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SPARC TECHNOLOGIES LIMITED Annual Report 2008

Sep 30, 2008

65846_rns_2008-09-30_8157ca2b-6fc2-4629-8b8e-dac09fcb021d.pdf

Annual Report

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Newland Resources Ltd

ABN 13 009 092 068

Annual Financial Statements 2008

DIRECTORS' REPORT

The Directors present their report on the consolidated entity consisting of Newland Resources Ltd (ACN 009 092 068) and the entities it controlled at the end of, or during, the year ended 30 June 2008.

DIRECTORS

The following persons were Directors of Newland Resources Ltd during the whole year and up to the date of this report:

L A Colless - Chairman and Chief Financial Officer

  • C A R West Executive Director investor relations and business development
  • K L Ashworth non-executive director
  • P L Munachen non-executive director

PRINCIPAL ACTIVITIES

The principal activities of the economic entity during the course of the financial year were the conduct of projects in financial services and mineral resources. There has been no significant change in the nature of these activities during the financial year.

RESULTS

The consolidated loss of the economic entity attributable to the shareholders of the holding company for the financial year after abnormal items and income tax was $ 5,316,709 (2007 profit $5,182,217).

DIVIDENDS

No dividends have been paid by the Company during the financial year ended 30 June 2008, nor have the Directors recommended that any dividends be paid.

REVIEW OF OPERATIONS

During the year the Company focused on funds management and portfolio investments in the global resources sector and is continuing to seek further opportunities in mineral projects whilst increasing the management of funds in the resources and other global emerging markets.

A more detailed review of operations for the financial year, together with future prospects is fully explained in the Management Review of the Annual Report.

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

The state of affairs of the Company was not affected by any significant changes during the year.

EVENTS SUBSEQUENT TO BALANCE DATE

On 8 August 2008, the Company gained shareholder approval to reduce its interest in Newland Financial Group Limited (NFG), a wholly owned subsidiary of the Company, by way of the following:

  • the creation of an NFG employee share ownership trust and transfer by the Company to the ESOT of up to 175,500 existing ordinary shares in NFG, for the benefit of the senior executives of NFG.
  • The placing of between 701,800 and 1,050,000 new ordinary shares in the capital of NFG to institutional and other investors at an expected price of £ 2.85 per new NFG share to raise between approximately £2 million and £3 million.

No other matters or circumstances, not otherwise dealt with in the financial statements, have arisen since the end of the financial year and to the date of this report which significantly affected or may significantly affect the operations of the economic entity, the results of the economic entity, or the state of affairs of the economic entity in the financial years subsequent to the financial year ended 30 June 2008.

LIKELY DEVELOPMENTS

The Company intends to continue development of its current businesses, to develop new businesses, and to seek other areas of investment in resources and other industries. Further information on likely developments in the operations of the Company and expected results of operations have not been included in this report because the directors believe it would be likely to result in unreasonable prejudice to the Company.

PARTICULARS OF DIRECTORS

Lindsay Arthur Colless, ACA, FAICD.

Mr Colless, 63, is a Chartered Accountant with 15 years experience in the profession and a further 29 years experience in commerce, most of which has been in the mineral and petroleum exploration industries in the capacities of financial controller, company secretary and director. He is a director and/or secretary of a number of public listed companies: chairman of Austral Africa Resources Limited (since December 2006) and company secretary of Alkane Resources Ltd group and Galaxy Resources Limited.

Former directorships held in the last three years are: Alkane Resources Ltd (August 1986 to July 2007), Atom Energy Limited (April 2007 to April 2008), West Australian Metals Ltd group (October 1986 to August 2005), Yilgarn Gold Limited group (February 2003 to April 2005), and alternate director for Pancontinental Oil & Gas NL (from April 1992 to May 2007).

Mr Colless is the Finance Director of the Company as well as CFO and Chairman.

Peter Lawson Munachen, FCA, FAICD.

Mr Munachen, 62, is a Chartered Accountant and former partner in an international accounting practice. He has had considerable experience in the resources industry and is a director of a number of public listed companies, including Pancontinental Oil & Gas NL (since 1991), Sub-Sahara Resources Ltd (since 2004), Norwest Energy Ltd (since 2003) and Dragon Mining Ltd (since 2005 and alternate from 2003 to 2005). He is also a director of Currie Rose Inc. (since 2005), a Canadian TSX Venture Exchange company.

Former directorships held in the last three years are: Austral Africa Resources Limited (alternate director 2003 to 2005).

Mr Munachen is a non-executive director of the Company and is Chairman of the audit committee.

Kevan Lynton Ashworth, PhD, DIC, MIMM.

Dr Ashworth, 71, is a consultant geologist based in the UK. He has worked throughout Europe, in the Middle East, Malaysia, Australia and Latin America on a wide variety of mineral exploration and development projects for major companies and government organisations. He has been a director of Sino-Asia Mining since July 2005, Norwest Holdings (UK) Pty Ltd and NWE Southern Cross (UK) Pty Ltd (both since January 2007); these are all UK companies.

Dr Ashworth is a non-executive technical director of the Company.

Christian Adam Riggall West

Mr West, 32, joined Elysian Fund Management in March 1998 as an investment assistant at the launch of the Elysian Global Hedge Fund at the End of 1998. In 1999 he was promoted to Fund and co-managed the fund and acted as head trader until 2001 delivering cumulative returns of over 70%. In 2002 he joined Sagitta Asset Management where he ran the Aegis European long/short equity fund to December 2004.

He is currently the Business Development Officer of Newland Resources Ltd and an executive director of the board.

SECRETARY

Karen Elizabeth Vere Brown, BEc (Hons).

Miss Brown, 48, is an Honours Degree graduate in economics from the University of Western Australia and has had more than 20 years experience in the administration of public companies, primarily in the resources sector.

DIRECTORS' MEETINGS

The following table sets out the numbers of meetings of the Company's directors held during the year ended 30 June 2008, and the number of meetings attended by each director.

There were six (6) Board Meetings, two (2) Audit, nil (0) Nomination and nil (0) Remuneration Committee Meeting held during the financial year.

The number of meetings attended by each director during the year is as follows:

Board meetings Audit Committee RemunerationCommittee
Director Held Attended Held Attended Held Attended
K L Ashworth 6 3 N/A - -
L A Colless 6 6 N/A - -
P L Munachen 6 4 2 2 - -
C A R West 6 5 N/A - -

DIRECTORS' REPORT (Continued)

REMUNERATION REPORT

The remuneration report is set out under the following main headings:

  • A Principles used to determine the nature and amount of remuneration
  • B Details of remuneration
  • C Service agreements
  • D Share-based compensation
  • E Additional information

The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.

The information provided in the remuneration report includes remuneration disclosures that are required under Accounting Standard AASB 124 "Related Party Disclosures". These disclosures have been transferred from the financial report and have been audited.

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

The objective of the Company's executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with achievement of strategic objectives and the creation of value for shareholders, and conforms to market best practice for delivery of reward. The Board ensures that executive reward satisfies the following key criteria for good reward corporate governance practices:

  • competitiveness and reasonableness
  • acceptability to shareholders
  • performance linkage/alignment of executive compensation
  • transparency
  • capital management

The Company has structured an executive remuneration framework that is market competitive and complementary to the reward strategy for the organisation.

Non-executive directors

Fees and payments to non-executive directors reflect the demands which are made on, and the responsibilities of, the directors. Non-executive directors' fees and payments are reviewed annually by the Board. The Chairman's fees are determined independently to the fees of non-executive directors based on comparative roles in the external market. The Chairman is not present at any discussions relating to determination of his own remuneration.

Directors consulting fees

Directors' consulting fees are determined by the Board as a whole. This amount is separate from any specific tasks the directors may take on for the Company. For example, Mr Colless's company, Mineral Administration Services Pty Ltd undertakes all the financial, administration and accounting functions for the Company as well providing the services of Ms Brown as Company Secretary. His remuneration is set out below in this report and is fully disclosed in the Notes to the Financial Statements.

The directors of the economic entity during the year were:

Newland Resources Ltd L A Colless, K L Ashworth, P L Munachen, C A R West Newland Financial Group Limited S L Goschalk, D R W Masters, F L Cremer, C A R West, L A Colless, P Addison Resources Services Ltd D J Hutchins, L A Colless, C A R West, S L Goschalk, J R Mitchell. Resources Services (BVI) Ltd group L A Colless, D J Hutchins, M Roberts, R Barby Mt Garnet Mines NL and Saturn Exploration NL. L A Colless, P L Munachen, K E V Brown.

Newland Stockbrokers Limited

C A R West, F L Cremer, P Armour, J D Forster, S L Goschalk. D R W Masters, K J McGuire, J R Mitchell Newland Resources UK Limited K Ashworth, L A Colless, C A R West Compass Capital Assets Limited Global Invest Corporation, Universal Intergroup Corporation Balkan Heights Property Limited Cosign Services Limited, Spread Services Limited Orchid Strategic Investments Limited Folio Corporate Services Limited

REMUNERATION REPORT – (continued)

B. Details of Remuneration (Audited)

Details of remunerations to directors are as follows:

Consolidated Parent Entity
2008 2007 2008 2007
$ $ $ $
Directors' income (see also Note 12)
Total income received, or due and receivable, by directors of
Newland Resources Ltd from the company and any related
body corporate in connection with the management of the
company and any related body corporate. *338,431 *369,920 338,431 369,920
Total income received, or due and receivable, by directors of
subsidiaries only, from the company and any related body
corporate in connection with the management of the company
and any related body corporate. **875,795 **182,089 - 182,089

Other than the managing director, there are no other executive officers or senior managers of the Company. The details of remuneration of the directors and key management personnel and specified executives of Newland Resources Ltd are set out in the following tables:

The key management personnel of Newland Resources Ltd are the following:

  • TWR West Investment advisor
  • Stephen Goschalk Director UK subsidiary and Group operating officer

Executive Director

Short-term benefits Post-employment Share-based
Name Cash Salary benefitsSuperannuation payment Total
and fees
$ $ $ $
2008
C A R West,
Director parent and UK subsidiaries 154,485 18,246 - *172,731
F Cremer
Director UK subsidiaries 109,379 12,768 - **122,147
K McGuire
Director UK subsidiaries 176,554 21,063 - **197,617
S Goschalk
Director UK subsidiaries and Group operations
officer 246,223 30,337 - **276,560
John Mitchell
Director UK subsidiaries 101,368 22,783 - **124,151
James Forster
Director UK subsidiaries 84,945 10,149 - **95,094
Peter Armour
Director UK subsidiaries 22,069 7,043 - **29,112
2007
C A R West,
Director parent and UK subsidiaries 171,092 20,309 128,149 319,550
F Cremer - - -
Director UK Subsidiaries
Kris Mc Guire - - -
Director UK Subsidiaries -
S Goschalk
Group's operation officer 244,418 51,062 - 295,480
Performance bonus 166,927 - - 166,927
John Mitchell
Director UK subsidiaries - - - -
James Forster
Director UK subsidiaries - - - -
Peter Armour
Director UK subsidiaries - - - -

REMUNERATION REPORT - (continued)

The details of directors' remunerations paid or payable are as follows (continued):

Name Short-termbenefitsCash Salary and Post-employmentbenefits Share-basedpayment
Fees$ Superannuation$ $ Total$
Non-executive Directors
2008
K L Ashworth
Director, parent and consultant to UK subsidiary
Consulting – parent 21,700 - - *21,700
L A CollessDirector parent and all subsidiaries
Administration, accounting, financial administration
fees(a) 84,000 - - *84,000
Consulting – parent(a) 30,000 - - *30,000
P L Munachen
Director parent and Australian subsidiaries
Consulting – parent 30,000 - - *30,000
David Masters
Director UK SubsidiariesD J Hutchins 31,114 - - **31,114
Director UK and BVI subsidiaries, investment
manager for subsidiaries and their clients
Consulting fees - parent
Consulting -subsidiary - - - -
Performance bonus - - - -
- - - -
K R Thygesen
Director UK subsidiary
Consulting -parent - - - -
Performance bonus - - - -
K E V BrownDirector Australian subsidiaries
Administration, accounting, financial administration
fees(a) 84,000 - - **84,000
Consulting – parent(a) 30,000 - - **30,000
Fees payable for administration, company secretarial and financial services of $84,000 provided by Mineral Administration Services(a)
Pty Ltd, a company in which Mr Colless and Miss Brown are directors and shareholders. Also $30,000 was payable to MineralAdministration Services Pty Ltd for director's consulting fees in respect of Mr Colless.
2007K L Ashworth
Director, parent and consultant to UK subsidiary
Consulting – parent 30,518 - - *30,518
L A Colless
Director parent and all subsidiaries
Administration, accounting, financial administration
fees(a) 78,000 - - *78,000
Consulting – parent(a) 30,000 - - *30,000
P L Munachen
Director parent and Australian subsidiariesConsulting – parent 30,000 - - *30,000
David Masters
Director UK Subsidiaries - - - -
D J Hutchins
Director UK and BVI subsidiaries, investment
manager for subsidiaries and their clients
Consulting fees - parent
Performance bonus 37,302 - - **37,302
35,604 - -- **35,604

REMUNERATION REPORT - (continued)

Short-term benefits Post-employmentbenefits Share-basedpayment
Cash Salary and Superannuation Total
Fees
$ $ $
K R Thygesen
Director UK subsidiary
Consulting -parent 67,205 - - *67,205
Performance bonus 41,978 - - **41,978
K E V Brown
Director Australian subsidiaries
Administration, accounting, financial administration
fees(a) 78,000 - - *78,000
Consulting – parent(a) 30,000 - - *30,000

(a) Fees payable for administration, company secretarial and financial services of $78,000 provided by Mineral Administration Services Pty Ltd, a company in which Mr Colless and Miss Brown are directors and shareholders. Also $30,000 was payable to Mineral Administration Services Pty Ltd for director's consulting fees in respect of Mr Colless.

The Consolidated Entity has two executives only. Details of their remuneration are as follows:

Other key management personnel

Short-term benefits Post-employmentbenefits Share-basedpayment
Name Cash Salary andFees Superannuation Total
2008T W R West,Investment advisor for subsidiaries $ $ $
Consulting fees2007T W R West, 192,751 - - 192,751
Investment advisor for subsidiariesConsulting fees 171,978 - - 171,978

Details of remuneration paid to Stephen Goschalk can be found in the table disclosing remuneration paid to directors.

C. Service agreements

Stephen Goschalk – Director UK subsidiaries and Group chief operating officer

Term of Agreement - Commencing 1 May 2006 and thereafter until terminated, by three months written notice, by either party.

Agreement - to provide services to the group, at GBP 100,000 per annum, payable monthly in arrears.and options equivalent to 2.5% of the issued shares.

T W R West, Executive.

Term of Agreement - Initially for a one (1) year period, commencing 1 July 2006 and thereafter until terminated, by three months written notice, by either party.

Agreement – Pacific International Management Limited to procure the services of Mr West to provide consulting services to the group, at GBP70,000 per annum, payable monthly in arrears.

D. Share-based payments

No share based remuneration compensation was paid to any director during the financial year.

The terms and conditions of each grant of options affecting remuneration in the previous, current or future reporting periods are as follows:

Grant date Date vested and Expiry date Exercise Price Value per option at
exercisable grant date
3 July 2006 3 July 2008 3 July 2011 $0.08 $0.025
27 Nov 2006 3 July 2008 3 July 2011 $0.08 $0.031

The unlisted options were granted for no consideration as an incentive bonus. The options carry no dividend or voting rights. When exercised, each option is convertible into one ordinary share. The options granted are not subject to any performance conditions. No options were granted to the directors and key management personnel during the year. No options were exercised during the year.

REMUNERATION REPORT - (continued)

Details of ordinary shares in the company provided as remuneration to each director of Newland Resources Ltd and other key management personnel of the Group are set out below.

Name Number of options granted Number of options vested
2008 2007 2008 2007
Directors of Newland Resources Ltd
C A R West - 4,094,439 - -
Other Company and Group Executives / Director UK subsidiary
S Goschalk - 4,094,439 - -

E. Additional information – (audited**)**

Cash Bonus Options
Name Paid% Forfeited% Yeargranted% Vested% Forfeited% Financial Yearsin which optionsmay vest$ Minimum totalvalue of grantyet to vest$ Maximum totalvalue of grantyet to vest$
C A R West - - 2007 - - 30/06/2009 - 128,149
K L Ashworth - - - - - - - -
L A Colless - - - - - - - -
P L Munachen - - - - - - - -
T W R West - - - - - - - -
S Goschalk - - 2007 - - 30/06/2009 - 103,203

Share Options

Options to take up ordinary shares in the capital of Newland Resources Ltd have been granted as follows:

Outstanding as at the date of this report:

Unlisted options exercisable at 8 cents between 3 July 2008 and 3 July 2011
Outstanding as at date of this report 8,188,878
Outstanding at end of the financial period 8,188,878
Outstanding at the beginning of the financial period 8,188,878
Granted during the financial period Nil
Exercised during the financial period Nil

No options were exercised during the year and no shares have been issued from the exercise of options since year-end to the date of this report. No person entitled to exercise any option has or had, by virtue of the option, a right to participate in any share issue of any other body corporate. The names of all holders of options are entered into the Company's register, inspection of which may be made free of charge.

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Newland Resources Ltd support and have adhered to the principles of corporate governance and have established a set of policies and manuals for the purpose of managing corporate governance. The Company's detailed corporate governance policy statement is contained in the additional Supplementary Information section of the annual report and can be viewed on the Company's web site at www.newlandresources.com.

ENVIRONMENTAL REGULATION

The Company is regulated by environmental authorities only for its mineral tenement interests at this time. As no substantial work has been done on these tenements during the year and due to the minor interest the Company has in these tenements, there are no significant environmental regulatory liabilities affecting the Company.

DIRECTORS' INDEMNITIES

The Company has paid out no amounts to insure the Directors and/or Secretary for liabilities incurred as costs and expenses that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of entities of the consolidated entity.

AUDIT COMMITTEE

During the year ended 30 June 2008 the Company had an audit committee consisting of the independent director residing in Australia, Mr P Munachen. Subsequent to year end the composition of the audit committee has been revised to include the full Board. The full Board reviews and approves the financial statements.

AUDIT INDEPENDENCE AND NON-AUDIT SERVICES

Auditors' independence -section 307C

The following is a copy of a letter received from the Company's auditors:

Lead auditor's independence declaration under Section 307C of the Corporations Act 2001
To the directors of Newland Resources Ltd,
"Dear Sirs
In accordance with Section 307C of the Corporations Act 2001 (the "Act") I hereby declare that tothe best of my knowledge and belief there have been:
i)no contraventions of the auditor independence requirements of the Act in relation to the auditof the 30 June 2008 annual financial statements; and
ii)no contraventions of any applicable code of professional conduct in relation to the audit.
Frank Vrachas (Lead auditor)
Rothsay Chartered AccountantsDated 30 September 2008

Non-audit services

The board of directors has considered the position and, in accordance with the advice received from the audit committee is satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

  • all non-audit services have been reviewed by the audit committee to ensure they do not impact the impartiality and objectivity of the auditor
  • none of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional & Ethical Standards Board, including acting in a management or a decision-making capacity for the Company or acting as advocate for the Company.

Auditors' remuneration

The following amounts were paid to the auditors

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
Audit Services
Rothsay
-Audit and review of financial reports and other audit
work under the Corporations Act 2001 50,181 30,000 50,181 30,000
Hays Macintyre
-Audit of UK subsidiary 80,606 4,813 - -
Total fees for audit services 130,787 34,813 50,181 30,000
Non – Audit Services
Rothsay
-Taxation services 2,700 1,600 2,700 1,600
Hays Macintyre
-Taxation services UK subsidiary - - - -
Total fees for non-audit services 2,700 1,600 2,700 1,600
Total remuneration of auditors 133,487 36,413 52,881 30,600

Signed in accordance with a resolution of the directors.

Dated at Perth this 30th day of September 2008.

L A Colless Director

INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2008

Consolidated Parent Entity
2008 2007 2008 2007
Note $ $ $ $
Revenue from continuing operations
Revenue from continuing operations 2 15,126,033 24,777,098 13,737,473 24,432,842
Expenses
Cost of investment sold (6,058,117) (14,173,804) (8,451,091) (14,173,804)
Secretarial and administration fees (84,000) (78,000) (84,000) (78,000)
Legal fees (445,416) (329,565) (191,431) (264,116)
Commission (112,481) - - -
Directors, consulting fees (81,700) (259,233) (81,700) (259,233)
Directors' salary & entitlements (440,794) (191,402) - (191,402)
Corporate fees and reports (30,562) (67,477) (30,562) (67,477)
Travel, accommodation and entertainment (635,821) (440,956) (351,988) (434,262)
Consulting (918,088) (618,211) (286,756) (560,251)
Computing IT costs (106,131) (36,911) (6,820) (13,345)
Due diligence costs (89,226) (45,532) (89,226) (45,532)
Bad debts written off (75,742) (1,287) (63,213) -
Irrecoverable VAT (96,764) - - -
Audit fees (130,787) (28,313) (50,181) (23,500)
Auditors - other services (2,700) (1,600) (2,700) (1,600)
Staff costs (1,227,693) (628,672) (76,941) (395,635)
Premises costs (354,240) (144,120) (81,012) (138,218)
Interest payable (52) (1,569) (52) -
Insurance (152,929) - -
Depreciation (112,987) (15,432) - -
Employee share based payments - (231,352) - (231,352)
Foreign Exchange gains (losses) (385,470) (234,038) (556,982) (195,030)
Provision subsidiaries - - (660,311) (263,382)
Impairment of investments (7,371,376) (972,618) (6,930,069) (972,618)
Loss on sale of investments (5,240) - - -
Other expenses from ordinary activities (289,854) (230,826) (137,171) (174,904)
Profit (loss) before income tax (4,082,137) 6,046,180 (4,394,735) 5,949,181
Income tax expense 3 (1,234,572) (863,963) (1,234,572) (833,300)
Profit (loss) for the year (5,316,709) 5,182,217 (5,629,305) 5,115,881
Profit (loss) attributable to minority interests - - - -
Profit (loss) attributable to members ofNewland Resources Ltd (5,316,709) 5,182,217 (5,629,305) 5,115,881
Earnings per share for profit (loss) from continuingoperations attributable to the ordinary equity holders ofthe Company
Basic earnings per share 17 (0.032) 0.03 (0.034) 0.03

The above income statement should be read in conjunction with the accompanying notes.

BALANCE SHEET AS AT 30 JUNE 2008

2008200720082007Note$$$$ASSETSCurrent AssetsCash and cash equivalents4898,9027,129,178336,0176,653,069Trade and other receivables51,237,0683,843,447218,6653,293,315Total Current Assets2,135,97010,972,625554,6829,946,384
Non-Current Assets
Property, plant & equipment6555,081132,392274,23942,725
Held-to-maturity investments7--5,228,824987,593
Other non – current assets8B2,360,9071,197,6032,360,9071,064,176
Available-for-sale financial assets8A13,120,80912,014,2518,951,96011,825,393
Total Non-current Assets16,036,29713,344,24616,815,93013,919,887
Total Assets18,172,26724,316,87117,370,61223,866,271
LIABILITIES
Current Liabilities
Trade and other payables91,042,193533,982429,209275,932
Current tax liabilities3696,792863,963696,792883,696
Total current liabilities1,738,9851,397,9451,126,0011,159,628
Total liabilities1,738,9851,397,9451,126,0011,159,628
Net Assets16,433,28222,918,92616,244,61122,706,643
Equity
Contributed equity1019,910,65819,732,35219,910,65819,732,352
Reserves11(25,754)1,321,487250,4221,261,455
Accumulated profits (losses)11(3,451,622)1,865,087(3,916,469)1,712,836
16,433,28222,918,92616,244,61122,706,643
Minority interest----
Total Equity16,433,28222,918,92616,244,61122,706,643

The above balance sheet should be read in conjunction with the accompanying notes.

STATEMENT OF CHANGES IN EQUITY Attributable to members of Newland Resources Ltd

Consolidated Notes Contributedequity$'000 Reserves$'000 Retainedearnings$'000 Minority Interest$'000 Totalequity$'000
Balance at 1 July 2006 19,732 87 (3,317) 10 16,512
Profit/(Loss) for the financialperiod 11b - - 5,182 - 5,182
Total recognised income andexpense for the year - - 5,182 - 5,182
Contributions of equity, net oftransaction costs 10 - - - - -
Share based payments 11a 231 - 231
Available for sale investmentsrevaluation reserve 10 - 1,030 - - 1030
Foreign currency translationreserve - (16) - (10) (26)
Balance at 30 June 2007 19,732 1,322 1,865 - 22,919
Attributable to members of Newland Resources Ltd
Consolidated Contributed Retained Minority Total
Notes equity$'000 Reserves$'000 earnings$'000 Interest$'000 equity$'000
Balance at 1 July 2007 19,732 1,322 1,865 - 22,919
Profit/(Loss) for the financialperiod 11b - - (5,316) - (5,316)
Total recognised income andexpense for the year - - (5,316) - (5,316)
Contributions of equity, net oftransaction costs 10 178 - - - 178
Share based payments 11a -
Available for sale investmentsrevaluation reserve 10 - (1,011) - - (1,011)
Foreign currency translationreserve - (336) - - (336)
Balance at 30 June 2008 19,910 (25) (3,451) - 16,434

The above statement of changes in equity should be read in conjunction with the accompanying notes.

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2008

Consolidated Parent Entity
2008 2007 2008 2007
Note $ $ $ $
Cash Flows from Operating Activities
Interest received 190,780 176,914 125,238 165,847
Other revenue 1,486,096 - - -
Fees received 3,616,928 1,512,766 - 1,179,577
Foreign Exchange gain (loss) (323,591) (237,015) (556,982) (195,030)
Tax paid (1,363,321) - (1,363,321) -
Payments to suppliers and contractors (inclusive ofgoods and services tax) (7,743,292) (3,493,655) (1,280,637) (2,638,207)
Net cash (outflow) inflow from operating activities 14 (4,136,400) (2,040,990) (3,075,702) (1,487,813)
Cash Flows from Investing Activities
Property, plant & equipment (375,458) (118,110) (60,418) (42,725)
Exploration expenditure (1,170,711) (1,010,196) (1,170,711) (1,010,196)
Sale of investments 6,346,241 23,087,418 6,175,457 23,087,418
Investments - - (827,032) -
Investments - other bodies corporate (9,918,169) (17,270,863) (9,356,286) (16,934,289)
Interest - - 53,873 -
Receivables 2,931,989 308,147 2,931,989 308,147
Payables 150,000 - 150,000 -
Net cash (outflow) inflow from investing activities (2,036,108) 4,996,396 (2,130,128) 5,408,335
Cash Flows from Financing Activities
Proceeds from issue of shares - - - -
Borrowings from subsidiaries - - (1,138,222) (1,128,946)
Net cash (outflow) inflow from financing activities - - (1,138,222) (1,128,946)
Netincrease(decrease)incashandcashequivalents (6,172,508) 2,955,407 (6,317,052) 2,791,597
Cash and cash equivalents at the beginning of thefinancial year 7,129,178 4,188,198 6,653,069 3,861,472
Effects of exchange rate changes on cash and cashequivalents (57,768) (14,427) - -
Cash and cash equivalents at the end of the financialyear 4 898,902 7,129,178 336,017 6,653,069
Non -Cash investing and financing activities
Acquisition of tenement by issue of shares 180,000 - 180,000 -

The above cash flow statement should be read in conjunction with the accompanying notes.

FOR THE YEAR ENDED 30 JUNE 2008

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

This financial report is a general purpose financial report, which has been prepared in accordance with Australian Accounting Standards (AASBs), adopted by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. International Financial Reporting Standards (IFRSs) form the basis of AASBs adopted by the AASB, and for the purpose of this report are called Australian equivalents to IFRS (AIFRS) to distinguish from previous Australian GAAP. The financial report complies with IFRSs and interpretations adopted by the International Accounting Standards Board.

Basis of preparation

It has been prepared on the basis of historical costs and except where stated does not take into account changing money values or current valuation of non-current assets. The accounting policies adopted are consistent with those of the previous year. The following specific accounting policies have been consistently applied, unless otherwise stated.

a) Taxes

Income tax

The income tax expense or revenue for the year is the tax payable on the current year's taxable income based on the national income tax rate, adjusted by changes in deferred tax assets and liablities attributable to temporary differences between tax bases of assets and liabilities and their carrying amounts in the financial statements and to unused tax losses..

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those rates which are enaced or subsequently enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognsed in relation to these temporary differences if they arose in a transaction, other than a business combination that at the time of the tranaction ddi not affect either accounting profit or taxable profit or loss.

Deferred tax assets are recognised for temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax assets and liabilities are offset when there is legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to relaise the asset and settle the liability simultaneously.

Goods and Services Tax (GST)

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 Balance Sheet.

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.

b) Principles of Consolidation

The consolidated accounts incorporate the assets and liabilities of all entities controlled by Newland Resources Ltd ("the Company") as at 30 June 2008 and the results of all controlled entities for the year then ended. Newland Resources Ltd and its controlled entities are referred to in this financial report as the consolidated entity.

The effects of all intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated in full.

FOR THE YEAR ENDED 30 JUNE 2008

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Outside equity interests in the results and equity of controlled entities are shown separately in the consolidated income statement and balance sheet respectively.

Where control of an entity is obtained during a financial year, its results are included in the consolidated profit and loss account from the date on which control commences. Where control of an entity ceases during a financial year its results are included for that part of the year during which control existed.

c) Investments and other financial assets

The Company classifies its investments in the following categories: financial ssets at fair value through profit and loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, re-evaluates this designation at each reporting date.

Financial assets at fair value through profit and loss

Financial assets at fair value through profit and loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term. Assets in this category are classified as current assets.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the balance sheet date which are classified as non-current assets. Loans and receivables are included in trade and other receivables in the balance sheet.

Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Company's management has the positive intention and ability to hold to maturity. Held-to-maturity investments are included in non-current assets, except for those with maturities less than 12 months from the reporting date, which are classified as current assets.

Available-for-sale financial assets

Available-for-sale financial assets, comprising principally marketable equity securities, are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within 12 months of the balance sheet date.

Recognition and derecognition

Regular purchases and sales of financial assets are recognised on trade date – the date on which the Company commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets carried at fair value through profit or loss are initially recognised at fair value and transaction costs are expensed to the income statement, Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

When securities are classified as available-for-sale are sold, the accumulated fair value adjustments recognised in equity are included in the income statement as gains and losses from investment securities.

Subsequent measurement

Loans and receivables and held-to-maturity investments are carried at amortised cost using the effective interest method.

Available-for-sale financial assets at fair value through profit or loss are subsequently carried at fair value. Gains or losses arising from changes in the fair value of the "financial assets at fair value through profit or loss" category are presented in the income statement within other income or other expenses in the period in which they arise, Dividend income from financial assets at fair value through profit and loss is recognised in the income statement as part of income from continuing operations when the Company's right to receive payment is established.

Fair value

The fair values of quoted investments are based on last trade prices. If the market for financial assets is not active (and for unlisted securities), the Company establishes fair value by using valuation techniques.

FOR THE YEAR ENDED 30 JUNE 2008

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

d) Depreciation

Depreciation is provided on plant and equipment and is calculated on a straight line basis so as to write off the net cost of each asset during their expected useful life of 5 years.

e) Impairment of assets

At each reporting date, the consolidated entity reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Noncurrent assets are not revalued to an amount above their recoverable amount.

f) Foreign currencies

Functional and presentation currency

Items included in the financial statements of each of the Company's entities are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in Australian dollars, which is Newland Resources Ltd's functional and presentation currency.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement.

Translation differences on non-monetary financial assets such as equities classified as available-for-sale financial assets are included in the fair value reserve in equity.

g) Earnings per share

Basic earnings per share is determined by dividing the profit (loss) after income tax attributable to equity holders of the Company by the weighted average number of ordinary shares outstanding during the year.

h) Trade and other Payables

Trade payables and other accounts payable are recognised when the consolidated entity becomes obliged to make future payments resulting from the purchase of goods and services.

i) Provisions

Provisions are recognised when the consolidated entity has a present obligation, the future sacrifice of economic benefits is probable, and the amount of the provision can be reliably measured. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation.

j) Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates and amounts collected on behalf of third parties.

Interest income is recognised on a time proportionate basis that takes into account the effective yield on the financial assets.

k) Trade and other receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost less provision for doubtful debts. Trade receivables are due for settlement no more than 30 days from the date of recognition. Collectibility of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. A provision for doubtful debts is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of receivables. The amount of provision is recognised in the income statement.

l) Segment Reporting

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different to those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment and is subject to risks and returns that are different from those of segments operating in other economic environments.

FOR THE YEAR ENDED 30 JUNE 2008

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

m) New accounting standards and interpretations

Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2008 reporting periods. The Company's assessment of the impact of these new standards and interpretations is set out below.

Affected Standard Nature of Change to Accounting Policy Application *
AASB 8: Operating Segments No impact on accounting policy, affects 1 January 2009
disclosures in relation to operating
segments instead of business and
geographical segments for the financial
report ending 30 June 2010.
AASB 2007-3: Amendments to Australian No impact on accounting policy, affects 1 January 2009
Accounting Standards arising from AASB disclosures only
8 [AASB5, AASB6, AASB102, AASB 107, AASB119,
AASB127, AASB134, AASB136, AASB 1023 and
AASB1038]Revised AASB 101: Presentation of No impact on accounting policy, affects 1 January 2009
Financial Statements disclosures only
Amendments to Australian Accounting No impact on accounting policy, affects 1 January 2009
Standards arising from AASB 101 disclosures only

* Applicable to reporting periods commencing on or after the given date

o) Critical accounting estimates & judgements

In preparing this Financial Report, the Company has been required to make certain estimates and assumptions concerning future occurrences. There is an inherent risk that the resulting accounting estimates will not equate exactly with actual events and results.

i) Significant accounting judgements

In the process of applying the Group's accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements:

Capitalisation of exploration and evaluation expenditure

The Group has capitalised significant exploration and evaluation expenditure on the basis either that this is expected to be recouped through future successful development (or alternatively sale) of the Areas of Interest concerned or on the basis that it is not yet possible to assess whether it will be recouped.

ii) Significant accounting estimates and assumptions

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:

Impairment of capitalised exploration and evaluation expenditure

The future recoverability of capitalised exploration and evaluation expenditure is dependent on an number of factors, including whether the Company decides to exploit the related lease itself, or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.

Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices.

As at 30 June 2008, the carrying value of exploration expenditure is $2,360,907

Impairment of available for sale investments

The available for sale investments have been subjected to impairment criteria in accordance with accounting standards and current market conditions, particularly those investments that are not listed on recognised stock exchanges. The majority of the impaired investments are expected to mature within the next twelve months and, where applicable, the impairment losses will be written back.

FOR THE YEAR ENDED 30 JUNE 2008

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
2. REVENUE FROM CONTINUING
OPERATIONS
Included in revenue from continuing operations are
the following:
Sale of investments 12,394,102 23,087,418 13,558,362 23,087,418
Fees received 354,543 1,512,766 - 1,179,577
Placing income 1,240,108 - - -
Interest received or due and receivable from othercorporations 190,780 176,914 179,111 165,847
Other revenue 946,500 - - -
15,126,033 24,777,098 13,737,473 24,432,842
3. INCOME TAX EXPENSE
(a) Income Tax expense
Current Tax 1,234,572 863,963 1,234,572 833,300
Deferred Tax - - - -
1,234,572 863,963 1,234,572 833,300
Numerical reconciliation of income tax expense to prima
facie tax payable
Profit (Loss) for year before income tax (4,082,139) 6,046,180 ((4,394,735) 5,949,181
Tax at the Australian tax rate of 30% (1,224,642) 1,813,854 (1,318,421) 1,784,754
Ta x effect of non-deductible items: -
Impairment of investments 2,054,403 - 2,054,403 -
Share based payments - 69,406 - 69,406
Provision doubtful debts 18,964 386 18,964 -
Other items (93,779) - - -
Prior year tax losses not recognised now recoupedDifference in overseas tax rates -- (1,020,913)1,230 -- (1,020,860)-
Under (over) provision in prior year 479,626 - 479,626 -
Income tax expense 1,234,572 863,963 1,234,572 833,300
(b) Provision for Income Tax
The taxation provision represents tax payable in:
United Kingdom on the income of a subsidiary.Australian on the income of the parent entity -754,946 30,663833,300 -754,946 -883,696
Tax paid during the year (58,154) - (58,154) -
696,792 863,963 696,792 883,696

FOR THE YEAR ENDED 30 JUNE 2008

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
4. CURRENT ASSETS - CASH AND CASH EQUIVALENTS
Cash at bank and on hand 898,802 7,129,178 336,017 6,653,069
5. CURRENT ASSETS - TRADE AND OTHERRECEIVABLES
Trade debtors and broker's settlement accounts 395,192 3,832,729 166,559 3,282,597
Other receivables 197,398 10,718 52,106 10,718
Deposits 644,478 - - -
1,237,068 3,843,447 218,665 3,293,315
6. PLANT & EQUIPMENT
At 1 July
Cost 175,767 60,319 42,725 -
Less: accumulated depreciation (43,375) (29,234) - -
Net book value 132,392 31,085 42,725 -
Movement for year
Opening net book amount 132,392 31,085 42,725 -
Reconciliation of carrying amount taken
over on consolidation - net value - - - -
Foreign exchange adjustment of opening balance (10,879) 1,291 - -
Additions 546,555 115,448 231,514 42,725
Depreciation charge (112,987) (15,432) - -
Closing net book amount 555,081 132,392 274,239 42,725
At 30 June
Cost 706,178 175,767 274,239 42,725
Less: accumulated depreciation (151,097) (43,375) - -
Net book value 555,081 132,392 274,239 42,725
7. HELD-TO-MATURITY INVESTMENTSUnlisted investments
Shares in controlled entities - at fair value
At 1 July - - 1,536,097 1,766,982
Additions - - 1,999,068 31,210
Disposals - - (2,392,974) -
Net gain (loss) from fair value adjustment - - (661,598) (262,095)
At 30 June - - 480,593 1,536,097
Loans to (from) subsidiaries - at fair value
At 1 July - - (548,504) (1,646,240)
Addition - - 5,296,735 1,097,736
Net gain (loss) from fair value adjustment - - - -
At 30 June - - 4,748,231 (548,504)
Net balance at 30 June - - 5,228,824 987,593

FOR THE YEAR ENDED 30 JUNE 2008

7. HELD-TO-MATURITY INVESTMENTS (continued) (a) Investment in controlled entities

Name Country of Incorporation Percentage of equity interestheld by economic entity
2008 2007
Saturn Exploration NL Australia 100% 100%
Mt Garnet Mines NL Australia 100% 100%
Newland Financial Group Limited United Kingdom1 100% -
Newland Resources UK Limited United Kingdom1 100%
Resources Services Ltd United Kingdom1 - 100%
Resources Services (BVI) Ltd British Virgin Islands2 - 100%
Newland Stockbrokers Limited United Kingdom1 - 100%
Compass Capital Assets Limited British Virgin Islands2 100% 100%
Balkan Heights Property Limited Guernsey, CI2 100% 100%
Orchid Strategic Investments Limited British Virgin Islands2 - 100%
Newland Fund Management LLP United Kingdom1 - 99%

1 Entities not audited by Rothsay that carry on business in the United Kingdom.

2 Entities not audited by Rothsay that carry on business outside of Australia.

During 2007, Newland Resources Ltd transferred its holdings in UK subsidiaries to a newly formed subsidiary company "Newland Financial Group Limited."

2008 2007
$ $
Cost
Newland Financial Group Limited 1,998,762 -
Newland Resources UK Limited 306 -
Resources Services Ltd - 2,392,974
Resources Services (BVI) Ltd 2,174,959 2,174,959
Saturn Exploration NL 1 1
Mount Garnet Mines NL 140,002 140,002
Balkan Heights Ltd 15,605 15,605
Compass Capital Ltd 15,605 15,605
Net Loans to/from subsidiaries 4,748,231 (548,504)
9,093,471 4,190,642
Net gain (loss) from fair value adjustment (3,864,647) (3,203,049)
Net investment in controlled entities –
at fair value 5,228,824 987,593
All equity interests are in ordinary shares of the controlled entities.
(b) Contribution to group operating profit (loss)
2008 2007
$ $
Newland Financial Group Limited (1,527,318) -
Newland Resources UK Limited (14,970) -
Resources Services Ltd - (129,086)
Resources Services (BVI) Ltd (9,318) (9,606)
Newland Fund Management LLP - (20,045)
Balkan Heights Ltd - (4,497)
Compass Capital Ltd (935) (1,060)
Newland Resources Ltd (2,543,096) 6,210,474

FOR THE YEAR ENDED 30 JUNE 2008

7. HELD-TO-MATURITY INVESTMENTS (continued)

(c) Acquisition of controlled entities

During the 2008 financial year, the consolidated entity purchased 100% of the voting shares of Newland Financial Group Limited. During the 2007 financial year, the consolidated entity purchased 100% of the voting shares of Balkan Heights Ltd and Compass Capital Ltd Details of the acquisition are as follows:

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
Fair value of net assets acquired
Investments 1,998,762 -
Receivables - - - 31,210
Consideration (shares) - - 1,164,260 31,210
Consideration (cash/loan) - - 834,032 -
Total Consideration - - 1,998,762 31,210

(d) Other non-current assets -Goodwill and cost of investment

The consolidated entity has reviewed goodwill on acquisition of subsidiaries as follows:

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
Goodwill on acquisition of Resources
Services Ltd – transferred to Newland Financial - - 2,359,807 2,359,807
Group Limited during 2007-08
Goodwill on acquisition of Resources
Services (BVI) Ltd - - 2,147,845 2,147,845
Capitalised goodwill - - 4,507,652 4,507,652
Less:impairment to fair value - - (1,296,936) (1,296,936)
AIFRS adjustment - - (3,210,716) (3,210,716)
Carrying value of Goodwill - - - -

8A. AVAILABLE-FOR-SALE FINANCIAL ASSETS

Shares in listed securities
At 1 July 12,014,251 9,075,741 11,825,393 9,075,741
Additions 15,848,720 17,054,829 11,368,663 16,865,971
Disposals (10,178,694) (16,034,194) (9,990,142) (16,034,194)
Net gain(loss) from revaluation (4,563,468) 1,917,875 (4,251,954) 1,917,875
At 30 June 13,120,809 12,014,251 8,951,960 11,825,393
8B. OTHER NON CURRENT ASSETS
i)Loans to non-related parties 3,607,088 187,407 3,607,088 53,980
Provision for impairment (3,607,088) - (3,607,088) -
- 187,407 - 53,980

FOR THE YEAR ENDED 30 JUNE 2008

8B. OTHER NON CURRENT ASSETS – continued

Consolidated Parent entity
2008$ 2007$ 2008$ 2007$
(ii) Exploration & Evaluation ExpenditureExploration & Evaluation expenditure costs broughtforward in respect of areas of interest
Balance 1 JulyExpenditure during year comprising 1,010,196 - 1,010,196 -
Acquisitions 680,000 - 680,000 -
Exploration expenditure, Georgina Basin, QldLess expensed to profit or loss1 670,711- 1,010,196- 670,711- 1,010,196--
Balance 30 June 2,360,907 1,010,196 2,360,907 1,010,196
Total non – current assets 2,360,907 1,197,603 2,360,907 1,064,176
9. ACCOUNTS PAYABLE (CURRENT)
Trade creditors and accruals 1,042,193 533,982 429,029 275,932
2008 2007
10. CONTRIBUTED EQUITY Number $ Number $
SHARE CAPITALOrdinary shares – Fully paid 164,977,571 19,899,658 163,777,571 19,732,352
Movements in ordinary share capitalOpening Balance at 1 July 163,777,571 19,732,352 163,777,571 19,732,352
Vendor issue* 1,200,000 180,000 - -
Closing Balance at 30 June 164,977,571 19,912,352 - -
Less: Cost of issueAs per Balance Sheet 164,977,571 - (1,694)19,910,658 -163,777,571 -19,732,352
OPTIONS 8,188,878 231,352 8,188,878 231,352
Options – UnlistedAt 1 July 8,188,878 231,352 - -
Issued during year - - 8,188,878 231,352
At 30 June 8,188,878 231,352 8,188,878 231,352

FOR THE YEAR ENDED 30 JUNE 2008

Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
11. RESERVES AND ACCUMULATED LOSSES
(a) RESERVES
Foreign currency translation reserve (276,176) 60,032 - -
Share based payments reserve 231,352 231,352 231,352 231,352
Available-for-sale investments revaluation reserve 19,070 1,030,103 19,070 1,030,103
(25,754) 1,321,487 250,422 1,261,455
Movement in reserves for year
Foreign currency translation reserve
At 1 July 60,032 86,739 - -
Currency translation differences gain (loss) arising
during the year (336,208) (26,707) - -
At 30 June (276,176) 60,032 - -
Share based payments reserve
At 1 July 231,352 - 231,352 -
Options issued to group employees - 231,352 - 231,352
At 30 June 231,352 231,352 231,352 231,352
Available-for-sale investments revaluation reserve
At 1 July 1,030,103 - 1,030,103
Revaluation (1,011,033) 1,030,103 (1,011,033) 1,030,103
At 30 June 19,070 1,030,103 19,070 1,030,103
(b) ACCUMULATED (PROFITS) LOSSES
Movement for year
At 1 July (1,865,087) 3,317,130 (1,712,836) 3,403,046
AIFRS adjustment to goodwill - - - -
Net (Profit) Loss for the year after tax 5,316,709 (5,182,217) 5,629,305 (5,115,881)
At 30 June 3,451,622 (1,865,087) 3,916,469 (1,712,836)

(c) NATURE AND PURPOSE OF RESERVES

Refer note 1(f) for the accounting policy on foreign currency translation reserve.

The share based payment reserve is used to recognise the fair value of options issued to employees but not exercised and equity settled benefits issued in settlement of share issue costs.

The available for sale investments revaluation reserve is used to recognise the fair value of available for sale financial assets.

FOR THE YEAR ENDED 30 JUNE 2008

12**. KEY MANAGEMENT PERSONNEL DISCLOSURE (a) Directors**

The directors of the economic entity during the year were: Newland Resources Ltd L A Colless, K L Ashworth, P L Munachen, C A R West Newland Financial Group Limited S L Goschalk, D R W.Masters, F L Cremer, C A R West, L A Colless, P Addison Resources Services Ltd D J Hutchins, L A Colless, C A R West, S L Goschalk, J R Mitchell. Resources Services (BVI) Ltd group L A Colless, D J Hutchins, M Roberts, R Barby Mt Garnet Mines NL and Saturn Exploration NL. L A Colless, P L Munachen, K E V Brown.

Executive director

C A R West

(b) Other key management personnel

Newland Stockbrokers Limited C A R West, F L Cremer, P Armour, J D Forster, S L Goschalk. D R W Masters, K J McGuire, J R Mitchell Newland Resources UK Limited K Ashworth, L A Colless, C A R West Compass Capital Assets Limited Global Invest Corporation, Universal Intergroup Corporation Balkan Heights Property Limited Cosign Services Limited, Spread Services Limited Orchid Strategic Investments Limited Folio Corporate Services Limited

The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, during the financial year:

K E V Brown – Company Secretary

T W R West – Investment advisor for subsidiaries

S Goschalk – Group operations officer and Director UK subsidiary

(c) Transactions with key management personnel

Fees payable for administration, company secretarial and financial services of $84,000 provided by Mineral Administration Services Pty Ltd, a company in which Mr Colless and Miss Brown are directors and shareholders. Also $30,000 was payable to Mineral Administration Services Pty Ltd for consulting fees in respect of Mr Colless

(d) Outstanding balances

The following balances are outstanding at the reporting date in relation to transactions with related parties: Current payables – Director's fees

(a) L Colless* $14,500
(b) P Munachen $7,500
(c) K Ashworth $5,186
(d) K Brown* $14,500

* Amount due ($14,500 in total) to Mineral Administration Services Pty Ltd, a company in which Mr Colless and Ms Brown are directors and shareholders.

(e) Equity instrument disclosures relating to key management personnel

The interests of Directors and their Director related entities in shares and share options at the end of the financial period are as follows:

Name of Director Shares held directly Shares heldindirectly Options held directly Options heldindirectly
K L Ashworth 31,000 - -
L A Colless (a)25,350 -
P L Munachen - - - -
C A R West 10,025,000 4,094,439 -
K E V Brown - (a)25,350 - -

D J Hutchins 7,000,000 - - - (a) Shares registered in the name of Mineral Administration Services Pty Ltd, a company in which Mr Colless and Miss Brown are directors and shareholders.

FOR THE YEAR ENDED 30 JUNE 2008

12. KEY MANAGEMENT PERSONNEL DISCLOSURE – (continued)

2008
Name Balance at thestart of thefinancial year Changes duringthe year Issued during theyear on exerciseof options Balance as theendof the financialyear
(1) Shares
Directors of Newland
Resources Ltd
K L Ashworth 31,000 - - 31,000
L A Colless 25,350 - - 25,350
P L Munachen - - - -
C A R West 9,915,000 110,000 - 10,025,000
Key Management Personnel
K E V Brown 25,350 - - 25,350
D J Hutchins 7,000,000 - - 7,000,000
Total shares 16,996,700 110,000 - 17,106,700
(2) OptionsDirectors of NewlandResources LtdC A R WestKey Management PersonnelS Goschalk 4,094,4394,094,4398,188,878 --- --- 4,094,4394,094,4398,188,878
2007
Name Balance at thestart of thefinancial year Changes duringthe year Issued during theyear on exerciseof options Balance as theendof the financialyear
(1) Shares
Directors of Newland Resources
Ltd
K L Ashworth 31,000 31,000
L A Colless 25,350 25,350
C A R West 10,015,000 (100,000) 9,915,000
Key Management Personnel
K E V Brown 25,350 25,350
D J Hutchins 7,000,000 - - 7,000,000
Total shares 17,096,700 (100,000) 16,996,700

FOR THE YEAR ENDED 30 JUNE 2008

12. KEY MANAGEMENT PERSONNEL DISCLOSURE – (continued)

2007
Name Balance at thestart of thefinancial year Changes duringthe year Issued during theyear on exerciseof options Balance as theendof the financialyear
(2) Options
Directors of Newland Resources
Ltd
C A R West - 4,094,439 - 4,094,439
Key Management Personnel
S Goschalk - 4,094,439 - 4,094,439
- 8,188,878 - 8,188,878

f) Key management personnel compensation

2008 2007
$ $
Short term employee benefits 1,091,837 629,699
Post – employment benefits 122,389 20,309
Long-term benefits - -
Termination benefits - -
Share-based payments - 128,149
1,214,226 778,157

The Company has taken advantage of the relief provided by Corporations Regulation 2M.6.04 and has transferred the detailed remuneration disclosures to the Directors' Report. The relevant information can be found in sections A-C of the remuneration report within the Directors' Report.

g) Related party transactions

Other than the transactions disclosed above there are no other transactions between related parties that require disclosure.

13. RELATED PARTY TRANSACTIONS

Transactions with directors and director related entities

The directors of Newland Resources Ltd and subsidiaries during the year were:

K L Ashworth, L A Colless, P L Munachen, C A R West, S Goschalk, D R W Masters, F L Cremer, P Addison, D J Hutchins, J R Mitchell, K R Thygesen, M Roberts, K E V Brown. R Barby, P Armour, J D Forster and K J Mc Guire.

Consolidated Parent entity
2008 2007 2008 2007
Type of transaction Related party-directors Terms andconditions $ $ $ $
Consulting K L Ashworth Normalcommercial 21,700 30,518 21,700 30,518
Consulting P L Munachen Normalcommercial 30,000 30,000 30,000 30,000
Administration andsecretarial fees L A CollessK E V Brown Normalcommercial 114,000 108,000 114,000 108,000
Director's remuneration C A R West Normalcommercial 172,731 191,402 172,731 191,402
Investment managementand performance bonusfees D J Hutchins Normalcommercial - 72,906 - 72,906
Investment managementand performance bonusfees K Thygesen Normalcommercial - 109,183 - 109,183

FOR THE YEAR ENDED 30 JUNE 2008

14. RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES

Consolidated Parent entity
2008$ 2007$ 2008$ 2007$
Operating profit (loss) for the yearAdd (less) non-cash items: (5,316,709) 5,182,217 (5,629,305) 5,115,881
Income not received
Income tax 754,946 863,963 754,946 833,300
Sale of investments (12,577,414) (23,087,417) (13,558,362) (23,087,417)
Cost of investments sold 6,328,729 16,034,194 8,533,151 16,034,194
Impairment of investments 7,301,845 (887,772) 6,848,010 (887,772)
Share based payments - 231,352 - 231,352
Depreciation 112,987 15,432 -
Bad debts 63,213 - 63,213
Impairment of investment in subsidiaries - - 660,311 263,382
Foreign Exchange losses 38,442 (41,985) - -
Changes in current assets and liabilities
Receivables (348,399) (503,814) 186,631 (7,200)
Creditors (494,040) 152,840 (880,424) 16,467
Non – operating item – Interest on borrowings - - (53,873) -
Net cash inflow (outflow) from operating activities (4,136,400) (2,040,990) (3,075,702) (1,487,813)

15. EVENTS SUBSEQUENT TO BALANCE DATE

On 8 August 2008, the Company gained shareholder approval to reduce its interest in Newland Financial Group Limited (NFG), a wholly owned subsidiary of the Company, by way of the following:

  • the creation of an NFG employee share ownership trust and transfer by the Company to the ESOT of up to 175,500 existing ordinary shares in NFG, for the benefit of the senior executives of NFG.
  • The placing of between 701,800 and 1,050,000 new ordinary shares in the capital of NFG to institutional and other investors at an expected price of £ 2.85 per new NFG share to raise between approximately £2 million and £3 million.

No other matters or circumstances, not otherwise dealt with in the financial statements, have arisen since the end of the financial year and to the date of this report which significantly affected or may significantly affect the operations of the economic entity, the results of the economic entity, or the state of affairs of the economic entity in the financial years subsequent to the financial year ended 30 June 2008.

16. SEGMENT INFORMATION

The company operates in Australia and United Kingdom in the resources and financial services industries.

SegmentRevenue Segment Profit(loss) SegmentAssets$
15,126,033 (5,316,709) 15,799,305
- - 2,360,907
15,126,033 (5,316,709) 18,160,212
24,777,098 5,182,217 23,306,675
- - 1,010,196
24,777,098 5,182,217 24,316,871
12,141,791
6,018,421
18,160,212
23,866,271
344,256 66,336 450,600
24,316,871
$12,305,2362,820,79715,126,03324,432,84224,777,098 $(5,629,305)312,596(5,316,709)5,115,8815,182,217

FOR THE YEAR ENDED 30 JUNE 2008

17. EARNINGS PER SHARE

Consolidated Parent
2008 2007 2008 2007
$ $ $ $
(a) Basic earnings per share
Profit (loss) attributable to the ordinary equity holders of
the Company (0.032) 0.03 (0.034) 0.03
(b) Earnings used in calculating earnings per share
Profit/(Loss) attributable to the ordinary equity holders of
the Company (5,316,709) 5,182,217 (5,629,305) 5,115,881
(c) Weighted average number of shares used as the
denominator
Weighted average number of ordinary shares on issue 163,915,276 163,777,571 163,915,276 163,777,571
used in calculation of basic earnings per share
(d) Diluted earnings per share
Diluted earnings per share is not materially different from
basic earnings per share and has therefore not been
disclosed.
18.AUDITORS' REMUNERATION
During the year the following fees were paid or payable for services provided by the auditors:
Consolidated Parent entity
2008 2007 2008 2007
$ $ $ $
Audit Services
Rothsay
-Audit and review of financial reports and other audit
work under the Corporations Act 2001 50,181 30,000 50,181
Hays Macintyre 30,000
-Audit of UK subsidiary
Total fees for audit services 80,606 4,813 4,813
130,787 34,813 50,181 34,813
Non – Audit Services
Rothsay
-Taxation services 2,700 1,600 2,700 1,600
Hays Macintyre
-Taxation services UK subsidiary - - - -
Total fees for non-audit servicesTotal remuneration of auditors -133,487 1,60036,413 -52,881 1,60036,413

The Company has received notification from the Company's auditor that he satisfies the independence criterion and that there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct in relation to the audit. The Company is satisfied that the non-audit services provided is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.

19. CONTINGENT LIABILITIES AND ASSETS

As at 30 June 2008 there are no contingent liabilities of the Company for termination benefits under any service agreement or contract with directors or persons who take part in the management of the Company. There are no other contingent liabilities or assets at 30 June 2008.

FOR THE YEAR ENDED 30 JUNE 2008

20. COMMITMENTS

Mining Tenement Leases

In order to maintain current rights of tenure to exploration tenements the Company is required to perform minimum exploration work to meet the minimum expenditure requirements specified by the Queensland State Government.

The estimated exploration and joint venture expenditure commitments for the ensuing year, but not recognised as a liability in the financial statements :

2008 2007
$ $
Within one year 1,570,000 -
Later than one year but less than five years 3,235,000 -
Later than five years - -

This expenditure will only be incurred should the Company retain its existing level of interest in its various exploration areas and provided access to mining tenements is not restricted.

21. FINANCIAL RISK MANAGEMENT

Overview:

The company and group have exposure to the following risks from their use of financial instruments: (a) credit risk (b) liquidity risk (a) market risk

This note presents information about the company's and group's exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital.

The board of directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financial risks relating to the operations of the group through regular reviews of the risks.

(a) Credit risk:

Credit risk is the risk of financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the group's receivables from customers and investment securities. For the company it arises from receivables due from subsidiaries and recharges to joint venture partners.

(i) Investments:

The group limits its exposure to credit risk by only investing with counterparties that have an acceptable credit rating.

(ii) Trade and other receivables:

The company and group have established an allowance for impairment that represents their estimate of incurred losses in respect of receivables and investments. The main components of this allowance are a specific loss component that relates to individually significant exposures. The management does not expect any counterparty to fail to meet its obligations.

Presently, the group undertakes exploration and evaluation activities in Australia. At the balance sheet date there were no significant concentrations of credit risk.

Exposure to credit risk:

The carrying amount of the group's financial assets represents the maximum credit exposure.

The group's maximum exposure to credit risk at the reporting date was:

Consolidated Parent entity
Carrying amount Carrying amoung
2008 2007 2008 2007
$ $ $ $
Cash and cash equivalents 1,543,380 7,129,178 336,017 6,653,069
Trade and other receivables 592,588 3,843,447 218,664 3,283,315
Other financial assets 13,120,809 12,014,251 8,951,960 11,825,394
Total exposure 15,256,777 22,986,876 9,506,641 21,771,778

FOR THE YEAR ENDED 30 JUNE 2008

21. FINANCIAL RISK MANAGEMENT - continued

An impairment loss of $661,598 in respect of inter-group loans was recognised during the current year from a net asset analysis of the subsidiaries positions.

An impairment loss of $3,607,088 in respect of non-related party loan was recognised at year end in accordance with accounting standards. Should the loan be repaid in the future the impairment loss will be written back.

Impairment losses:

None of the Company's other receivables are past due (2007: nil).

The movement in the allowance for impairment in respect of inter-group loans on a non-consolidated basis during the year was as follows:

Parent entity
2008 2007
$ $
Balance at 1 July (3,203,049) (2,940,954)
Impairment loss/(write-back) recognised (661,598) (262,095)
Balance at 30 June (3,864,647) (3,203,049)

Whilst the loans were not payable as at 30 June 2008, a provision for impairment based on the subsidiaries financial position was made. The balance of this provision may vary due to the performance of a subsidiary in a given year.

The movement in the allowance for impairment in respect of listed shares on a consolidated basis during the year was as follows:

(b) Liquidity risk:

Liquidity risk is the risk that the group will not be able to meet its financial obligations as they fall due. The group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the group's reputation.

The group manages liquidity risk by maintaining adequate reserves through continuously monitoring forecast and actual cash flows.

The consolidated entity's exposure to interest rate risks and the effective interest rates of financial assets and financial liabilities, both recognised and unrecognised at the balance date, are as follows:

Financial Instruments Floating interest rate Non-interest bearing Total carryingamount as per thestatement offinancial position Weighted averageeffective interest rate
2008 2007 2008 2007 2008 2007 2008 2007
$ $ $ $ $ $ % %
(i) Financial assets
Cash 898,902 7,129,178 - 7,129,178 1.49 2.75
Trade and other receivables - 704,552 3,843,447 704,552 3,843,447 - -
Deposits 532,516 - - - - - - 3.50
Listed shares - 13,120,809 12,014,251 13,120,809 12,014,251 - -
Total financial assets 1,431,418 7,129,178 13,825,361 15,857,698 13,825,361 22,986,876
(ii) Financial liabilities
Trade and other creditors - - 1,030,138 533,982 1,030,138 533,982 - -
Other creditors - - 926,723 863,963 926,723 863,963 - -
Total financial liabilities - - 1,956,861 1,397,945 1,956,861 1,397,945

FOR THE YEAR ENDED 30 JUNE 2008

21. FINANCIAL RISK MANAGEMENT - continued

(c) Market Risk:

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

(i) Currency risk:

The group is exposed to currency risk only on listed investments in a currency other than the respective functional currencies of group entities, primarily the Australian dollar (AUD).

The currency in which these investments are denominated in is the GBP.

The group has not entered into any derivative financial instruments to hedge such investments and anticipated future receipts or payments that are denominated in a foreign currency.

The group's investments in its subsidiaries are not hedged as those currency positions are considered to be long term in nature.

Exposure to currency risk:

The group's exposure to foreign currency risk at balance date was as follows, based on notional amounts:

ConsolidatedCarrying amount Parent entityCarrying amoung
2008 2007 2007
$ $ $ $
Revenue 15,126,033 24,777,098 13,737,473 24,432,842
Expenses (19,208,172) (18,730,918) (18,132,208) (18,483,661)
Investments – listed shares 13,120,809 12,014,251 8,951,960 11,825,394
Gross balance sheet exposure 9,038,670 18,060,431 4,557,225 17,774,575

The following significant exchange rates applied during the year:

Average rate Reporting date spot rate
AUD 2008 2007 2008 2007
GBP 0.4476 0.4067 0.4821 0.4236

Sensitivity analysis:

A 10 percent strengthening of the Australian dollar against the following currencies at 30 June would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for 2007.

Consolidated Parent Entity
Equity Profit or loss Equity Profit or loss
30 June 2008
GBP 141,140 141,140 - -
30 June 2007
GBP 14,936 14,936 - -

A 10 percent weakening of the Australian dollar against the above currencies at 30 June would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

FOR THE YEAR ENDED 30 JUNE 2008

21. FINANCIAL RISK MANAGEMENT - continued

(c) Market Risk - continued:

(ii) Interest rate risk:

At balance date the group had minimal exposure to interest rate risk, through its cash and equivalents held within financial institution.

ConsolidatedCarrying Amount Parent EntityCarrying Amount
30 June 2008$ 30 June 2007$ 30 June 2008$ 30 June 2007$
Fixed rate instrumentsFinancial assets - - - -
Variable rate instruments
Financial assets 15,256,779 22,986,876 9,506,641 21,771,778

Fair value sensitivity analysis for fixed rate instruments:

There was no exposure to fixed rate instruments at balance date or at the previous reporting period.

Fair value sensitivity analysis for variable rate instruments:

A change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. The analysis assumes that all other variables remain constant. The analysis is performed on the same basis for 2007.

Consolidated Profit or loss Equity
100 bpincrease 100bpdecrease 100 bpincrease 100 bpdecrease
30 June 2008
Cash and cash equivalents30 June 2007 152,568 (152,568) 152,568 (152,568)
Cash and cash equivalents 229,868 (229,868) 229,868 (229,868)

Net Fair value

For unlisted investments where there is no organised financial market, the net fair value has been based on a reasonable estimation of the underlying assets of the investment.

For other assets and other liabilities the net fair value approximates their carrying value as disclosed in the Balance Sheet.

FOR THE YEAR ENDED 30 JUNE 2008

22. SHARE BASED PAYMENTS

There was no Employee option plan in existence during the financial year. No options were granted during the financial year.

Set out below is a summary of the options granted by the Company:

2008
------
Grant Date Expiry date Exerciseprice Balance atthe start ofthe year Granted/lapsedduring thefinancialperiod Balance atend of thefinancialperiod Vested andexercisable atend of financialperiod(Number)
(Number) (Number) (Number)
Director options
27 Nov 2006 03 July 2011 $0.08 4,094,439 - 4,094,439 -
Employee options
03 July 2006 03 July 2011 $0.08 4,094,439 - 4,094,439 -
Weighted average exercise price $0.08 - $0.08 -

2007

Expiry date Exercise Balance at Granted/ Balance at Vested and
price the start of lapsed end of the exercisable at
the year during the financial end of financial
financial period period
period (Number)
(Number) (Number) (Number)
03 July 2011 $0.08 - 4,094,439 4,094,439 -
03 July 2011 $0.08 - 4,094,439 4,094,439 -
Weighted average exercise price - $0.08 $0.08 -

Options granted carry no dividend or voting rights.

When exercisable, each option is convertible into one ordinary share.

No options were exercised during the period covered in the above table.

(A) Director option expense

No options were issued to the Directors during the financial year.

(B) Employee option expense

.

Employee share options have been granted to provide long-term incentive for senior employees to deliver long-term shareholder returns. Participation in employee share options is at the Board's discretion and no individual has a contractual right to participate in a plan or to receive any guaranteed benefits.

(C) Expenses arising from share-based payment transactions

Total expenses arising from share-based payments recognised during the financial period as employee benefits expense was:

2008 2007
$ $
Director benefits (share options) - 103,203
Employee benefits (share options - 128,149
- 231,352

FOR THE YEAR ENDED 30 JUNE 2008

DIRECTORS' DECLARATION

In the opinion of the Directors of Newland Resources Ltd:

  • (a) the financial statements and notes set out on the preceding pages are in accordance with the Corporations Act 2001 including:
    • i. giving a true and fair view of the financial position of the Company and consolidated entity as at 30 June 2008 and of their performance for the financial year ended on that date; and
    • ii complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements ; and
  • (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
  • (c) the audited remuneration disclosures set out in the directors' report comply with Accounting Standard AASB 124 Related Party Disclosures and the Corporations Regulations 2001.

The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of the Corporations Act 2001.

This declaration is made in accordance with a resolution of the Directors:

Signed at Perth this 30th day of September 2008 This declaration is made in accordance with a resolution of the Directors.

L A Colless Director