Other non-allowable items Deferred tax asset not bought to account Less: Tax effect of: Research & Development tax offset Effect of overseas tax rate Income tax (benefit) attributable to entity Unrecognised Deferred Tax Assets Australian - Tax losses: operating losses - Tax losses: capital losses - Temporary differences - Temporary differences equity Foreign - Tax losses Unrecognised Deferred Tax Liabilities - Aust Unrecognised Deferred Tax Liabilities - Foreign	Consolidated 2014 2013 $ $ (332,121) (291,488) 174,638 207,037 163,457 86,823 - (38,662) (5,974) (2,372) - (38,662) 2,627,897 2,536,616 1,869,800 1,869,800 15,584 14,115 - - 227,330 190,593 4,740,611 4,611,124 (4,072) (18,055) (18,765) - (22,837) (18,055)	Consolidated 2014 2013 $ $ (332,121) (291,488) 174,638 207,037 163,457 86,823 - (38,662) (5,974) (2,372) - (38,662) 2,627,897 2,536,616 1,869,800 1,869,800 15,584 14,115 - - 227,330 190,593 4,740,611 4,611,124 (4,072) (18,055) (18,765) - (22,837) (18,055)
		(38,662)
		2,536,616 1,869,800 14,115 - 190,593
		4,611,124
		(18,055) -
		(18,055)

The benefits from Unrecognised Deferred Tax Assets will only be obtained if:-

(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

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NOTES TO THE FINANCIAL STATEMENTS

5. Revenue

Interest earned Cost recovery	Consolidated 2014 2013 $ $ 138,406 271,560 149,732 132,976 288,138 404,536	Consolidated 2014 2013 $ $ 138,406 271,560 149,732 132,976 288,138 404,536
		404,536

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 Audit Pty Ltd - 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 2014 2013 $ $ 27,160 29,375 6,200 6,100 22,844 19,426 56,204 54,901	Consolidated 2014 2013 $ $ 27,160 29,375 6,200 6,100 22,844 19,426 56,204 54,901
		54,901

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 2014.

The totals of remuneration paid to KMP during the year are as follows:

Short-term employee benefits Post-employment benefits Share-based payments	505,957 56,987 - 562,944	595,250 49,083 157,500
		801,833

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.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

8. Cash and Cash Equivalents

Represented by Cash at bank Bank deposits*	Consolidated 2014 $ 2013 $ 486,962 309,567 2,400,000 5,800,000 2,886,962 6,109,567	Consolidated 2014 $ 2013 $ 486,962 309,567 2,400,000 5,800,000 2,886,962 6,109,567
		6,109,567

Bank deposits are treated as cash and cash equivalents as the funds can be easily accessed for an insignificant monetary penalty.

9. Trade and Other Receivables

Current Accrued interest Short term loans Other debtors	13,574 29,274 88,602 131,450	95,977 31,147 169,306
		296,430

All trade debtors are current, not impaired and less than 90 days.

10. Plant and Equipment

Plant and Equipment, at cost Less: accumulated depreciation Opening written down value Additions Disposals Depreciation Foreign currency exchange differences Closing written down value 11. Exploration and Evaluation Expenditure Opening balance Expenditure for the year Foreign currency exchange differences	Consolidated 2014 $ 2013 $ 375,220 383,289 (201,577) (169,543) 173,643 213,746 213,746 95,448 21,790 182,481 - (2,424) (53,135) (61,759) (8,758) - 173,643 213,746 22,613,937 20,236,748 2,187,412 2,377,189 (637,082) - 24,164,267 22,613,937	Consolidated 2014 $ 2013 $ 375,220 383,289 (201,577) (169,543) 173,643 213,746 213,746 95,448 21,790 182,481 - (2,424) (53,135) (61,759) (8,758) - 173,643 213,746 22,613,937 20,236,748 2,187,412 2,377,189 (637,082) - 24,164,267 22,613,937
		213,746
		95,448 182,481 (2,424) (61,759) -
		213,746
		20,236,748 2,377,189 -
		22,613,937

On 29 June 2012, the Group acquired all the issued share capital of Starloop Holdings Pty Limited (Starloop) for a purchase consideration of 5,360,000, consisting of 46,000,000 converting shares of Sabre Resources Ltd at a share price of 11cents and $300,000 in cash. The consideration securities were subject to a 12 month escrow period which expired on 28 June 2013. Other terms of the transaction included the issue of the further shares upon meeting the targets set out below:

25 million shares on achieving inferred JORC resource of 1million tonnes at a grade of 2% Cu, and 2. A further 5 million shares on achieving an inferred JORC resource of 5 million tonnes at a grade of 3% Cu.

The above items are disclosed in the contingent liability at note 24.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

12. Trade and other Payables

Trade and other Payables
Payables Accrued annual leave	Consolidated 2014 $ 2013 $ 222,366 238,897 35,947 31,550 258,313 270,447
		270,447

13. Issued Capital

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

Date Details 1 July 2012 Balance August 2012 Exercise of options August 2012 Transfer on options exercised August 2012 Shares issued August 2012 Share issue costs 30 June 2013 Balance 30 June 2014 Balance	Number of Shares Issue Price (cents) 172,702,997 23,000,000 10 - - 30,769,231 26 - - 226,472,228 226,472,228	Amount $ 41,463,620 2,300,000 652,716 8,000,000 (480,291) 51,936,045
		51,936,045

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 suitable 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

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NOTES TO THE FINANCIAL STATEMENTS

14. Share Option Reserve

14. Share Option Reserve
Date Details 1 July 2012 Balance August 2012 Options exercised March 2013 Options granted 30 June 2013 Balance 30 June 2014 Balance	Number of Options 23,000,000 (23,000,000) 3,750,000 3,750,000 3,750,000	Amount $ 652,716 (652,716) 262,500
		262,500
		262,500

The remaining contractual life of options outstanding at year end was 0.68 years. The exercise price of outstanding options at the end of the reporting period was 20 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 or prior year:

Outstanding at beginning of year Granted during the year Exercised during the year Outstanding at the end of the year	2014 2013 2013 2013 No. WAEP No. WAEP (cents) (cents) 3,750,000 20 23,000,000 10 - 3,750,000 20 - (23,000,000) 10
	3,750,000 3,750,000 20

The outstanding balance as at 30 June 2014 comprised of 3,750,000 options over ordinary shares, exercisable at 20 cents each, at any time up to 5 March 2015. See below table for details.

The remaining contractual life for the share options outstanding as at 30 June 2014 was 0.68 years (2013: 1.68 years).

The exercise price for options outstanding at the end of the year was 20 cents (2013: 20 cents).

Number of Options	3,750,000
Fair value at grant date	$0.07
Share price	$0.13
Exercise price	$0.20
Volatility factor	123%
Expiry date of the options	5 March 2015
Risk free interest rate	3.00%
Expense recognised (Prior year)	$262,500

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

15. Accumulated Losses

Accumulated losses at the beginning of the year (Loss) for year Accumulated losses at the end of the financial year 16. Foreign currency translation reserve Foreign currency translation reserve at the beginning of the year (Loss) for year Foreign currency translation reserve at the end of the financial year	Consolidated 2014 $ 2013 $ (21,863,428) (20,930,464) (1,107,069) (932,964) (22,970,497) (21,863,428) Consolidated 2014 $ 2013 $ (1,358,551) (20,930,464) (762,155) (444,363) (2,120,706) (1,358,551)	Consolidated 2014 $ 2013 $ (21,863,428) (20,930,464) (1,107,069) (932,964) (22,970,497) (21,863,428) Consolidated 2014 $ 2013 $ (1,358,551) (20,930,464) (762,155) (444,363) (2,120,706) (1,358,551)
		(1,358,551)

Exchange differences arising on translation of foreign controlled entities are recognised in other comprehensive income and accumulated in a separate reserve within equity.

17. Cash flow Information

Reconciliation to Statement of Cash Flows

Note Operating (loss) after income tax: *Non-cash flows in loss:* Depreciation 10 Fair value adjustments Unrealised foreign exchange gain Share based payments 14 *Changes in assets and liabilities:* (Increase)/decrease in receivables Increase/(decrease) in trade and other payables Net cash flows (used in) operating activities	Consolidated 2014 2013 $ $ (1,107,069) (932,964) 53,135 61,759 4,000 - (95,468) - - 262,500 164,980 (191,685) (12,134) (281,945) (992,556) (1,082,335)	Consolidated 2014 2013 $ $ (1,107,069) (932,964) 53,135 61,759 4,000 - (95,468) - - 262,500 164,980 (191,685) (12,134) (281,945) (992,556) (1,082,335)
		(1,082,335)

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

18. Earnings per share

Weighted average number of shares on issue during the financial year used in the calculation of basic earnings per share	2014 2013 Number Number 226,472,228 217,696,464

Options to purchase ordinary shares not exercised at 30 June 2014 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 (0.5) (0.4)

19. 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 2014 2013 0.00% - 4.15% 0.00% - 4.90% $ $ 2,886,962 6,109,567 - - - -	Non-Interest Bearing TOTAL 2014 2013 2014 2013 $ $ $ $ - - 2,886,962 6,109,567 131,450 296,430 131,450 296,430 9,333 13,333 9,333 13,333
	2,886,962 6,109,567	140,783 309,763 3,027,745 6,419,330
	- -	(258,313) (270,447) (258,313) (270,447)
	2,886,962 6,109,567	(117,530) 39,316 2,769,432 6,148,883

Reconciliation of Financial Assets to Net Assets

Net Financial Assets Exploration and Evaluation expenditure Fixed assets	Consolidated 2014 $ 2013 $ 2,769,432 6,148,883 24,164,267 22,613,937 173,643 213,746 27,107,342 28,976,566

(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.

Notes to the Financial Statements

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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.

(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 2014, 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
		2014	2013
		$000	$000
Change in profit:
-	Increase in interest rate by 2%	62	122
-	Decrease in interest rate by 2%	(62)	(122)
Change in Equity
-	Increase in interest rate by 2%	62	122
-	Decrease in interest rate by 2%	(62)	(122)

(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:

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

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.

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 2014 2013 2014 2013 2014 2013 2014 2013 258,313 270,447 - - - - 258,313 270,477
	258,313 270,477 - - - - 258,313 270,477 486,962 309,567 - - - - 486,962 309,567 2,400,000 5,800,000 - - - - 2,400,000 5,800,000 131,450 296,430 - - - - 131,450 296,430 - - 9,333 13,333 - - 9,333 13,333
	3,018,412 6,405,997 9,333 13,333 - - 3,027,745 6,419,330
	2,760,099 6,135,520 9,333 13,333 - - 2,769,432 6,148,853

(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).

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

Consolidated Group 2014 Financial assets Financial assets at fair value through profit or loss: - investments – held-for-trading 2013 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 9 - - 9
	9 - - 9
	13 - - 13
	13 - - 13

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.

20. 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		%
			2014	2013	2014	2013	2014	2013
			%	%	$	$	$	$
Link National Pty Ltd	Australia	Ordinary	100	100	8,000,000	8,000,000	-	-
Sabre
Resources Namibia (Pty)	Namibia	Ordinary	70	70	-	-	(199,148)	(48,546)
Ltd
Starloop
Holdings Pty	Australia	Ordinary	100	100	5,360,000	5,360,000	-	-
Ltd
Gazania
Investments	Namibia	Ordinary	80	80	6,500,000	6,500,000	(265,139)	(44,659)
Nine (Pty) Ltd

Although the Namibian subsidiaries have non-controlling interests, the financial effect of these interests have not been brought to account in the consolidated financial report as accumulated losses attributable to noncontrolling interests exceed their relevant proportion of equity. The parent entity also considers it will be wholly responsible for funding the future financial commitments of these subsidiaries.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

21. Related Parties

The Group’s related parties include its subsidiaries, key management and others as described below. Unless otherwise stated, none of the transactions incorporate special terms and conditions and no guarantees were received or given.

received or given.
			Year ended 30	June 2014	Year ended 30 June 2013
Related Party	Relationship	Nature Of Transaction	Transaction	Balance	Transaction	Balance
Sabre Resources Namibia (Pty) Ltd	Subsidiary	Expenses paid	394,406	8,450,000	1,339,000	8,055,594
Gazania Investments Nine (Pty) Ltd	Subsidiary	Expenses paid	1,413,000	2,750,000	1,337,000	1,337,000
Metals Australia Ltd	Common directorship	Other Income	39,704	4,546	27,847	543
Golden Deeps Limited	Common directorship	Other Income	21,997	0	58,284	4,427

All transactions with Directors are disclosed in note 7.

22. 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.

23. 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 $255,000 per annum plus CPI. Charges are at commercial terms in accordance with the agreement entered into on 6 March 2013 for renewable one year periods.

Notes to the Financial Statements

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NOTES TO THE FINANCIAL STATEMENTS

24. Parent Entity Information

The following details information related to the parent entity, Sabre Resources Ltd, at 30 June 2013. 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 2014 2013 $ $ 2,791,186 5,916,031 16,526,095 15,884,927 19,317,281 15,530,486 (123,870) (161,405) - - (123,870) (161,405) 51,936,045 51,936,045 (33,005,134) (30,558,992) 18,930,911 21,377,053 262,500 262,500 262,500 262,500 (2,451,945) (3,481,343) (2,451,945) (3,841,343)

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

No contractual commitments by the parent company exist other than that referred to in note 22.

25. Contingent Liabilities

In addition to the shares issued to the vendor of Namibian tenement number EPL 3540, a further 25,000,000 shares will be issued on achieving an inferred JORC resource of 1 million tonnes at a grade of 2% copper; (or the metal equivalent being 20,000 tonnes copper metal) from the Project and 5,000,000 shares on achieving an inferred JORC resource of 5 million tonnes at a grade of 3% copper; (or the metal equivalent being 30,000 tonnes copper metal)

No other contingent liability exists for termination benefits under service agreements with directors or persons who take part in the management of the company.

26. Subsequent Events

No other 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

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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 36 to 63, and the R e muneratio n disclos u res that are contained i n pages 31 t o 33 of the R emuneratio n Report in t h e Directors ’ Report, are in acco r dance with the 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 4 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 2001; and
( iii) complying with Int e rnational Financial Reporting Standards as disc l osed in not e 2.
( b ) the remuneration disclosures t h at are con t ained in pages 31 to 3 3 of the R e muneratio n Report i n the Dire c tors’ Repor t comply w i th Australian Accounti n g Standard AASB 12 4 Related Party Disclosures; 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 2014.

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

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Micha e l Scivolo DIRE C TOR

Dated this 26th da y of Septem b er 2014 Perth, Western Au s tralia

Directors’ Declaration Page No . 47

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Level 1 10 Kings Park Road West Perth WA 6005

Correspondence to: 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 Ltd

Report on the financial report

We have audited the accompanying financial report of Sabre Resources Ltd (the “Company”), which comprises the consolidated statement of financial position as at 30 June 2014, the consolidated statement of profit or loss and other 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 in accordance with Australian Accounting Standards and the Corporations Act 2001. The Directors’ responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is 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, the financial statements comply 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. Those standards 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 Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

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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 of the financial report that gives a true and fair view 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 Ltd 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 2014 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.

Emphasis of matter

Without qualifying our opinion, we draw attention to Note 2(x) to the financial report which indicates that the consolidated entity incurred a net loss of $1,107,069 and also incurred cash outflows from operating and investing activities of $3,201,758 during the year ended 30 June 2014. These conditions, along with other matters as set forth in Note 2 (x), indicate the existence of a material uncertainty which may cast significant doubt about the consolidated entity’s ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report.

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Report on the remuneration report

We have audited the remuneration report included in pages 14 to 16 of the directors’ report for the year ended 30 June 2014. 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.

Auditor’s opinion on the remuneration report

In our opinion, the remuneration report of Sabre Resources Ltd for the year ended 30 June 2014, complies with section 300A of the Corporations Act 2001.

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GRANT THORNTON AUDIT PTY LTD Chartered Accountants

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J W Vibert Partner - Audit & Assurance

Perth, 26 September 2014

Page No. 50

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Level 1

10 Kings Park Road West Perth WA 6005

Correspondence to: 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 Ltd

In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Sabre Resources Ltd for the year ended 30 June 2014, 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.

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GRANT THORNTON AUDIT PTY LTD Chartered Accountants

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J W Vibert Partner - Audit & Assurance

Perth, 26 September 2014

Grant Thornton Audit Pty Ltd ACN 130 913 594

a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

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SABRE RESOURCES LTD

CORPORATE GOVERNANCE

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 Executive Officer (or equivalent), 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.

Diversity

The Company recognises and respects the value of diversity at all levels of the organisation.

Due to the size and scale of the Company’s activities, most managerial and geological services are provided by the Corporate Manager and the Company has only two direct employees, one of whom is a woman.

When the level of activity permits, the Directors will ensure that women are fairly considered and the Company’s aim will be to promote a culture which embraces diversity through ongoing education, succession planning, director and employee selection and recognising that skills are not gender specific.

As at the date of this report, the Company has no women appointed to the Board, to senior management, and one to the organisation as a whole.

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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 is ultimately responsible for communications with shareholders and arranging Board performance evaluation.

Corporate Manager

The Corporate Manager is responsible for running the affairs of the Company under authority delegated from 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.

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 .

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Chairman

The Chairman should be a non-executive director who is independent. The Chairman should not be the Chief Executive Officer of the Company. The Chairman’s other positions should not be such that they are likely to hinder the effective performance of his role of Chairman of the Company.

Independent decision- making

All directors - whether independent or not - should bring an independent judgment 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, if he is not independent, 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 will be involved in the search and recruitment of a replacement. The Board believes corporate performance is enhanced when it has an appropriate mix of skills and experienced.

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 nonexecutive directors should specifically acknowledge to the Company that they will have sufficient time to meet what is expected of them. Re-appointment of directors is not automatic.

Induction and education

The Board will implement an induction programme 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.

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Directors will have reasonable access to continuing education 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.

- 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.

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:

external audit function:
review the overall conduct of the external audit process including the independence of all parties to the process;
review the performance of the external auditors;

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consider the reappointment and proposed fees of the external auditor; and
where appropriate seek tenders for the audit and where a change of external auditor is recommended arrange submission to shareholders for shareholder approval;
reviewing the quality and accuracy of published financial reports;
reviewing the accounting function and ongoing application of appropriate accounting and business policies and procedures;
reviewing and imposing variations to the risk management and internal control policies designed and implemented by Company management; and
any other matters relevant to audit and risk management processes.

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

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 telephone, 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:

placing the full text of notices of meeting and explanatory material on the website;
providing information about the last three years’ press releases or

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announcements plus at least three years of financial data on the website; and

providing information updates to security holders on request by email.

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.

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

Verification of financial reports

The Corporate Manager and 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:

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
that the declaration provided in accordance with section 295A of the

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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.

Principle 8: Remunerate fairly and responsibly

Director and senior executive remuneration policies

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

motivating senior executives to pursue the long-term growth and success of the Company; and
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:

attracting and retaining senior executives and directors; and
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:

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; and
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.

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.

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Appendix A – Code of Conduct

Introduction

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

Responsibility to shareholders

The Company aims:

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

Responsibility 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 the 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 recognises, considers and respects environmental, native title and cultural heritage issues which may arise in relation to the Company’s activities and will comply with all applicable legal requirements.

Responsibility to the individual

The Company recognises and respects the rights of individuals and will comply with 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 interests 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 in the

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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.

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 can be made at any time to the Chairman.

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Appendix B – Policy for trading in Company securities

Introduction

The Company recognises and enforces legal and ethical restrictions on trading in its securities by relevant persons within and external to the Company. The terms of this securities dealing policy apply to the Company’s directors, Corporate Manager, senior executives, employees and consultants (Relevant Persons).

Communication

This policy will be communicated to all Relevant Persons and will be placed on the Company website.

Trading restrictions

Trading by Relevant Persons in the Company’s securities is subject to the following limitations:

No trading in Company securities shall take place during the two weeks preceding release of each quarterly report, half-yearly financial report, and annual financial report of the Company.
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 which 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.
No trading shall take place in Company securities unless prior notice is given to the Chairman [and approval is obtained from the Chairman].

Hardship

During a period specified in the previous paragraph, Relevant Persons may, after obtaining the Chairman’s consent, trade the Company’s securities 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 securities.

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Appendix C - Disclosure Policy

Disclosure requirements

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

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

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.

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

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

the Company Secretary or
in the absence of the Company Secretary, the Corporate Manager is authorised to act in that capacity by the Board.

Responsibilities of Authorised Disclosure Officer

Subject to Board intervention on a particular matter, the Authorised Disclosure Officer is responsible for the following:

monitoring information required to be disclosed to ASX and coordinating the Company’s compliance with its disclosure obligations;
ASX communication on behalf of the Company, authorising Company announcements and lodging documents with ASX;
requesting a trading halt in order to prevent or correct a false market;
providing education on these disclosure policies to the Company’s directors, officers and employees; and
ensuring there are vetting and authorisation processes designed to ensure that Company announcements:
are made in a timely manner;
are factual;
do not omit material information; and
are expressed in a clear and objective manner that allows investors to assess the impact of the information when making investment decisions.

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An Authorised Disclosure Officer, who is responsible for providing contact details and other information to ASX to ensure such availability, must be available to communicate with the ASX at all reasonable times.

Measures to avoid a false market

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.

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.

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

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:

The Authorised Disclosure Officer must prepare ASX announcements when required to fulfil the Company’s disclosure obligations.
Proposed announcements must be approved by the Corporate Manager or in his absence, urgent announcements may be approved by any other person expressly authorised by the Board.
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.
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

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

The Chairman, Corporate Manager and Company Secretary 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 or the Corporate Manager.

All requests for information from the Company must be referred to the Authorised Disclosure Officer for provision to the Chairman and the Corporate Manager.

Breach of Disclosure Policy

Serious breaches of the Company’s Disclosure Policy may be treated with disciplinary action, including dismissal, at the discretion of the Board. Where the breach is alleged against a member of the Board, that director will be excluded from the Board’s consideration of the breach.

Corporate Governance Page No 63

SABRE RESOURCES LTD SHAREHOLDER INFORMATION

1. Distribution of Shareholders

(a) As at 24 September 2014 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 264 95,750 0.04 302 840,008 0.37 165 1,344,804 0.60 459 19,100,201 8.43 183 205,091,465 90.56
	1,373 226,472,228 100.00

(b) There exist 910 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 and 71,840,000 31.72% Kalgoorlie Mine Management Pty Ltd

The twenty largest shareholders as at 24 September 2014, representing 66.35% of the paid up capital were:

Name of Holder
Coniston Pty Ltd
National Nominees Limited
BBY Nominees Ltd
Bow Lane Nominees Pty Ltd
UBS Wealth Management
Kirk Group Holdings Pty Ltd
Thomas Brian Cannon
Brispot Nominees Pty Ltd
Ironside Pty Ltd
Archfield Holdings Pty Ltd
J P Morgan Nominees Australia Ltd
Buckingham Investment Financial Services Pty Ltd
HSBC Custody Nominees (Australia) Ltd
Langoni Investments Pty Ltd
C R & J E Cannon
Coniston Pty Ltd
Myles Adrian Matthew Sutton
Kevin Richard Smith
Yarandi Investments Pty Ltd
Colin Weekes

Number
Percent
69,200,000
30.56
26,569,561
11.73
11,296,999
5.27
6,513,800
2.88
4,200,000
1.86
3,761,088
1.66
3,000,000
1.33
2,979,377
1.32
2,795,000
1.23
2,500,000
1.10
2,443,405
1.08
2,000,000
0.88
2,000,000
0.88
1,803,882
0.80
1,540,000
0.68
1,500,000
0.66
1,500,000
0.66
1,407,322
0.62
1,387,097
0.61
1,224,736
0.54
149,622,267
66.35

As at the date of this report, there are 3,750,000 unlisted options on issue exercisable at 20 cents each at any time up to their expiry on 5 March 2015.

Shareholder Information

Page No. 64

AI assistant

SABRE RESOURCES LIMITED — Annual Report 2014

65750_rns_2014-09-28_0c039297-7f9e-4d6e-b8e3-74e822d10669.pdf

Sabre Resources Ltd

SABRE RESOURCES LTD

INDEX

SABRE RESOURCES LTD

COMPANY DIRECTORY

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE

SOLICITORS

AUDITORS

BANKERS

SHARE REGISTRY

SECURITIES EXCHANGE LISTING

REVIEW OF OPERATIONS

SABRE R ESOU R CES OP E RATIO N S REPORT: 201 3 -2014

THE OTA V I MOUN T AIN LAN D PROJEC T – NORT H ERN NAMIBIA

HIGHLIG H TS OF E X PLORATI O N

REVIEW OF OPERATIONS

PROJEC T LOCATI O N

REVIEW OF OPERATIONS

GEOLOGICAL SET T ING

MINING I N FRASTR U CTURE

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

EXPLOR A TION PR O GRAM 2013-14

REVIEW OF OPERATIONS

Guchab C anyon co p per-silve r deposit

Diamond drilling

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

REVIEW OF OPERATIONS

First-pass three-dimensional implicit modelling

REVIEW OF OPERATIONS

Maiden JORC 2012 resource

Guchab S outh and S chlange n flach

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Schlangental copper-silver prospect

SCDD0001 9.40 metres @ 1.03% Copper & 4.55 g/t Silver from 21.60 metres

Iron Hat (Eisernenhut) copper-silver prospect

IHDD0004 2.74 metres @ 3.05% Copper and 52.9 g/t Silver from 0 m IHDD0005 2.26 metres @ 4.85% Copper and 171.2 g/t Silver from 89.44m

Regional exploration

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Targeting the mineral endowment of the OML

LICENCING

EXPLORATION PROGRAM 2014-15

SABRE RESOURCES LTD

REVIEW OF OPERATIONS

Competent Persons Declarations

Forward-Looking Statements

SABRE RESOURCES LTD

DIRECTORS’ REPORT

DIRECTORS

PRINCIPAL ACTIVITIES

RESULTS

FINANCIAL POSITION

DIVIDENDS

INFORMATION ON DIRECTORS AND COMPANY SECRETARY

SABRE RESOURCES LTD

DIRECTORS’ REPORT

(iii) David Zukerman (retired 25 February 2014)

Norman Grafton FCIS, FCSA

REMUNERATION REPORT (AUDITED)

2014

SABRE RESOURCES LTD

DIRECTORS’ REPORT

2013

KMP Options Holdings

SABRE RESOURCES LTD

DIRECTORS’ REPORT

KMP Shareholdings

END OF REMUNERATION REPORT

SABRE RESOURCES LTD

DIRECTORS’ REPORT

ANALYSIS OF MOVEMENT IN OPTIONS

MEETINGS OF DIRECTORS

SABRE RESOURCES LIMITED Annual Report 2014