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STRIKE RESOURCES LIMITED Annual Report 2007

Oct 28, 2007

65855_rns_2007-10-28_a75458d1-7756-4496-9147-32b29d81fcc7.pdf

Annual Report

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2007

ANNUAL REPORT

Company Profile 2 BOARDJohn F. Stephenson Chairman
Company Projects 6 H. Shanker MadanFarooq Khan Managing DirectorExecutive Director
Overview of Performance 24 Victor P H HoWilliam M Johnson Executive DirectorExecutive Director
Directors' Report 25 Malcolm Richmond Non-Executive Director
Auditor's Independence Declaration 44 COMPANY SECRETARYVictor P H Ho
Income Statement 45
Balance Sheet 46 AUSTRALIAN HEAD OFFICELevel 14, The Forrest Centre
Statement of Changes in Equity 47 221 St Georges TerracePerth, Western Australia 6000
Cash Flow Statement 48 Telephone:Facsimile: +61 8 9214 9700+61 8 9322 1515
Notes to Financial Statements 49 Email:Internet: [email protected]www.strikeresources.com.au
Directors' Declaration 73
Independent Audit Report 74 PERU OFFICEStrike Resources Peru S.A.C.
Corporate Governance 76 Avenue Camino Real 348 Office 1701San Isidro, Lima 27, Perú
Schedule of Peruvian Concessions 83 Telephone:Facsimile: +51 1 628 1606+51 1 222 4007
Schedule of Australian Tenements 85
Additional ASX Information 86 SHARE REGISTRY
  • Market Announcements
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EMAIL US AT: SRK (Shares)

1 Havelock Street 128 Hay Street West Perth, Western Australia 6005 Subiaco, Western Australia 6008

CONTENTS CORPORATE DIRECTORY

John F. Stephenson Chairman
Farooq Khan Executive Director
William M Johnson Executive Director
Victor P H Ho

Advanced Share Registry Services 110 Stirling Highway Nedlands, Western Australia 6009 www.strikeresources.com.au Telephone: +61 8 9389 8033 Facsimile: +61 8 9389 7871 Visit our website for: Email: [email protected] • Latest News Internet: www.asrshareholders.com

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ASX CODES

[email protected] SRKO (Options - $0.20 (30 June 2008))

CURRENT AUDITORS PROPOSED NEW AUDITORS

Stantons International BDO Kendalls Audit & Assurance (WA) Telephone: +61 8 9481 3188 Telephone: +61 8 9380 8400 Facsimile: +61 8 9321 1204 Facsimile: +61 8 9380 8499 Web: www.stantons.com.au Website: www.bdo.com.au

Strike Resources Limited (ASX Code: SRK) is an Australian based mineral exploration and development company with a prospective portfolio of mineral exploration projects in Peru, Australia and Indonesia:

PROJECTS LOCATION COMMODITY AREA(Hectares)
(1) Apurimac Apurimac District, Peru Iron Ore 23,688
(2) Cuzco Cuzco District, Peru Iron Ore 5,375
(3) Banten West Java, Indonesia Copper/Gold 5,601
(4) Paulsens East West Pilbara, Western Australia Iron Ore and Gold 1,964
(5) King Sound West Kimberley, Western Australia Mineral Sands 65,200

Peru is a major mining country and a top five producer of several base and precious metals, including copper and gold. Strike's confidence in Peru's mining and contractual laws is supported by the presence in the country of some of the world's leading mining companies. Although the country has had a long history of mining, its mineral potential is still considered outstanding as mineral discoveries continue to be made.

The Board comprises members with extensive experience in the resources sector and capital markets:

  • Chairman, Dr John Stephenson, previously Exploration Director for Rio Tinto Australasia with more than 35 years experience in mineral exploration;
  • Managing Director, Mr H. Shanker Madan, an experienced senior geologist with more than 30 years of world-wide experience in the exploration and evaluation of mineral deposits for various commodities with Wright Prospecting, BHP Minerals, Hamersley Iron and Rio Tinto;
  • Professor Malcolm Richmond, who has more than 30 years experience with the Rio Tinto and CRA Groups in a number of positions including: Vice President, Strategy and Acquisitions, Managing Director, Research and Technology, Managing Director Development (Hamersley Iron Pty Limited);
  • Mr Farooq Khan who has extensive experience in corporate law, the securities industry, capital markets and the executive management of ASX listed companies;
  • Mr William Johnson, who commenced his career in the resource exploration and has most recently held senior management roles in a number of public companies in Australia, New Zealand and Asia; and
  • Mr Victor Ho who has had executive and company secretarial roles in a number of public listed companies since 2000.

Strike continues to investigate prospective iron ore resources in Peru, Australia and other regions. This includes applying for mineral concessions, entering into joint ventures and taking options over and acquiring concessions.

APURIMAC AND CUZCO IRON ORE

(68.15%1, Peru)

The Company has an interest in large high grade hematite and magnetite deposits in Peru – the Apurimac and Cuzco Projects – through an investment in Apurimac Ferrum S.A. (AF), a Peruvian company.

  • Apurimac Iron Ore Project: The Company continues to progress its objective of delineating a significant high-grade iron ore resource to support a 20 million tonnes per annum mining operation commencing in 2011/12. It is proposed to transport the ore to a new port site via a slurry pipeline. Pre-feasibility studies coordinated by Sinclair Knight Merz and involving the Snowden Group, CSIRO and Pipeline Systems Incorporated (PSI) commenced in August 2007 and are scheduled to be completed in the January to March 2008 quarter.
  • Cuzco Iron Ore Project: The Company has a broad objective of delineating a large iron ore body capable of supporting an additional 20 million tonnes per annum mining operation, which would take combined production from the Apurimac and Cuzco Projects to 40 million tonnes per annum.

The Company also believes there is potential for an independent early start up of a smaller scale mining operation of ~2 million tonnes per annum from scree and near surface mineralisation at Cuzco commencing in 2008/9. Such an operation could potentially utilise existing nearby rail infrastructure to transport iron ore to the coast.

Summary of Resource Estimate

Estimate Source
Apurimac Project 520 to 730 Mt target mineralisation Strike 2
Including: Opaban I Concession 151 Mt JORC Inferred Mineral Resourcegrading 62.16% Fe with a cut-off grade of55% Fe based on 6,383 metres ofassayed RC and diamond drilling Strike 3
Opaban III Concession 21 Mt JORC Inferred Mineral Resourcegrading 63.1% Fe with a cut-off grade of55% Fe based on 1,102 metres ofassayed diamond drilling Strike 4
Cuzco Project 570 to 650 Mt target mineralisation Strike 5

(It is noted that the target mineralisations referred to above is conceptual in nature as there has been insufficient exploration to define a JORC compliant Mineral Resource and it remains to be ascertained if exploration will result in the determination of a Mineral Resource.)

1 Refer Section 3 of Review of Operations in the Directors' Report at page 28 of this 2007 Annual Report

2 Based on surface outcropping and reconnaissance mapping conducted to date

3 19 July 2007: ASX market announcement titled "Apurimac Project - JORC Resource Statement"

4 23 August 2006: ASX market announcement titled "Peru Iron Ore Update on Apurimac Project "

5 1 November 2006: ASX market announcement titled "Peru Iron Ore Update - Cuzco Project

AUSTRALIAN PROJECTS

Strike's project areas in Western Australia are highlighted in the map below.

Paulsens East Iron Ore (75%, West Pilbara, WA)

The Paulsens East tenements cover a total area of 19.64 square kilometres. The tenements are located ~140 kilometres west of Tom Price (close to bitumised road) and eight kilometres east-northeast of the Paulsens Gold mine in the northwest of Western Australia. RC drilling shows high grade intersections averaging 65.15% Fe from 14 to 16 metres and 63.4% Fe from 18 to 22 metres in hematite conglomerate mineralisation.

King Sound Mineral Sands

(100%, West Kimberley, WA)

The Company has applied for 3 tenements covering a total area of 652 square kilometres. The project area is located ~10 kilometres south-west of the port town of Derby in the West Kimberley region of Western Australia. The Company has identified the King Sound area as being prospective for the accumulation of heavy minerals.

INDONESIAN PROJECT

Banten Copper/ Gold

(100%. West Java, Indonesia)

This project comprises a 5,601 hectare concession located approximately 100 kilometres south-west of Jakarta.

The Company has identified epithermal gold veins, gold stock works and associated porphyry copper targets within the concession.

1. Apurimac Iron Ore Project

(68.15%6, Apurimac District, Peru)

Apurimac Project summary details are as follows:

  • Company objective is to delineate a significant high-grade iron ore resource to support a 20 million tonnes per annum mining operation commencing in 2011/12;
  • JORC Compliant Inferred Resource within the Opaban I and Opaban III concessions of 172 million tonnes grading 62.28% Fe, based on 6,383 metres of assayed reverse circulation (RC) and diamond drilling conducted at Opaban I and 1,102 metres of assayed diamond drilling conducted at Opaban III;
  • Pre-feasibility studies (coordinated by Sinclair Knight Merz) on a 20 million tonne per annum mining operation and the transportation of iron ore by a slurry pipeline to a selected port site to be developed on the Pacific coast are expected to be completed in the January to March 2008 quarter;
  • 28 mining concessions having a total area of 23,688 hectares only two concessions (Opaban I and Opaban III) have so far been drilled; the as yet un-drilled concessions have occurrences of high-grade outcrops of iron ore based on regional mapping and sampling;
  • Concessions are located close to the city of Andahuaylas in Peru's southern Andes.

View to North-West from Opaban I Concession, Apurimac Project, with high grade iron ore outcrops in foreground and the Andahuaylas Airport in the background

6 Refer Section 3 of Review of Operations in the Directors' Report at page 28 of this 2007 Annual Report

REGIONAL MAPPING AND SAMPLING

The Apurimac Project currently comprises 23 granted mineral concessions (totaling 20,288 hectares) in the Apurimac District in Southern Peru. To date the Company has focused its drilling on the Opaban I and Opaban III concessions, which together comprise only a small portion of the total land area of the Apurimac Project. The Company notes that all of these as yet un-drilled concessions have outcrops of massive iron ore.

As a preliminary means of determining the extent of iron ore mineralisation in these concession areas, the Company undertook a reconnaissance mapping and sampling programme across 8 of the 23 concessions. This programme is ongoing and will upon completion provide a detailed surface outline of all 23 concessions in the Apurimac Project area. In addition, a detailed ground magnetometer survey is currently underway in these concessions.

The initial reconnaissance, mapping and sampling programme has been extremely encouraging indicating the presence of numerous high grade iron mineralisation outcrops.

A map showing the sample locations with corresponding iron grades is set out on the following page.

With respect to the 15 concessions yet to be sampled and mapped, visual observations show that surface outcrops of massive iron ore extend for up to ~500 metres along strike. Photographs of some of these outcrops are set out to the right.

This mapping and sampling increases the Company's confidence that, given further time and drilling, it will be able to realise its objective of defining at a minimum, a high-grade resource within the Apurimac Project area able to support a 20 million tonnes per annum mining operation production for 20 years.

Cristoforo 14 Concession, Apurimac Project: Surface outcrop of massive iron ore in the foreground

Cristoforo 28 Concession, Apurimac Projec: Outcrop of massive iron ore in the foreground

Apurimac Project concession map showing encouraging high grade iron ore mineralisation from reconnaissance mapping and sampling programme

172 MILLION TONNE JORC INFERRED RESOURCE

The total JORC Inferred Resource within the Opaban I and III concessions is currently 172 million tonnes grading 62.28% Fe.

This is based on 6,383 metres of assayed RC (4,818 metres) and diamond (1,565 metres) drilling conducted at the Opaban I concession and 1,102 metres of assayed diamond drilling conducted at the Opaban III concession.

The Inferred Resource estimate for Opaban I has been calculated at 151 million tonnes grading 62.16% Fe with a cutoff grade of 55% Fe. 7

The Inferred Resource estimate for Opaban III has been previously reported at 21 million tonnes grading 63.1% Fe with a cut-off grade of 55% Fe. 8

The Opaban I and Opaban III iron mineralisation present as high grade hematite/magnetite aggregates with low levels of impurities.

High grade iron ore outcrops near the western margin of Opaban I deposit, Apurimac Project

7 For further results, refer to 19 July 2007: ASX market announcement titled "Apurimac Project - JORC Resource Statement", 19 June 2007: ASX market announcement titled "Iron Ore Projects Update", 15 February 2007: ASX market announcement titled "Iron Ore Projects Update"and 23 August 2006: ASX market announcement titled "Peru Iron Ore Update on Apurimac Project "

8 23 August 2006: ASX market announcement titled "Peru Iron Ore Update on Apurimac Project"

Opaban I Concession – 151 million tonnes JORC Inferred Resource Grading 62.16% Fe

Details of the drilling conducted at Opaban I to outline the 151 million tonnes JORC Inferred Resource estimate for this concession are presented in the following diagram:

(Holes described as OP1-17 to OP1-31 were the drill locations for the 2005 diamond drilling programme, OP1-32 to OP1-52 were the drill locations for the December 2006 RC drilling programme and OP1-53 to OP1-71 were the drill locations for the March 2007 RC drilling programme.)

A simplified cross section of the Opaban I deposit is shown in the diagram below. This cross section highlights the flat lying tabular nature of the deposit and also demonstrates the potential for a low waste to ore ratio for any future mining of the deposit.

Note: Vertical exaggeration is approximately 2:1

The 151 million tonne JORC Inferred resource classification has been made based upon a number of criteria, including the geological confidence, the integrity of the drilling data and the spatial continuity of the mineralisation. Polygonal resource calculation methodology was adopted using weighted average grades and cumulative thicknesses of +55% Fe intervals within drill holes. The nature of the deposit is high grade iron skarn mineralisation hosted in limestone at the contact with diorite intrusions.

Opaban III Concession – 21 million tonnes JORC Inferred Resource Grading 63.1% Fe

The following table summarises key intersection results from 4 holes, which confirms the high grade nature of the mineralisation to considerable depth at Opaban III:9

Hole No Intersection / Total CumulativeIntervals (metres) AverageFe Grade
OP008 105.4 62.5%
OP012 82.5 61.23%
OP013 74.5 63.65%
OP001 67.5 63%

The Company has completed detailed geophysical work on prospective ground within the Opaban III concession, which has indicated the presence of a large gravity anomaly that is significantly larger than the gravity anomaly upon which the 21 million tonnes JORC Inferred Resource was identified.

In the Company's experience, gravity anomalies in this area have a positive correlation to the existence of iron mineralisation. The Company accordingly believes that this anomaly is indicative of the presence of a large body of iron mineralisation under cover of diorite. The Company intends to confirm the presence of such mineralisation through drilling.

9 For further results, refer to 23 August 2006: ASX market announcement titled "Peru Iron Ore Update on Apurimac Project "

The gravity image below shows this newly discovered area of potential mineralisation and illustrates its size relative to the anomaly upon which the 21 million tonnes JORC Inferred Resource was previously identified.

Photographs of typical iron ore outcrops located within the Opaban I Concession, Apurimac Project

Iron-ore surface samples from the Opaban I Concession, Apurimac Project

PRELIMINARY MINERALOGY

The Company has commissioned CSIRO (Commonwealth Scientific and Industrial Research Organisation) to conduct extensive quantitative mineralogy on drill samples collected from the Opaban I concession.

The Company's preliminary views based on CSIRO's initial findings are:

  • The iron content of the deposit comprises a 50% hematite and 50% magnetite mix;
  • Impurities (mainly silica as silicates) liberate (i.e. separate) easily when crushed to a particle size of one millimetre;
  • At one millimetre crushing, silicates, which are soft in this instance, pulverise to ~30 microns (0.03 millimetres);
  • Removal of all impurities at a particle size of ~30 microns suggests a relatively high grade product can be expected, at around 65% Fe, with relatively straightforward crushing, screening and hydro-cyclone.

Commencement of Pre-Feasibility Studies

In August 2007, the Company commissioned the following pre-feasibility studies in relation to the development of mining operations in the Apurimac Project area and the transportation of iron ore by slurry pipeline to a selected port site to be developed on the Pacific coast:

STUDY STUDY GROUPS STUDIES TO INCLUDE
(1) Geology and ResourceStudy Snowden GroupCSIRO(Commonwealth Scientific and IndustrialResearch Organisation) •Geology – Local and regional geology and qualitycontrol procedures•Geotechnical considerations•Quantitative mineralogy•Development of resource model
(2) Mining Study Snowden Group •Ore body modelling•Conceptual mine design•Production schedules
(3) Mine Feasibility Study Sinclair Knight Merz •Mineralogy testwork•Metallurgical testwork•Process flowsheet development•Process plant and major equipment•Mine site infrastructure•Power infrastructure•Water infrastructure•Environmental impacts•Social/Community programme•Models for project development•Estimated preliminary operational and capitalexpenditure requirements•Preliminary risk assessment•Implementation strategy
(4) Transportation Study Pipeline SystemsIncorporated (PSI) (via its Peruvianjoint venture PSI-JRI Peru SAC) •Pipeline corridor/route options•Particle size determination•Hydraulic design•Overall systems design•Infrastructure requirements•Schedule for phases of work•Estimated preliminary operational and capitalexpenditure requirements
(5) Port Study Sinclair Knight Merz/ Cosapi SA •Evaluation of alternative port locations•Footprints, layouts and sizing•Methods for water recovery at port site•Identify regulatory issues

The Company expects these pre-feasibility studies to be completed in the January to March 2008 quarter.

In addition, the Company has also commenced studies in relation to sales and marketing of its proposed high grade iron product to the Chinese and Japanese markets. To date this work has been conducted principally in- house with preliminary discussions having been instituted with significant purchasers in both markets. The response has been encouraging with the view having been expressed that such purchasers are seeking suppliers able to deliver large quantities of high quality iron ore fines and/or concentrate over the long term.

These discussions are ongoing and will expand to include other consumers of iron ore as the pre-feasibility studies continue. As the chemical and physical characteristics of the Apurimac Project end product becomes better defined, the Company will work with these purchasers to formulate a product mix best suited to their individual blast furnace operations.

2. Cuzco Iron Ore Project

(68.15%10, Cuzco District, Peru)

Cuzco Project summary details are as follows:

  • Company objective to delineate a large ore body capable of supporting a 20 million tonnes per annum mining operation, which would take combined production from the Apurimac and Cuzco Projects to 40 million tonnes per annum;
  • Prospect of an independent early, smaller scale mining operation of up to two million tonnes per annum from scree and near surface mineralisation commencing in 2008/9 to provide the potential for an early cash flow to support the Company's larger mining aspirations.
  • The Company has determined a target mineralisation in the Cuzco concessions of between 570Mt to 650MT of high grade iron ore 11 based on detailed geophysical surveys conducted by Val D'or Geofisica, a Peruvian geophysical consultancy group;
  • 6 mining concessions having a total area of 5,375 hectares;
  • Concessions are located approximately 80 kilometres south from the city of Cuzco in Peru's southern Andes.

It is noted that the potential quantity and grades of the target mineralisation referred to above are conceptual in nature; there has been insufficient exploration to define a JORC compliant Mineral Resource; it remains to be ascertained if exploration will result in the determination of a Mineral Resource. The Company further notes that the estimate is based on mapping and surface sampling and has not been based on drilling. Detailed exploration will be required to confirm the estimate and to determine the full iron ore potential of the project.

10 Refer Section 3 of Review of Operations in the Directors' Report at page 28 of this 2007 Annual Report

11 1 November 2006: ASX market announcement titled "Peru Iron Ore Update - Cuzco Project

Scout Drilling

The Company recently conducted a 17 hole scout core and RC drilling programme of 2,786 metres within the Cuzco Project area. Mineralisation within the Cuzco Project area, delineated through previous surface sampling and detailed geophysical work, occurs as flat tabular bodies radiating from a central core within an area of approximately 4 by 3 kilometres.

The mineralogy of the tabular bodies at the Cuzco Project as indicated by this preliminary scout drilling appears to be more variable than the Opaban I and III deposits within the Apurimac Project area in terms of iron grades and associated gangue minerals. The Company has accordingly forwarded representative drill hole samples to CSIRO Brisbane, Australia for more detailed assessment.

Details of the scout drill hole locations (overlaid on to a magnetic intensity image) are presented in the diagram below.

Cross sections drawn on the basis of geophysical modelling indicate iron ore bodies are likely to be horizontal or gently dipping commencing at or near the surface with potentially low waste to ore ratio for mining operations.

Geophysical modelling of gravity, magnetic and induced polarization data showing the flat lying and shallow nature of the Cuzco deposit

Surface Mining Potential – 2 Million Tonnes Per Annum Mining Operation

In addition to the sub-surface magnetite mineralisation, the Company has observed the widespread presence of highgrade hematite surface mineralisation (indicated by surface sampling) and associated scree deposits within the Cuzco Project area, as shown in the following two photographs.

The Company believes that the surface mineralisation and the scree ore, which is largely high-grade hematite, may be able to support a simple, relatively low cost surface mining operation of up to two million tonnes per annum.

The Company is investigating the ability of nearby rail infrastructure owned by Peru Rail to transport the ore to the coast. Peru Rail is already transporting mineral concentrates and ore on this rail infrastructure to the Matarani port. Peru Rail has indicated that it would be supportive of such an operation and the Company has accordingly commenced negotiations with Peru Rail on rail access terms and transportation costs to the coast.

The Company is currently undertaking a detailed study to investigate the opportunity to commence production of a two million tonnes per annum high-grade lump and fines mining operation from the Cuzco Project area. Such an operation could potentially commence as early as 2009.

As part of this study the Company will shortly commence a detailed programme of drilling, trenching and sampling scree deposits and shallow iron ore mineralisation (up to 10 metres deep) to endeavour to define a resource of 30 to 40 million tonnes of high grade iron ore to support this potential operation.

3. Paulsens East Iron Ore Project

(75%, West Pilbara Region, Western Australia)

The Paulsens East tenements cover a total area of 19.64 square kilometres. The tenements are located approximately 140 kilometres west of Tom Price (close to bitumised road) and eight kilometres east-northeast of the Paulsens Gold mine in the northwest of Western Australia.

A map outlining these tenements and the area of the high grade hematite conglomerate mineralisation is shown below.

This mineralisation (hematite conglomerate in hematite matrix) occurs as a ridge rising up to approximately 60 metres above the valley floor and extends for a strike distance of ~3,000 metres.

N

The following aerial view and ground photographs illustrate the nature of this occurrence.

Aerial View of Hematite Ridge at Paulsens East

Profile view: A section of Hematite Ridge

The Company sampled the outcrop at various points along the length of the hematite ridge in June 2006; the results confirmed the presence of high grade hematite with grades of 62.59% to 67.05% Fe. 12

The drilling results completed in December 2006 show high grade intersections in PERC002 averaging 65.15% Fe from 14 to 16 metres and 63.4% Fe from 18 to 22 metres. However, in the remaining 7 holes designed to intersect the mineralisation at depths between 12 metres and up to 128 metres only narrow thicknesses of one and 2 metres of high-grade conglomerate analysing between 60% Fe and 65% Fe, sandwiched between siliceous metasediments were encountered.13

The Company believes that there may be sufficient high-grade resource above the surface and at shallow depths up to 20 metres to support a small mining operation. The Company is currently investigating the feasibility of mining operations and the transportation of ore by truck to the Pilbara coast.

12 Refer 17 July 2006: ASX market announcement titled "Australian Iron Ore Update – Paulsens East High Grade Mineralisation"

13 Refer 1 May 2007: ASX market announcement titled " March 2007 Quarterly Report"

4. King Sound Mineral Sands Project

(100%, West Kimberley Region, Western Australia)

The Company has identified the King Sound area as being prospective for the accumulation of heavy minerals.

During the March 2007 quarter, the Company applied for 3 tenements covering a total area of 652 square kilometres. The project area is located approximately 10 kilometres south-west of the port town of Derby in the West Kimberley region of Western Australia.

Historical reporting indicates Carr Boyd Minerals Limited took two samples for mineralogical determinations in 1971. One of the samples contained 1.1% magnetite, 12.1% ilmenite (TiO2) and 3.5% zircon before concentration. Heavy minerals made up 22.7% of the material. The area was subsequently sampled by Metal Investment Pty Ltd (Reported by Geodrillers P.L., 1971) using lines of auger holes. Their preliminary petrolgical examination gave the following mineralogical composition: 20% magnetite (by weight), 50% to 60% ilmenite (of which 10% is highly altered leucoxene), 1% to 5% rutile and approximately 5% zircon.

In the late 1980's BHP attempted a shallow (up to 6 metres) RC drilling programme over the King Sound sand flats. BHP

experienced problems during their programme, mostly attributed to the drill rig's inability to penetrate the sands and the fact it became bogged on numerous occasions.

For these reasons combined with weather hardships, BHP abandoned their programme some 150 holes short of their plan

and concluded that "the Fitzroy River mouth and in Strokes Bay have not been adequately explored in this programme".

A reconnaissance trip is planned for November 2007. This will involve a company Geologist taking numerous sediment samples across King Sound in order to verify historical reported grades & to ascertain whether ground geophysical techniques may be a viable exploration tool.

5. Banten Copper/Gold Project

(100%, West Java, Indonesia)

This project comprises a 5,601 hectare concession located approximately 100 kilometres south-west of Jakarta. Strike has identified epithermal gold veins, gold stock works and associated porphyry copper targets within the concession.

PT Indo Batubara (PTIB) completed a 126.4 metre, three hole diamond core drilling programme in August 2007, targeting epithermal gold and skarn base metal mineralisation, within the concession area.

The three drill holes reached depths of 37.8 metres (SMDD001), 43.6 metres (SMDD001-redrill), and 45 metres (SMDD002).

A summary of the diamond drilling results completed in August 2007 is outlined below:

HOLE ID From (m) To (m) Cu (%) Pb (%) Zn (%) Ag (g/t)
SMDD002 0 1 - 0.54 - 39.8
SMDD002 1 2 - 1.39 - 12.9
SMDD002 3 4 - 1 - 22.6
SMDD002 4 5 0.26 0.77 - 54.4
SMDD002 5 6 0.97 0.48 4.91 39.6
SMDD002 6 7 0.25 0.49 4.44 21.6
SMDD002 7 8 0.3 1.65 6.87 33
SMDD002 9 10 - - 1.25 22

Near surface base metal (Zinc-Lead-Copper-Silver) mineralisation was recovered in SMDD002, however did not continue at depth.

The drilling results show high grade intersections in SMDD002 averaging 3.6% Zinc from 5 to 10 metres and 28g/t Silver from 0 metres to 10 metres.

The remaining holes designed to intersect the epithermal gold mineralisation recovered no anomalous results.

The Company has determined that this project is not a core asset and intends to divest its interest in due course.

The Company's interest in this project is under a cooperation agreement dated 16 March 2005 between Strike Operations Pty Ltd14 (SOPL), PTIB and PT Suda Miskin (Suda Miskin), under which PTIB has acquired the right to exclusively conduct general survey activities, explore for, exploit, mine and sell gold and any other minerals in the concession area.

Under the terms of the agreement, SOPL has paid US$55,000 to Suda Miskin and has the following future payment and profit sharing obligations to Suda Miskin:

  • (a) US$30,000 by April 2008; and
  • (b) A 19% share of after tax net profits from production.

The information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves has been compiled by Mr Hem Shanker Madan who is a Member of The Australian Institute of Mining and Metallurgy. Mr Madan is the Managing Director of the Company. Mr Madan has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking, to qualify as a Competent Person as defined in the 2004 Edition of the "Australasian Code for Reporting of Mineral Resources and Ore Reserves (the JORC Code)." Mr Madan consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.

14 A wholly owned subsidiary of Strike Resources Limited

OVERVIEW OF PERFORAMANCE

SUMMARY OF RESULTS

Consolidated

2007 2006
$ $
Total revenues 8,148,982 74,912
Total expenses (5,818,906) (2,283,922)
Profit / (loss) after tax attributable to members 2,330,076 (2,209,010)
Basic earnings / (loss) per share (cents) 4.06 (5.64)
Diluted earnings / (loss) per share (cents) 3.14 (5.64)

Total revenues include:

(1) $6,748,343 gains on sale of subsidiaries (2006: nil);

(2) $502,591 unrealised gains from share investments (2006 $Nil unrealised loss);

(3) $369,946 interest received (2006: $49,732);

(4) $431,955 acquisition of resource projects written back (2006: ($527,552) acquisition costs).

Total expenses include:

  • (1) $2,687,534 Directors' and Employees' options (2006: nil);
  • (2) $779,860 personnel costs (2006: $254,321);
  • (3) $467,305 exploration and evaluation expenditure (2006: $799,696);
  • (4) $384,879 travel and incidentals (2006: $92,963);
  • (5) $318,035 professional fees (2006: $52,795);
  • (6) $274,878 foreign exchange losses (2006: nil);

Strike expensed $105,433 losses attributable to its investment in associate entities, Alara Uranium Limited and Apurimac Ferrum S.A .

Please refer to the Directors' Report and financial statements of this Annual Report for further information on a review of Strike's operations and the financial position and performance of Strike for the year ended 30 June 2007.

The Directors present their report on Strike Resources Limited (Company or Strike Resources or SRK) and its controlled entities (the Consolidated Entity) for the financial year ended 30 June 2007 (Balance Date).

Strike Resources is a company limited by shares that is incorporated in Western Australia and has been listed on the Australian Securities Exchange (ASX) since 7 March 2000 (ASX Code: SRK).

Strike Resources has prepared a consolidated financial report incorporating the entities that it controlled during the financial year. Controlled entities were:

  • (1) Strike Operations Pty Ltd (SOPL) a wholly owned subsidiary during the whole of the financial year;
  • (2) PT Indo Batubara (PTIB), a company registered in Indonesia on 8 December 2005 in which SOPL is the 100% beneficial owner.
  • (3) Strike Resources Peru SAC (Strike Peru), a wholly owned subsidiary company of SOPL incorporated in Peru on 28 December 2006.
  • (4) Iron Associates Corporation (IAC), a company incorporated in Panama on 15 February 2007 in which SRK acquired a 70% shareholding interest on 23 February 2007.

PRINCIPAL ACTIVITIES

The principal activities of the Consolidated Entity during the financial year were:

  • exploration and evaluation of its resource projects in Australia, Peru and Indonesia;
  • the pursuit of appropriate resource projects for investment, evaluation and development;
  • the management of its assets.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

On 2 July 2006, the Company entered into the "AF Agreement" pursuant to which Strike has secured the right to earn a 51% (or greater) interest in Apurimac Ferrum SA, the company which holds the mineral concessions comprising the Apurimac and Cuzco Projects in Peru (refer Review of Operations).

On 1 February 2007, the Company entered into the "MAPSA Agreement" pursuant to which Strike acquired a 70% interest in Iron Associates Corporation, a company which holds a residual 24.5% interest in Apurimac Ferrum SA (refer Review of Operations).

On 18 May 2007, the Company completed the sale of its uranium tenement interests in Peru, the Northern Territory and Western Australia to Alara Uranium Limited (Alara) (ASX Code: AUQ) in consideration for 28.75 million Alara shares. After successfully completing a $10 million Initial Public Offering (IPO) (at $0.25 per share) in May 2007, Alara was admitted to the Official List of the ASX and AUQ shares commenced trading on ASX on 24 May 2007.

There were no other material changes in the state of affairs of the Consolidated Entity during the financial year.

OPERATING RESULTS

Consolidated 2007$ 2006$
Total revenues 8,112,856 74,912
Total expenses (5,782,780) (2,283,922)
Profit / (loss) before tax 2,330,076 (2,209,010)
Income tax expense - -
Profit / (loss) after tax 2,330,076 (2,209,010)

Total revenues include:

  • (1) $6,748,343 gains on sale of subsidiaries (2006: nil);
  • (2) $502,591 unrealised gains from share investments (2006 $Nil unrealised loss);
  • (3) $369,946 interest received (2006: $49,732);
  • (4) $431,955 acquisition of resource projects written back (2006: $527,552 acquisition costs).

Total expenses include:

  • (1) $2,687,534 Directors' and Employees' options (2006: nil);
  • (2) $779,860 personnel costs (2006: $254,321);
  • (3) $467,305 exploration and evaluation expenditure (2006: $799,696);
  • (4) $384,879 travel and incidentals (2006: $92,963);
  • (5) $318,035 professional fees (2006: $52,795);
  • (6) $274,878 foreign exchange losses (2006: nil);

The Consolidated Entity expensed $105,433 losses attributable to its investment in associate entities, Alara Uranium Limited and Apurimac Ferrum S.A .

FINANCIAL POSITION

2007 2006
Consolidated $ $
Cash 18,358,891 1,309,813
Investments in Associate entities 11,563,736 -
Other investments 977,877 475,287
Resource projects 7,681,546 -
Receivables 170,123 43,653
Other assets 70,396 52,230
Gross assets 38,822,569 1,880,983
Liabilities (532,820) (178,962)
Net assets 38,289,749 1,702,021
Issued capital 51,078,281 19,848,109
Reserves 2,932,878 248,255
Accumulated losses (16,064,267) (18,394,343)
Parent entity interest 37,946,892 1,702,021
Minority interest 342,857 -
Total equity 38,289,749 1,702,021

DIVIDENDS

No dividends have been paid or declared during the financial year. The Company is not in a position to declare a dividend in respect of the 30 June 2007 financial year.

REVIEW OF OPERATIONS

1. Company Projects

Strike Resources is an Australian based mineral exploration and development company with a prospective portfolio of mineral exploration projects in Peru, Australia and Indonesia:

PROJECTS LOCATION COMMODITY AREA (Hectares)
(1) Apurimac Apurimac District, Peru Iron Ore 20,888
(2) Cuzco Cuzco District, Peru Iron Ore 4,926
(3) Banten West Java, Indonesia Copper/Gold 5,601
(4) Paulsens East West Pilbara, Western Australia Iron Ore and Gold 1,964
(5) King Sound West Kimberley, Western Australia Mineral Sands 65,200

Peru is a major mining country and a top five producer of several base and precious metals, including copper and gold. Strike's confidence in Peru's mining and contractual laws is supported by the presence in the country of some of the world's leading mining companies. Although the country has had a long history of mining, its mineral potential is still considered outstanding as mineral discoveries continue to be made.

2. Apurimac and Cuzco Iron Ore Projects (Peru)

By the AF Agreement and the MAPSA Agreement, the Company has secured the right to progressively earn a 68.15% or greater interest in potentially large high grade hematite and magnetite deposits in Peru – the Apurimac and Cuzco Projects – through an investment in Apurimac Ferrum S.A. (AF), a Peruvian company that holds title to the concessions in the projects.

On 19 July 2007, the Company announced a total JORC Compliant Inferred Resource within the Opaban I and III concessions of 172 million tonnes grading 62.28%, based on 6,383 metres of assayed RC and diamond drilling conducted at Opaban I and 1,102 metres of assayed diamond drilling conducted at Opaban III (Apurimac Project).

The Company has previously announced details of these projects based upon reports issued by the Peruvian Ministry of Energy and Mines (PMEM).

Subsequent announcements by the Company have contained JORC compliant resource estimates for a portion of the Apurimac Project area based on drilling conducted within 2 (Opaban I and III) of the 25 concessions for that area and a resource estimate for the Cuzco Project area based on detailed geophysical work conducted on that area.

The following table summarises these estimates:

Estimate Source
Apurimac Project 730 Mt target mineralisation PMEM
Including: Opaban I Concession 151 Mt JORC Inferred Mineral Resource Strike 1
Opaban III Concession 21 Mt JORC Inferred Mineral Resource Strike 2
Cuzco Project 570Mt to 650Mt target mineralisation Strike 3

(It is noted however that the target mineralisation referred to above by PMEM and for the Cuzco Project is conceptual in nature as there has been insufficient exploration to define a JORC compliant Mineral Resource and it remains to be ascertained if exploration will result in the determination of a Mineral Resource.)

1 19 July 2007: ASX market announcement titled "Apurimac Project - JORC Resource Statement"

2 23 August 2006: ASX market announcement titled "Peru Iron Ore Update on Apurimac Project "

3 1 November 2006: ASX market announcement titled "Peru Iron Ore Update - Cuzco Project

3. Investment in Apurimac Ferrum S.A (Peru)

AF Agreement

On 2 July 2006, the Company entered into the "AF Agreement" with Peruvian companies, Apurimac Ferrum S.A. (AF), Minera los Andes y el Pacífico S.A. (MAPSA) and D&C Pesca S.A.C. (D&C) (with a more formal shareholders' agreement executed on 10 November 2006) pursuant to which Strike has secured the right to earn a 51% (or greater) direct interest in the Apurimac Project or the Cuzco Project or both (at Strike's election) through a progressive US$6.5 million investment in AF (which holds title to such projects) and the exercise of options to acquire AF shares from D&C and MAPSA (at a total cost of US$34.5 million), within a 5 year period.

After such investment and acquisition, Strike will hold a direct 51% shareholding in AF with D&C and MAPSA each holding a residual 24.5% interest in AF.

During the financial year, Strike contributed US$2.70 million into AF, of which US$0.75 million has been capitalised into fully paid shares in AF, giving Strike a 1.622% shareholding interest in AF as at 30 June 2007.

On 2 August 2007, AF shareholders approved the capitalisation of the balance of Strike's contributions, giving Strike a 5.208% direct shareholding interest in AF. Strike's current direct and indirect (via its 70% shareholding in Iron Associates Corporation) is approximately 23.83%.

The Company has contributed a further US$0.4 million into AF between 1 July 2007 and the date of this report which is pending AF shareholder approval for capitalisation into AF shares.

After the completion of Strike's obligations to contribute a total of US$6.5 million into AF, Strike will have earned a 12.5% shareholding interest in AF. Strike's interest will increase to a 51% direct interest upon exercising options to acquire an aggregate 38.5% interest from MAPSA and D&C in consideration for US$34.5 million.

A detailed summary of the terms of the AF Agreement is contained in the Company's ASX market announcement dated 4 July 2006 and titled "Peru Iron Ore Update."

MAPSA Agreement

On 1 February 2007, the Company entered into the "MAPSA Agreement" with MAPSA and shareholders of MAPSA (MAPSA Shareholders) pursuant to which Strike acquired a 70% interest in MAPSA's residual interest in AF, in consideration for staged payments totalling US$10 million (being a combination of US$6 million cash and the issue of 3 million Strike shares) over 2 years and a further US$10 million when production and sales from these projects first exceeds 20 million tonnes per annum.

Strike has fulfilled its obligations to date in paying US$2.5 million cash and electing to issue 3 million shares (in lieu of a US$4 million cash payment) to the MAPSA Shareholders during the financial year.

A detailed summary of the terms of the MAPSA Agreement is contained in the Company's ASX market announcement dated 7 February 2007 and titled "Strike Acquires Further Interest in Apurimac and Cuzco Iron Ore Projects in Peru."

Therefore, upon the completion of Strike's obligations under the AF Agreement, Strike will have gained a direct 51% shareholding interest in AF in addition to its controlling 70% interest in a further 24.5% shareholding interest in AF held by IAC.

The diagram below illustrates the AF shareholding structure post completion of this MAPSA Agreement transaction and upon Strike exercising its options under the AF Agreement.

Apurimac Ferrum Shareholding Structure following:

  • a) $US$6.5 million invested by Strike into AF; and
  • b) Exercise by Strike of Options under the AF Agreement.

4. Acquisition of Additional Concessions In Apurimac District (Peru)

On 18 May 2007, Strike Resources Peru SAC (the Peruvian subsidiary of the Company) entered into an assignment and option agreement with a Peruvian vendor in respect of three mineral concessions in the Apurimac District totalling 1,900 hectares, being the Cristoforo 14, Cristoforo 28 and Ferroso 29 concessions.

The agreement was executed as the Company had determined that these concessions contained outcrops of iron ore mineralisation which extend from Apurimac Ferrum's existing concessions. The Company believes these concessions have the potential to expand the total resource base of the Apurimac Project.

The consideration payable for the assignment of mining rights to Strike Resources Peru SAC (or assignees) for a two year period is US$200,000, of which US$70,000 was paid on execution of the agreement and US$70,000 is payable after 12 months and US$60,000 is payable after 18 months.

The option to acquire these three mineral concessions is for a period of two years and the exercise price is US$3 million.

Strike Resources Peru SAC's rights under this assignment and option agreement is assignable and as the concessions are located near some of the Apurimac Project concessions held by Apurimac Ferrum, it is intended that these concessions be assigned to Apurimac Ferrum at cost.

5. Uranium Assets Spin-Off Into Alara Uranium Limited

It was announced on 16 February 2007 that Alara was acquiring Strike's and Orion Equities Limited's (Orion) uranium tenement interests and would be undertaking an Initial Public Offering (IPO) of up to $10 million at 25 cents per share.

Alara lodged its IPO Prospectus on 3 April 2007, which successfully closed on 9 May 2007 with 40 million shares issued raising $10 million. Alara was admitted to the Official List of the ASX and AUQ shares commenced trading on ASX on 24 May 2007.

The share sale agreements for Alara to acquire uranium assets from Strike and Orion were completed on 18 May 2007 with 35 million shares issued to these vendors.

28,750,000 shares were issued to Strike as consideration for the acquisition of Strike Uranium Pty Ltd (now known as Alara Operations Pty Ltd) and Strike Uranium Peru Pty Ltd (now known as Alara Peru Operations Pty Ltd); Alara Peru Operations Pty Ltd has a Peruvian subsidiary, Alara Peru S.A.C (formerly Strike Uranium Peru S.A.C).

These shares are subject to escrow for 24 months from the date of official quotation of Alara's shares on ASX.

This shareholding represents 35.7% of the current total issued share capital of Alara.

The Company recorded a gain on disposal of the above subsidiaries of $6.75 million (based on the Alara shares received as consideration being valued at Alara's IPO issue price of $0.25 per share).

The post-IPO (and current) share capital structure of Alara is as follows:

% of
Alara Issued
Shares Capital
Existing shares (at incorporation) 5,500,000 6.8%
Issue to Strike under Strike Uranium Agreement4 18,750,000 23.3%
Issue to Strike under Peru Sale Agreement5 10,000,000 12.4%
Issue to Orion under Hume Sale Agreement6 6,250,000 7.8%
Shares issued under the Prospectus:
Strike Priority Pool to Eligible Strike Shareholders7 22,000,000 27.3%
Orion Priority Pool8 2,000,000 2.5%
Public Offer pool 16,000,000 19.9%
Total 80,500,000 100.00%

Strike's Distribution Of Alara Shares In Specie

Strike has agreed to undertake an in-specie distribution of up to 16,000,000 shares in Alara held by Strike (the In-Specie Distribution) to Strike shareholders at a time to be nominated by the Strike board but being not more than 6 months after the Alara shares commence quotation on the ASX, subject to the ASX granting a waiver for such dealing of escrowed shares, all regulatory and shareholder approvals and consideration by Strike of the tax consequences arising therein.

As at the date of this report, the Strike Board has not yet determined the timetable for the In-Specie Distribution.

Strike's current 28.75 million Alara shares are currently escrowed for 24 months from the date of official quotation of Alara's shares on ASX. ASX has confirmed that the In-Specie Distribution received by Strike shareholders (other than the related parties and promoters of Alara, Strike or any of their associates) will cease to be subject to restriction after the despatch of holding statements to Strike shareholders.

8 Orion Equities Limited

4 The share sale agreement between Alara and Strike dated 19 March 2007 for the company to acquire Strike Uranium Pty Ltd (now known as Alara Operations Pty Ltd)

5 The share sale agreement between Alara and Strike dated 20 March 2007 for the company to acquire Strike Uranium Peru Pty Ltd (now known as Alara Peru Operations Pty Ltd)

6 The share sale agreement between Alara and Orion dated 19 March 2007 for the company to acquire Hume Mining NL

7 Strike shareholders holding 5,000 or more SRK shares as at 6 March 2007

6. Sale of Interest In Berau Coal Project (East Kalimantan, Indonesia)

By a cooperation agreement dated 12 April 2007 between SOPL, PTIB and PT Kaltim Jaya Bara (KJB), PTIB had acquired the right to exclusively conduct general survey activities, explore for, exploit, mine and sell coal and methane gas and other minerals in the concession area (of 5,000 hectares located approximately 40 kilometres south-west of Tanjungredeb (Berau) and approximately 350 kilometres north of Balikpapan (the capital city of Kalimantan).

Under the terms of the agreement, Strike had paid US$30,000 (after execution of the agreement) to KJB and had the following future payment and royalty obligations to KJB:

  • (a) Three staged cash payments totalling US$0.50 million over a 12 month period; and
  • (b) Royalties of between US$1.00 to $4.00 per dry metric tonne of coal mined and sold from the concession area, depending on the calorific value of the coal (ranging from 5,000 to 6,000 KCal and above) and the waste to ore ratio.

On 27 June 2007, SOPL and PTIB reached agreement with Orion Indo Operations Pty Ltd (OIO) and PT Orion Indo Mining9 (PTOIM) for PTIB assigned to PTOIM 70% of its interest in the Berau Coal Project; PTOIM has agreed to assume the obligations (effective from 19 June 2007) under the original cooperation agreement with KJB; PTIB 30% interest is free-carried until a Decision to Mine10 is made by PTOIM.

If a party elects not to contribute to expenditure in such circumstances, its interest in the Berau Coal Project shall be diluted on a pro-rata basis. If PTIB's interest is diluted to below 10%, PTIB's interest shall be transferred to PTOIM in consideration for a royalty to PTIB of 7.5% of net profits derived from coal resources produced and sold.

The decision to farm-out its interest in this project was made to allow Strike to focus on development of its core Peruvian iron ore projects.

SECURITIES IN THE COMPANY

1. Issued Securities

The Company had the following total securities on issue as at 30 June 2007:

Quoted /To be Quoted Not Quoted Total
Fully paid ordinary shares 76,009,248 - 76,009,248
$0.20 (30 June 2008) Options 13,409,919 - 13,409,919
$0.20 (9 February 2011) Unlisted Options - 1,833,333 1,833,333
$0.30 (9 February 2011) Unlisted Options - 1,666,667 1,666,667
$0.96 (21 July 2011) Unlisted Directors' Options - 4,600,000 4,600,000
$0.96 (13 September 2011) Unlisted Director's Options 500,000 500,000
$1.20 (6 October 2011) Unlisted Employee Options 150,000 150,000
$2.10 (7 March 2012) Unlisted Director's Options 500,000 500,000
$2.81 (7 March 2012) Unlisted Directors' Options 3,300,000 3,300,000
$2.90 (1 May 2012) Unlisted Employees' Options 133,000 133,000
Total 89,419,167 12,683,000 102,102,167

Since the Balance Date (to 13 September 2007), a further 1,371,069 listed $0.20 (30 June 2008) Options have been exercised and converted into shares, raising $274,213.80. 12,038,850 $0.20 (30 June 2008) Options remains to be exercised as at 13 September 2007.

9 A subsidiary of OIO, which, in turn, is a subsidiary of Orion Equities Limited.

10 "Decision to Mine" means PTOIM providing written notice to PTIB that, having completed an exploration programme and project feasibility study, it wishes to proceed to commercial exploitation of coal resources in the concession area

DIRECTORS' REPORT

2. Summary of Share Capital Changes

The Company completed 3 major capital raisings totalling $25.54 million during the financial year:

  • (a) In October/November 2006, the Company raised $3 million from the issue of 2,307,693 shares at $1.30 per share to institutional, professional and sophisticated investors;
  • (b) In November 2006, the Company raised $7.42 million under a Share Purchase Plan (SPP) from the issue of 5,706,631 share at the same issue price of $1.30 per share;
  • (c) In May 2007, the Company raised $15.12 million from the issue of 7,200,000 shares to UK and US based institutional and professional clients of Patersons Securities Limited at $2.10 per share.

A summary of share capital changes during and subsequent to the financial year is as follows:

Date Description Issue Price No. Shares Value of Issue Running Balance ofIssued Share Capital
30/06/2006 Balance 47,835,701
1/7 to 30/9/2006 Conversion of listed $0.20 (30 June2008) Options $0.20 556,857 $111,371.40 48,392,558
30 & 31/10 and1/11 2006 Share Placement $1.30 2,307,693 $3,000,000.90 N/A
27/11/2006 Share Purchase Plan allotment $1.30 5,706,631 $7,419,000.00 N/A
1/10 to 31/12/2006 Conversion of listed $0.20 (30 June2008) Options $0.20 2,427,988 $485,597.60 58,834,870
5/03/2007 Allotment under a CleansingProspectus $1.30 1 $1.30 N/A
28/03/2007 Issued to MAPSA Shareholders 3,000,000 $4,884,33111 N/A
1/1 to 31/3/2007 Conversion of listed $0.20 (30 June2008) Options $0.20 5,888,582 $1,177,716.40 67,723,453
30/05/2007 Share Placement $2.10 7,200,000 $15,120,000.00 N/A
1/4 to 30/6/2007 Conversion of listed $0.20 (30 June2008) Options $0.20 1,085,795 $217,159.00 76,009,248
30/06/2007 Balance 76,009,248
1/7 to 13/9/2007 Conversion of listed $0.20 (30 June2008) Options $0.20 1,371,069 $274,213.80 77,380,317

11 At the election of Strike in lieu of making a US$4,000,000 cash payment to the MAPSA Shareholders under the MAPSA Agreement

3. Options

(a) Listed $0.20 (30 June 2008) Options

During the year ended 30 June 2007, a total of 9,959,222 listed $0.20 (30 June 2008) options were exercised and converted into shares, raising a total of $$1,991,844.40.

Since the Balance Date (to 13 September 2007), a further 1,371,069 options have been exercised raising $274,213.80.

12,038,850 options remains to be exercised as at 13 September 2007.

(b) Unlisted Directors' and Employee Options

Details of 8,900,000 Directors' and 283,000 employee options issued during the financial year are contained in Section 4 of the Remuneration Report below.

FUTURE DEVELOPMENTS

In the opinion of the Directors, it may prejudice the interests of the Consolidated Entity to provide additional information (beyond that reported in this Directors' Report) in relation to future developments and business strategies and operations of the Consolidated Entity and the expected results of those operations in subsequent financial years.

ENVIRONMENTAL REGULATION AND PERFORMANCE

In the course of its mineral exploration and evaluation activities, the Consolidated Entity adheres to environmental regulations imposed upon it by various authorities. The Company has complied with all environment requirements up to the date of this report. No reportable environmental breaches occurred during the financial year.

DIRECTORS AND COMPANY SECRETARY

The Board has members with extensive experience in the resources sector, including Chairman, John Stephenson, previously Exploration Director for Rio Tinto Australasia with more than 35 years experience in the mineral exploration business, Managing Director, H. Shanker Madan, an experienced senior geologist with more than 30 years of worldwide experience in the exploration and evaluation of mineral deposits for various commodities, and Malcolm Richmond, who has 30 years experience with the Rio Tinto and CRA Groups in a number of positions including: Vice President, Strategy and Acquisitions, Managing Director, Research and Technology, Managing Director Development (Hamersley Iron Pty Limited).

During the financial year, the Board appointed William Johnson (on 14 July 2006) and Malcolm Richmond (on 25 October 2006) as Directors.

Information concerning Directors in office during or since the financial year is as follows:

John Stephenson Chairman
Appointed 26 October 2005
Qualifications BSc (honours and special honours) in Geology from the University of London through the formerUniversity College of Rhodesia and a PhD in Geology from the University of Manitoba, Canada.
Experience Dr Stephenson is a highly experienced geologist with over 37 years experience in the mining sector. Hehas held senior positions in large mining companies, most recently as Exploration Director for Rio TintoAustralasia where he led Rio Tinto's exploration activities for five and a half years based in Perth.
Dr Stephenson has also during his career led and managed exploration teams for both junior and majormining companies in several parts of the world, mainly in Southern and East Africa, North America andAustralia exploring for gold, uranium, diamonds and base metals. He has also been involved withprojects in Europe, South America and India. He led teams responsible for the discovery of a world classdiamond deposit, the Diavik diamond mine in Canada's Northwest Territories and a high grade golddeposit, the former Golden Patricia gold mine in Ontario.
Dr Stephenson has particular experience in the uranium sector having in the early to mid 1970's ledreconnaissance airborne and ground surveys for uranium in Canada.Between 1978-1981, DrStephenson headed the ground follow-up of a country-wide airborne radiometric and magnetic survey foruranium and other minerals in Tanzania. In the early 90's Dr Stephenson led exploration for a subsidiaryof Rio Tinto exploring for uranium and base metals in eastern Canada. Dr Stephenson also led RioTinto's exploration activities in Australia in the late 90's which included the search for uranium.
Relevant interest insecurities Shares – 200,000Unlisted $0.96 (21 July 2011) directors' options – 800,000Unlisted $2.81 (7 March 2012) directors' options – 350,000
Other currentdirectorships in listedentities Chairman of Alara Uranium Limited (AUQ) (since 18 May 2007)
H. Shanker Madan Managing Director
Appointed 26 September 2005
Qualifications Honours and Masters Science degrees in Applied Geology
Experience Mr Madan has had world-wide experience in the exploration and evaluation of mineral deposits forvarious commodities. Mr Madan has been a Manager with Hamersley Iron, Group Leader with BHP

Minerals, Chief Geologist with Hancock and Wright Prospecting and a Senior Geological Consultant to the Rio Tinto Group. Mr Madan has managed a range of mineral evaluation studies in Iran, Brazil and Western Australia for BHP, Rio Tinto and Hamersley Iron. He has also acted as a consultant to Rio Tinto, Ashton Mining and others on mineral projects in Brazil, South Africa, India, the Philippines, Fiji and United States, working on

He has been involved in the discovery of 3 world class iron deposits in Western Australia for TexasGulf and BHP Minerals. From 1997 to 2001, Mr Madan managed the evaluation of resource projects for Hamersley Iron and more recently completed a resource due diligence study of the billion-dollar West Angelas project in the Pilbara region of Western Australia.

Relevant interest in securities Shares – 503,846 Unlisted $0.96 (21 July 2011) directors' options – 1,800,000 Unlisted $2.81 (7 March 2012) directors' options – 950,000 Other current Managing Director of Alara Uranium Limited (AUQ) (since 18 May 2007)

a range of iron ore, diamonds, gold, copper and chromite deposits.

directorships in listed entities

DIRECTORS' REPORT

Farooq Khan Executive Director
Appointed 9 September 1999
Qualifications BJuris , LLB. (Western Australia)
Experience Mr Khan is a qualified lawyer having previously practised principally in the field of corporate law. MrKhan has extensive experience in the securities industry, capital markets and the executive managementof ASX listed companies. In particular, Mr Khan has guided the establishment and growth of a number ofpublic listed companies in the investment, mining and financial services sector. He has considerableexperience in the fields of capital raisings, mergers and acquisitions and investments.
Relevant interest insecurities Shares - 353,340 (directly) and 2,380,996(indirectly12)Listed $0.20 (30 June 2008) options – 176,670 (directly) and 1,014,806 (indirectly11)Unlisted $0.20 (9 February 2011) options – 1,833,333 (indirectly11)Unlisted $0.30 (9 February 2011) options - 1,666,667 (indirectly11)Unlisted $0.96 (21 July 2011) directors' options – 1,400,000 (directly)Unlisted $2.81 (7 March 2012) directors' options – 700,000 (directly)
Other currentdirectorships in listed Current Chairman and Managing Director of:(1)Queste Communications Ltd (QUE) (since 10 March 1998)
entities Current Chairman of:(2)Orion Equities Limited (OEQ) (since 23 October 2006)(3)Bentley International Limited (BEL) (director since 2 December 2003)(4)Scarborough Equities Limited (SCB) (since 29 November 2004)
Executive Director of:(5)Alara Uranium Limited (AUQ) (since 18 May 2007)
Malcolm Richmond Non-Executive Director
Appointed 25 October 2006
Qualifications B. Science Hons (Metallurgy) and B. Commerce Merit (Econs) (New South Wales)
Experience Professor Richmond has 30 years experience with the Rio Tinto and CRA Groups in a number of positionsincluding: Vice President, Strategy and Acquisitions, Managing Director, Research and Technology,Managing Director Development (Hamersley Iron Pty Limited) and Director of Hismelt Corporation PtyLimited. He was formerly Deputy Chairman of the Australian Mineral Industries Research Associationand Vice President of the WA Chamber of Minerals and Energy. Professor Richmond also served as aMember on the Boards of a number of public and governmental bodies and other public listedcompanies.
Professor Richmond is a qualified metallurgist and economist with extensive senior executive and boardexperience in the resource and technology industries both in Australia and internationally. His specialinterestsincludecorporatestrategyandthedevelopmentofmarkets for internationally traded minerals and metals - particularly in Asia.
He is currently a Visiting Professor at the Graduate School of Management and School of Engineering,University of Western Australia, and a Fellow of the Australian Academy of Technological Sciences &Engineering, a Fellow of Australian Institute of Mining and Metallurgy and a Member of Strategic PlanningInstitute (US).
Relevant interest insecurities Shares - 100,000 (indirectly)Unlisted $2.10 (7 March 2012) directors' options – 500,000Unlisted $2.81 (7 March 2012) directors' options – 600,000
Other currentdirectorships in listedentities Non-Executive Director of:(1)Magnesium International Limited (MGK) (since August 2001)(2)Structural Monitoring Systems Plc (SMN) (since 17 October 2006)

(3) Safe Effect Technologies Limited (SAF) (since 28 August 2006)

12. Held by Orion Equities Limited (OEQ); Queste Communications Ltd (QUE) is deemed to be a controlling shareholder of OEQ; Mr Farooq Khan (and associated companies) is deemed to have a deemed relevant interest in the securities in which QUE has a relevant interest, by reason of having >20% voting power in QUE.

William M. Johnson Executive Director
Appointed 14 July 2006
Qualifications MA (Oxon), MBA
Experience Mr Johnson commenced his career in resource exploration and has most recently held seniormanagement and executive roles in a number of public companies in Australia, New Zealand and Asia.Mr Johnson brings a considerable depth of experience in business strategy, investment analysis, financeand execution.
Mr Johnson is a director of Orion Equities Limited, a significant shareholder in Strike Resources Limited.
Relevant interest insecurities Unlisted $0.96 (13 September 2011) directors' options – 500,000Unlisted $2.81 (7 March 2012) directors' options – 350,000
Other currentdirectorships in listedentities Current Director of:(1)Orion Equities Limited (OEQ) (since 28 February 2003)(2)Scarborough Equities Limited (SCB) (since 29 November 2004)(3)Drillsearch Energy Limited (DLS) (since 23 October 2006)(4)Sofcom Limited (SOF) (since 18 October 2005)
Victor P. H. Ho Executive Director and Company Secretary
Appointed Secretary since 9 March 2000 and Director since 12 October 2000
Qualifications BCom, LLB (Western Australia)
Experience Mr Ho has been in company secretarial/executive roles with a number of public listed companies sinceearly 2000. Previously, Mr Ho had 9 years experience in the taxation profession with the Australian TaxOffice and in a specialist tax law firm. Mr Ho has been actively involved in the structuring and executionof a number of corporate transactions, capital raisings and capital management matters and hasextensive experience in public company administration, corporations law and ASX compliance andshareholder relations.
Relevant interest insecurities Shares - 16,667Unlisted $0.96 (21 July 2011) directors' options – 600,000Unlisted $2.81 (7 March 2012) directors' options – 350,000
Other positions held inlisted entities Current Executive Director and Company Secretary of:(1)Orion Equities Limited (OEQ) (Secretary since 2 August 2000 and Director since 4 July 2003)(2)Sofcom Limited (SOF) (Director since 3 July 2002 and Secretary since 23 July 2003)
Current Company Secretary of:(3)Queste Communications Ltd (QUE) (since 30 August 2000)(4)Bentley International Limited (BEL) (since 5 February 2004)(5)Scarborough Equities Limited (SCB) (since 29 November 2004)(6)Alara Uranium Limited (AUQ) (since 4 April 2007)

DIRECTORS' MEETINGS

The following table sets out the numbers of meetings of the Company's Directors held during the financial year (excluding Directors' circulatory resolutions), and the numbers of meetings attended by each Director of the Company:

Name of Director Meetings Attended Maximum Possible Meetings
John Stephenson 10 10
H. Shanker Madan 10 10
Farooq Khan 10 10
Victor Ho 10 10
William Johnson 10 10
Malcolm Richmond 7 8

There were no meetings of committees of the Board.

Board Committees

During the financial year and as at the date of this Directors' Report, the Company did not have separate designated Audit or Remuneration Committees. In the opinion of the Directors, in view of the size of the Board and nature and scale of the Consolidated Entity's activities, matters typically dealt with by an Audit or Remuneration Committee are dealt with by the full Board.

REMUNERATION REPORT

This report details the nature and amount of remuneration for each Director of the Company and Executive Officer of the Consolidated Entity.

The information provided under headings (1) to (5) below in this 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. The disclosures in (6) and (7) below in this Remuneration Report are additional disclosures required by the Corporations Act 2001 and the Corporations Regulations 2001 which have not been audited.

(1) Remuneration Policy

The Board determines the remuneration structure of all Directors and Company Executives (being a company secretary or senior manager) (Key Management Personnel) having regard to the Consolidated Entity's nature, scale and scope of operations and other relevant factors, including the frequency of Board meetings, length of service, particular experience and qualifications, market practice (including available data concerning remuneration paid by other listed companies in particular companies of comparable size and nature), the duties and accountability of Key Management Personnel and the objective of maintaining a balanced Board which has appropriate expertise and experience, at a reasonable cost to the Company.

Fixed Cash Short Term Employment Benefits: The Key Management Personnel of the Company are paid a fixed amount per annum plus applicable employer superannuation contributions. The Non-Executive Directors of the Company are paid a maximum aggregate base remuneration of $175,000 per annum inclusive of employer superannuation contributions where applicable, to be divided as the Board determines appropriate.

The current base level of Directors' salaries/fees being received by the Board is as follows:
Director Office Held Gross salary/fees andemployer superannuation per annum
John Stephenson Chairman $54,500
H. Shanker Madan Managing Director $299,750
Farooq Khan Executive Director $228,900
Victor Ho Executive Director and Company Secretary $81,750
William Johnson Executive Director $43,600
Malcolm Richmond Non-Executive Director $32,700

Special Exertions and Reimbursements: Pursuant to the Company's Constitution, each Director is also entitled to receive:

  • (1) Payment for the performance of extra services or the undertaking of any executive or other work for the Company beyond his or her general duties.
  • (2) Payment for travelling and other expenses properly incurred by a Director in attending meetings of the Company or the Board or in connection with the Company's business.

Long Term Benefits: Key Management Personnel have no right to termination payments save for payment of accrued annual leave (other than Non-Executive Directors).

Post Employment Benefits: The Company does not presently provide retirement benefits to Key Management Personnel.

Performance Related Benefits: The Company does not presently provide incentive/performance based benefits related to the Company's performance to Key Management Personnel, including payment of cash bonuses. The current remuneration of Key Management Personnel is fixed, is not dependent on the satisfaction of a performance condition and is unrelated to the Company's performance.

Service Agreements: The Company does not presently have formal service agreements or employment contracts with any Key Management Personnel.

Financial Performance of Company: There is no relationship between the Company's current remuneration policy and the Company's performance.

Equity Based Benefits: A total of 8,900,000 Directors' and 283,000 employees' options were issued during the year13. Shareholder approvals were obtained for the issue of options to Directors as required under the Corporations Act 2001 and under the ASX Listing Rules.

The reasons for the grant of these options to Directors and employees are as follows:

  • The options issue was designed to act as an incentive for the recipient Directors and employees to strive to achieve the Company's goals with the aim of enhancing shareholder value.
  • The options provide an equity holding opportunity for each recipient Director and employee which is linked to the Company's share price performance.
  • Based on the option exercise price and the rate at which the options vest, the exercise of the options by the Directors and employees is potentially only likely to occur if there is sustained upward movement in the Company's share price.
  • The number of options issued to the Directors and employees have been determined having regard to the level of Directors and employees' salaries/fees being paid and is a cash free, effective and efficient way of providing an appropriate level of remuneration as well as providing ongoing equity based incentives for the Directors and employees to remain with the Company with a view to improving the future growth of the Company.
  • As a relatively junior exploration company with much of its available funds dedicated or committed to its resource projects (and also in seeking opportunities in relation to the same) and in financing its day to day working capital requirements, the Company is not always in a position to maintain competitive cash salary ranges for its Directors and employees within the industry in which it operates.

Options granted under the plan carry no dividend or voting rights.

These Directors' and employees' options will lapse immediately upon the occurrence of any of the circumstances described below:

Where options are vested and therefore able to beexercised Where options are not vested (and therefore unable to beexercised)
(a) Upon their expiry date (a) Upon their expiry date
(b) Upon determination by the Board that theDirector/Employee has acted fraudulently,dishonestly or in breach of his obligations tothe Company (b) Upon determination by the Board that theDirector/Employee has acted fraudulently,dishonestly or in breach of his obligations to theCompany
(c) Upon the Director/Employee ceasing to be adirector/employee of the Company (forwhatever reason including by retrenchment,redundancy or retirement) and has not Upon the Director/Employee ceasing to be adirector/employee of the Company (for whateverreason including by retrenchment, redundancy orretirement)
exercised the option within thirty daysfollowing that event (unless a longer period isotherwise determined by the Board) (d) Upon the death, permanent illness or permanentphysical or mental incapacity of aDirector/Employee
(d) 6 months after the death, permanent illnessor permanent physical or mental incapacity ofa Director/Employee (unless a longer period isotherwise determined by the Board)

(2) Details of Remuneration of Key Management Personnel - Directors

Details of the nature and amount of each element of remuneration of each Director of the Company paid or payable by the Consolidated Entity during the financial year are as follows:

Short Term EmploymentBenefits PostEmploymentBenefits Percentageof TotalRelated to
Name ofDirector OfficeHeld CashSalary/Fees$ CashBonuses$ Superannuation$ LongTermBenefits$ EquityBasedBenefits$ Total$ PerformanceRelated% EquityBasedBenefits(includingshares andoptions)%
JohnStephenson Chairman 52,384 - 8,713 - 315,824 376,921 - 84%
H. ShankerMadan ManagingDirector 119,909 - 105,113 - 766,631 991,653 - 77%
FarooqKhan ExecutiveDirector 114,198 - 42,385 - 582,860 739,443 - 79%
Victor Ho ExecutiveDirectorandCompanySecretary 56,669 - 5,100 - 266,946 328,715 - 81%
WilliamJohnson ExecutiveDirector(appointed14 July2006) 28,134 - 2,532 - 260,281 290,947 - 89%
MalcolmRichmond NonExecutiveDirector(appointed25 October2006) 50,657 - 4,559 - 379,255 434,471 - 87%

Cash fees paid to the Chairman and Non-Executive Director during the year includes payments for the performance of extra services or the undertaking of any executive or other work for the Company beyond their general duties.

The value of Equity based benefits are based on the fair value of directors' options (vested and unvested as at balance date); this is described in further detail in section (4) of this Remuneration Report.

(3) No Company Executives

The Company did not have any Company Executives (other than Executive Directors) during the financial year.

(4) Unlisted Directors' and Employee Options

During the year, the following unlisted directors' and employees options were issued.

Date of Issue Description ofUnlisted Options ExercisePrice Expiry Date Vesting Criteria14 No. ofOptions Total FairValue
21 July 2006 $0.96 (21 July2011) Directors'Options15 $0.96 21 July 2011 30% on grant, 30% on 21July 2007 and 40% on 21July 2008 months 4,600,000 $1,122,035or $0.24 each
13September2006 $0.96 (13September 2011)Director's Options16 $0.96 13September2011 30% on grant, 30% on 13September 2007 and 40%on 13 September 2008 500,000 $139,609or $0.28 each
6 October2006 $1.20 (6 October2011) Employee'sOptions17 $1.20 6 October2011 1/3rd on 6 March 2007,1/3rd on 6 March 2008 and1/3rd on 6 March 2009 150,000 $91,966or $0.61 each
7 March2007 $2.10 (7 March2012) Director'sOptions18 $2.10 7 March2012 30% on grant, 30% on 7March 2008 and 40% on 7March 2009 500,000 $172,389or $0.34 each
7 March2007 $2.81 (7 March2012) Directors'Options19 $2.81 7 March2012 30% on grant, 30% on 7March 2008 and 40% on 7March 2009 3,300,000 $1,137,764or $0.34 each
1 May 2007 $2.90 (1 May2012) Employees'Options20 $2.90 1 May 2012 1/3rd on 1 November 2007,1/3rd on 1 November 2008and 1/3rd on 1 November2009 100,000 $17,875or $0.18 each
5 June 2007 $2.90 (1 May2012) Employees'Options21 $2.90 1 May 2012 1/3rd on 1 November 2007,1/3rd on 1 November 2008and 1/3rd on 1 November2009 33,000 $5,896or $0.18 each
Total 9,183,000 $2,687,534

There were no shares issued as a result of the exercise of any Directors' or Employees options during the year (2006: nil).

The fair value of directors' and employees' options are expensed, from their date of grant, over their vesting period; fair values are determined as at date of grant using a binomial tree options valuation model that takes into account the exercise price, the term of the option, the underlying share price as at date of grant, the expected price volatility of the underlying shares and the risk-free interest rate for the term of the option.

The cost of all directors' and employees options assessed at fair value as at date of grant is $4,853,292 in total; the value in the above table reflects the fair value of options which the Company is required to expense from their date of grant to the balance date, on the basis that the fair value cost at date of grant is apportioned over the vesting period applicable to each option.

14 Options which have vested may be exercised at any time thereafter, up to their expiry date

15 Terms and conditions of issue are set out in a Notice of Meeting and Explanatory Statement dated 31 May 2006 for a General Meeting held on 14 July 2006

16 Terms and conditions of issue are set out in a Notice of Annual General Meeting and Explanatory Statement dated 1 August 2006 for an Annual General Meeting held on 13 September 2006

17 Terms and conditions of issue are set out in an ASX Appendix 3B New Issue Announcement dated 13 October 2006 and in a Notice of Meeting and Explanatory Statement dated 24 January 2007 for a General Meeting held on 6 March 2007

18 Terms and conditions of issue are set out in a Notice of Meeting and Explanatory Statement dated 24 January 2007 for a General Meeting held on 6 March 2007

19 Refer footnote 18

20 Terms and conditions of issue are set out in an ASX Appendix 3B New Issue Announcement dated 11 May 2007

21 Terms and conditions of issue are set out in an ASX Appendix 3B New Issue Announcement dated 11 June 2007

The model inputs for assessing the fair value of options granted during the year are as follows:

  • (a) options are granted for no consideration and vest as described in the table above;
  • (b) exercise price is as described in the table above;
  • (c) grant date is as described in the table above;
  • (d) expiry date is as described in the table above;
  • (e) share price is based on the last bid price on ASX as at date of grant, as described in the table below;
  • (f) expected price volatility of the Company's shares has been assessed independently by BDO Kendalls Corporate Finance (WA) Pty Ltd, as described in the table below;
  • (g) expected dividend yield is nil;
  • (h) risk-free interest rate is based on the 5 year Commonwealth bond yield, as described in the table below.
Date of Issue Description of Unlisted Options Share Price atGrant Date Risk FreeRate Expected pricevolatility of theCompany's shares
21 July 2006 $0.96 (21 July 2011) Directors' Options $0.79 5.67% 60%
13 September 2006 $0.96 (13 September 2011) Director's Options $0.93 5.61% 60%
6 October 2006 $1.20 (6 October 2011) Employee Options $1.51 5.50% 65%
7 March 2007 $2.10 (7 March 2012) Director's Options $1.94 5.85% 65%
7 March 2007 $2.81 (7 March 2012) Directors' Options $1.94 5.85% 65%
1 May 2007 $2.90 (1 May 2012) Employee Options $2.00 6.02% 65%
5 June 2007 $2.90 (1 May 2012) Employee Options $2.00 6.02% 65%

Each Director's holdings of unlisted Directors' options as at balance date are as follows:

No. options granted during the year No. options vested during the year
Name of Director Office Held 2007 2006 2007 2006
JohnStephenson Chairman 800,000$0.96 (21 July 2011) Directors' Options - 240,000$0.96 (21 July 2011) Directors' Options -
350,000$2.81 (7 March 2012) Director's' Options 105,000$2.81 (7 March 2012) Directors' Options
H. ShankerMadan ManagingDirector 1,800,000$0.96 (21 July 2011) Directors' Options - 540,000$0.96 (21 July 2011) Directors' Options -
950,000$2.81 (7 March 2012) Directors' Options 285,000$2.81 (7 March 2012) Directors' Options
Farooq Khan ExecutiveDirector 1,400,000$0.96 (21 July 2011) Directors' Options - 420,000$0.96 (21 July 2011) Directors' Options -
700,000$2.81 (7 March 2012) Directors' Options 210,000$2.81 (7 March 2012) Directors' Options
Victor Ho ExecutiveDirector and 600,000$0.96 (21 July 2011) Directors' Options - 180,000$0.96 (21 July 2011) Directors' Options -
CompanySecretary 350,000$2.81 (7 March 2012) Directors' Options 105,000$2.81 (7 March 2012) Directors' Options
William Johnson ExecutiveDirector(appointed 14 500,000$0.96 (13 September 2011) Director'sOptions - 150,000$0.96 (13 September 2011) Director'sOptions -
July 2006) 350,000 $2.81 (7 March 2012)Directors' Options 105,000 $2.81 (7 March 2012)Directors' Options
MalcolmRichmond Non-ExecutiveDirector 500,000$2.10 (7 March 2012) Director's Options - 150,000$2.10 (7 March 2012) Director's Options --
(appointed 25October 2006) 600,000$2.81 (7 March 2012) Directors' Options 200,000$2.81 (7 March 2012) Directors' Options

(5) Other Benefits Provided to Key Management Personnel

No Key Management Personnel has during or since the end of the 30 June 2007 financial year, received or become entitled to receive a benefit, other than a remuneration benefit as disclosed above, by reason of a contract made by the Company or a related entity with the Director or with a firm of which he is a member, or with a Company in which he has a substantial interest.

(6) Directors' and Officers' Insurance

The Directors have not included details of the nature of the liabilities covered or the amount of premiums paid in respect of a Directors and Officers liability and legal expenses' insurance contract, as such disclosure is prohibited under the terms of the contract.

(7) Directors' Deeds

In addition to the rights of indemnity provided under the Company's Constitution (to the extent permitted by the Corporations Act), the Company has also entered into a deed with each of the Directors to regulate certain matters between the Company and each Director, both during the time the Director holds office and after the Director ceases to be an officer of the Company, including the following matters:

  • (i) The Company's obligation to indemnify a Director for liabilities or legal costs incurred as an officer of the Company (to the extent permitted by the Corporations Act);
  • (ii) Subject to the terms of the deed and the Corporations Act, the Company may advance monies to the Director to meet any costs or expenses of the Director incurred in circumstances relating to the indemnities provided under the deed and prior to the outcome of any legal proceedings brought against the Director; and

Shareholders have approved the entry into such deeds by the Company.

AUDITOR

Details of the amounts paid or payable to the auditor for audit and non-audit services provided during the financial year are set our below:

Audit & Review Fees Fees for Other Services Total
$ $ $
42,664 4,455 47,119

The Board is satisfied that the provision of non audit services by the auditor during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Board is satisfied that the nature of the non-audit services disclosed above did not compromise the general principles relating to auditor independence as set out in the Institute of Chartered Accountants in Australia and APES 110 Code of Ethics for Professional Accountants, including reviewing or auditing the auditor's own work, acting in a management or decision making capacity for the Company, acting as advocate for the Company or jointly sharing economic risk and rewards.

Stantons International continues in office in accordance with section 327B of the Corporations Act 2001.

AUDITORS' INDEPENDENCE DECLARATION

A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 forms part of this Directors Report and is set out on page 44. This relates to the Audit Report, where the Auditors state that they have issued an independence declaration.

LEGAL PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of a court to bring proceedings on behalf of the Consolidated Entity or intervene in any proceedings to which the Consolidated Entity is a party for the purpose of taking responsibility on behalf of the Consolidated Entity for all or any part of such proceedings. The Consolidated Entity was not a party to any such proceedings during and since the financial year.

EVENTS SUBSEQUENT TO BALANCE DATE

The Directors are not aware of any matters or circumstances at the date of this Directors' Report, other than those referred to in this Directors' Report (in particular, in Review of Operations) or the financial statements or notes thereto (in particular Subsequent Events Note 26), that have significantly affected or may significantly affect the operations, the results of operations or the state of affairs of the Company and Consolidated Entity in subsequent financial years.

Signed for and on behalf of the Directors in accordance with a resolution of the Board.

John Stephenson Shanker Madan

21 September 2007

Chairman Managing Director

21 September 2007

Board of Directors Strike Resources Limited Level 14, The Forrest Centre 221 St Georges Terrace, Perth WA 6000

Dear Directors

RE: STRIKE RESOURCES LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Strike Resources Limited.

As Audit Director for the audit of the financial statements of Strike Resources Limited for the year ended 30 June 2007, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
  • (ii) any applicable code of professional conduct in relation to the audit.

Yours sincerely

STANTONS INTERNATIONAL (Authorised Audit Company)

John Van Dieren Director

INCOME STATEMENT

for the year ended 30 June 2007

Consolidated Entity Company
2007 2006 2007 2006
Note $ $ $ $
Sales revenue 2 - 28 - 28
Cost of sales 297 (10,359) 297 (10,359)
Gross Profit 297 (10,331) 297 (10,331)
Other income 2 8,148,982 69,017 8,148,655 68,810
Occupancy costs (33,818) (12,769) (33,818) (12,769)
Personnel costs
- Directors' and employees' options (2,687,534) - (2,687,534) -
- Cash remuneration (779,860) (254,321) (628,717) (254,321)
- Provision for employee benefits (123,618) (20,760) (110,383) (20,760)
Finance costs (7,316) (3,335) (6,154) (2,218)
Borrowing costs (401) (7,022) (401) (5,522)
Foreign exchange losses (274,878) - (261,175) -
Corporate costs
- Writeback of provision for impairment
of share investments - 96,644 - 93,992
- Provision for non recovery of subsidiary
and associate loans - - (715,110) (795,715)
- Resource projects:
Acquisition of resource projects expensed (63,098) (527,552) (36,126) (412,413)
Exploration and evaluation (440,333) (799,696) (285,039) (179,681)
- Loss on sale of share investments - (87,583) - (87,583)
- Other (1,095,743) (251,277) (944,504) (221,031)
Administration costs (207,171) (39,289) (207,128) (39,289)
Share of Associates' Losses (105,433) - - -
Profit / (Loss) before income tax 2,330,076 (1,848,274) 2,232,863 (1,878,831)
Income tax expense - - - -
Profit / (Loss) from continuing operations 2,330,076 (1,848,274) 2,232,863 (1,878,831)
Loss from discontinued operations 5 - (360,736) - (361,932)
Profit / (Loss) for the year 2,330,076 (2,209,010) 2,232,863 (2,240,763)
Basic earnings / (loss) per share (cents) 7 4.06 (5.64) 3.89 (5.72)
Diluted earnings / (loss) per share (cents) 7 3.14 (5.64) 3.01 (5.72)

BALANCE SHEET

as at 30 June 2007

Consolidated Entity Company
2007 2006 2007 2006
Note $ $ $ $
CURRENT ASSETS
Cash and cash equivalents 8 18,358,891 1,309,813 18,285,436 1,275,224
Trade and other receivables 10 170,123 43,653 72,465 42,195
Other 11 - 492 - 492
TOTAL CURRENT ASSETS 18,529,014 1,353,958 18,357,901 1,317,911
NON CURRENT ASSETS
Property, plant and equipment 12 70,396 51,738 59,943 51,738
Other financial assets 13 977,877 475,287 19,563,406 475,387
Investments accounted for using equity method 14 11,563,736 - - -
Internet technologies 15 - - - -
Resource projects 16 7,681,546 - 106,044 -
TOTAL NON CURRENT ASSETS 20,293,555 527,025 19,729,393 527,125
TOTAL ASSETS 38,822,569 1,880,983 38,087,294 1,845,036
CURRENT LIABILITIES
Trade and other payables 17 366,711 136,470 119,818 136,470
Current provisions 18 132,680 42,492 122,896 42,492
TOTAL CURRENT LIABILITIES 499,391 178,962 242,714 178,962
NON CURRENT LIABILITIES
Non current provisions 18 33,429 - 29,979 -
TOTAL NON CURRENT LIABILITIES 33,429 - 29,979 -
TOTAL LIABILITIES 532,820 178,962 272,693 178,962
NET ASSETS 38,289,749 1,702,021 37,814,601 1,666,074
EQUITYContributed equity 19 51,078,281 19,848,109 51,078,281 19,848,109
Reserves 20 2,932,878 248,255 2,932,878 247,386
Accumulated losses (16,064,267) (18,394,343) (16,196,558) (18,429,421)
37,946,892 1,702,021 37,814,601 1,666,074
Parent interest 342,857 - - -
Minority equity interestTOTAL EQUITY 38,289,749 1,702,021 37,814,601 1,666,074

STATEMENT OF CHANGES IN EQUITY

for the year ended 30 June 2007

Issued Accumulated
Capital Reserves Losses Reserves Total
Consolidated Entity $ $ $ $ $
At 1 July 2005 16,414,372 - (16,185,333) 229,039
Loss for the year - - (2,209,010) (2,209,010)
Foreign currency translation differences - 869 - 869
Options reserve - 247,386 - 247,386
Settlement of Portal Classification Agreement 419,316 - - 419,316
Share placement 229,000 - - 229,000
Share placement 971,000 - - 971,000
Acquisition of resource project 28,000 - - 28,000
1 for 3 share conversion - - - -
Share offer 1,500,000 - - 1,500,000
Share issue expenses (120,116) - - (120,116)
Acquisition of resource projects 333,333 - - 333,333
Option conversion ($0.20 (30 June 2008)) 73,204 - - 73,204
At 30 June 2006 19,848,109 248,255 (18,394,343) - 1,702,021
At 1 July 2006 19,848,109 248,255 (18,394,343) 1,702,021
Gain for the year - - 2,330,076 2,330,076
Movement in minority interest - - - 342,857 342,857
Options reserve - 2,684,623 - 2,684,623
Share placement 3,000,001 - - 3,000,001
Share purchase plan issue 7,419,000 - - 7,419,000
Share placement 15,120,000 - - 15,120,000
Acquisition of subsidiary 4,884,331 - - 4,884,331
Share issue expenses (1,185,004) - - (1,185,004)
Option conversion ($0.20 (30 June 2008)) 1,991,844 - - 1,991,844
At 30 June 2007 51,078,281 2,932,878 (16,064,267) 342,857 38,289,749
Company
At 1 July 2005 16,414,372 - (16,188,658) 225,714
Loss for the year - - (2,240,763) (2,240,763)
Options reserve - 247,386 - 247,386
Settlement of Portal Classification Agreement 419,316 - - 419,316
Share placement 229,000 - - 229,000
Share placement 971,000 - - 971,000
Acquisition of resource project 28,000 - - 28,000
1 for 3 share conversion - - - -
Share offer 1,500,000 - - 1,500,000
Share issue expenses (120,116) - - (120,116)
Acquisition of resource projects 333,333 - - 333,333
Option conversion ($0.20 (30 June 2008)) 73,204 - - 73,204
At 30 June 2006 19,848,109 247,386 (18,429,421) - 1,666,074
At 1 July 2006 19,848,109 247,386 (18,429,421) 1,666,074
Gain for the year - - 2,232,863 2,232,863
Options reserve - 2,685,492 - 2,685,492
Share placement 3,000,001 - - 3,000,001
Share purchase plan issue 7,419,000 - - 7,419,000
Share placement 15,120,000 - - 15,120,000
Acquisition of subsidiary 4,884,331 - - 4,884,331
Share issue expenses (1,185,004) - - (1,185,004)
Option conversion ($0.20 (30 June 2008)) 1,991,844 - - 1,991,844
At 30 June 2007 51,078,281 2,932,878 (16,196,558) - 37,814,601

CASH FLOW STATEMENT

for the year ended 30 June 2007

2007200620072006Note$$$$CASH FLOWS FROM OPERATING ACTIVITIES-8,235-Receipts from customers(1,980,237)(786,029)(2,662,836)Payments to suppliers and employees(1,013,718)(827,907)(380,380)Payments for exploration and evaluation expenditure-(164,996)-Payments for acquisition of resource projects30,99619,28630,996Dividends received369,94649,733369,370Interest received(401)(7,022)(401)Interest paidNET CASH OUTFLOW FROM OPERATING(2,593,414)(1,708,700)(2,643,251)ACTIVITIES8 aCASH FLOWS FROM INVESTING ACTIVITIES(36,389)(16,583)(25,936)Payments for plant and equipment1,898-1,898Proceeds from sale of plant and equipment-(142,189)-Payments for Internet Technologies(6,513,247)-(6,513,598)Payments for share investments-7,318-Receipts from return of capital65,151209,71565,151Proceeds from sale of investmentsNET CASH (OUTFLOW)/INFLOW FROM(6,482,587)58,261(6,472,485)INVESTING ACTIVITIESCASH FLOWS FROM FINANCING ACTIVITIES-150,000-Proceeds from borrowings34,573(150,000)34,573Repayment for borrowings27,530,8453,025,37327,530,845Proceeds from share issues and options(1,187,047)(120,116)(1,187,047)Payment for share/option issue costs-(71)-Payment for unmarketable parcelsNET CASH INFLOW FROM FINANCING26,378,3712,905,18626,378,3712,905,186ACTIVITIESNET INCREASE IN CASH AND17,302,3701,254,74717,262,635CASH EQUIVALENTS HELD1,309,81354,1971,275,224Cash and cash equivalents at beginning of the year(253,292)869(252,423)Effect of exchange rate changes on cash Consolidated Entity Company
28
(1,549,405)
(203,234)
(49,857)
19,286
49,525
(5,522)
(1,739,179)
(16,583)
-
(142,189)
-
7,318
209,715
58,261
150,000
(150,000)
3,025,373
(120,116)
(71)
1,224,268
50,956
-
18,358,8911,309,81318,285,436CASH AND CASH EQUIVALENTS AT END OF YEAR8 1,275,224

for the year ended 30 June 2007

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

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

The financial report includes separate financial statements for Strike Resources Limited (SRK) as an individual parent entity (the Company) and the consolidated entity consisting of Strike Resources Limited, its subsidiaries and its interest in associate entities. Strike Resources Limited is a company limited by shares, incorporated and domiciled in Australia.

These financial statements were approved by the Company's Board of Directors on 21 September 2007.

Basis of Preparation

The financial report has been prepared on the going concern basis, which contemplates continuity of normal business activities and realisation of assets and settlement of liabilities in the ordinary course of business. The going concern of the consolidated entity is dependant upon it maintaining sufficient funds for its operations and commitments. The directors continue to monitor the ongoing funding requirements of the consolidated entity. The directors are confident that sufficient funding can be secured if required to enable the consolidated entity to continue as a going concern and as such are of the opinion that the financial report has been appropriately prepared on a going concern basis.

Statement of Compliance

The financial report (comprising the financial statements and notes thereto) is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of Australian Accounting Standards Board (AASB), Urgent Issues Group Interpretations and the Corporations Act 2001. Australian Accounting Standards include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the consolidated financial statements and notes of SRK comply with International Financial Reporting Standards (IFRS).

The Company's financial statements and notes also complies with the IFRS except that it has elected to apply the relief provided to parent entities in respect to certain disclosure requirements relating to AASB 132: Financial Instruments: Disclosure and Presentation, and AASB 139: Financial Instruments: Recognition and Measurement.

Basis of measurement

The financial report has been prepared on an accruals basis and is based on historical costs, modified by the revaluation of financial assets and financial liabilities at fair value basis of accounting through profit or loss has been applied.

Critical accounting estimates

The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Consolidated Entity's accounting policies. Estimates and underlying assumptions are reviewed on an ongoing basis. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are:

  • Carrying value of Mineral Exploration and Evaluation Expenditure;
  • Fair value of unlisted financial assets and Director/Employee Options;
  • Impairment of assets

1.1. Principles of Consolidation

A controlled entity is any entity the Company has the power to control the financial and operating policies of so as to obtain benefits from its activities. A list of controlled entities is contained in note 13 to the financial statements. All controlled entities have a June financial year-end. All inter-company balances and transactions between entities in the consolidated entity, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistencies with those policies applied by the Company.

1.2. Investments in Associates

Investments in associates are accounted for in the consolidated financial statements using the equity method. Under this method, the consolidated entity's share of the postacquisition profits or losses of associates is recognised in the consolidated income statement, and its share of postacquisition movements in reserves is recognised in consolidated reserves. The cumulative post-acquisition movements are adjusted against the cost of the investment. Associates are those entities over which the consolidated entity exercises significant influence, but not control. A list of associates is contained in note 14 to the financial statements. All controlled entities have a June financial year-end.

1.3. Mineral Exploration and Evaluation Expenditure

Exploration, evaluation and development expenditure incurred is accumulated (i.e. capitalised) in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence or otherwise of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

Under AASB 6 "Exploration for and Evaluation of Mineral Resources", if facts and circumstances suggest that the carrying amount of any recognised exploration and evaluation assets may be impaired, the Company must perform impairment tests on those assets and measure any impairment in accordance with AASB 136 "Impairment of Assets". Any impairment loss is to be recognised as an expense. 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.

1.4. 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. The consolidated entity's segment reporting is contained in note 22 of the notes to the financial statements.

Notes to the Financial Statements for the year ended 30 June 2007

1.5. Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the consolidated entity and the revenue can be reliably measured. All revenue is stated net of the amount of goods and services tax (GST). The following specific recognition criteria must also be met before revenue is recognised:

(a) Sale of Goods and Disposal of Assets

Revenue from the sale of goods and disposal of other assets is recognised when the consolidated entity has passed control of the goods or other assets to the buyer.

(b) Contributions of Assets

Revenue arising from the contribution of assets is recognised when the consolidated entity gains control of the asset or the right to receive the contribution.

(c) Interest Revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

(d) Dividend Revenue

Dividend revenue is recognised when the right to receive a dividend has been established. The consolidated entity brings dividend revenue to account on the applicable ex-dividend entitlement date.

(e) Other Revenues

Other revenues are recognised on a receipts basis.

1.6. Foreign Currency Transaction and Balances

Functional and presentation currency

The functional currency of each entity within the consolidated entity is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional and presentation currency.

Transaction and balances

Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Exchange differences arising on the translation of monetary items are recognised in the income statement, except where deferred in equity as a qualifying cash flow or net investment hedge. Exchange differences arising on the translation of nonmonetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the income statement.

Group companies

The financial results and position of foreign operations whose functional currency is different from the group's presentation currency are translated as follows:

  • (a) assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
  • (b) income and expenses are translated at average exchange rates for the period; and

(c) retained earnings are translated at the exchange rates prevailing at the date of the transaction.

Exchange differences arising on translation of foreign operations are transferred directly to the consolidated entity's foreign currency translation reserve in the balance sheet. These differences are recognised in the income statement in the period in which the operation is disposed.

1.7. Income Tax

The income tax expense or revenue for the period is the tax payable on the current period's taxable income based on the notional income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses (if applicable).

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 tax rates which are enacted or substantively 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 recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

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

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a 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 tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.

1.8. Goods and Services Tax ("GST")

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

Notes to the Financial Statements for the year ended 30 June 2007

inclusive of GST. Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

1.9. Employee Benefits

Provision is made for the company's liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Employer superannuation contributions are made by the consolidated entity in accordance with statutory obligations and are charged as an expense when incurred.

1.10. Director/Employee Options

The fair value of options granted by the Company to directors and employees is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the directors/employees become unconditionally entitled to the options. The fair value at grant date is determined using the binomial tree options valuation model that takes into account the exercise price, the term of the option, the vesting criteria, the unlisted nature of the option, the share price at grant date and the expected price volatility of the underlying shares in the Company, and the risk-free interest rate for the term of the option. Upon the exercise of options, the balance of the reserve relating to those options is transferred to share capital.

1.11. Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts (if any) are shown within short-term borrowings in current liabilities on the balance sheet.

1.12. Receivables

Trade receivables and other receivables are recorded at amounts due less any provision for doubtful debts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off when considered non-recoverable.

1.13. Investments and Other Financial Assets

Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

Financial assets at fair value through profit and loss - A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated by management and within the requirements of AASB 139: Recognition and Measurement of Financial Instruments. Realised and unrealised gains and losses arising from changes in the fair value of these assets are included in the income statement in the period in which they arise.

Loans and receivables - Loans and receivables are nonderivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.

Held-to-maturity investments - These investments have fixed maturities, and it is the consolidated entity's intention to hold these investments to maturity. Any held-to-maturity investments held by the consolidated entity are stated at amortised cost using the effective interest rate method.

Available-for-sale financial assets - Available-for-sale financial assets include any financial assets not included in the above categories. Available-for-sale financial assets are reflected at fair value. Unrealised gains and losses arising from changes in fair value are taken directly to equity.

Financial liabilities - Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

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.

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

1.14. Fair Value Estimation

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and available-for-sale securities) is based on quoted market prices at the balance sheet date. The quoted market price used for financial assets held by the consolidated entity is the current bid price; the appropriate quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market (for example over-the-counter derivatives) is determined using valuation techniques. The consolidated entity may use a variety of methods and makes assumptions that are based on market conditions existing at each balance date. Other techniques, such as estimated discounted cash flows, are used to determine fair value for the remaining financial instruments.

The nominal value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the consolidated entity for similar financial instruments.

1.15. Property, Plant and Equipment

All property, plant and equipment is stated at historical cost less accumulated depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is

for the year ended 30 June 2007

assessed on the basis of the expected net cash flows that will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present value in determining recoverable amount.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Consolidated Entity and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

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

Class of Fixed Asset DepreciationRate Depreciation Method
Plant and Equipment 15-40% Diminishing Value
Leasehold Improvements15% Diminishing Value

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the income statement.

1.16. Impairment of Assets

At each reporting date, the consolidated entity reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset's fair value less costs to sell and value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value over its recoverable amount is expensed to the income statement. Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. Where it is not possible to estimate the recoverable amount of an individual asset, the consolidated entity estimates the recoverable amount of the cashgenerating unit to which the asset belongs.

1.17. Payables

These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

1.18. Issued Capital

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. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business, are included in the cost of the acquisition as part of the purchase consideration.

1.19. Earnings Per Share

Basic Earnings per share is determined by dividing the operating result after income tax by the weighted average number of ordinary shares on issue during the financial period.

Diluted Earnings per share adjusts the figures used in the determination of basic earnings per share by taking into account amounts unpaid on ordinary shares and any reduction in earnings per share that will probably arise from the exercise of options outstanding during the financial period.

1.20. Research and Development Costs

Expenditure during the research phase of a project is recognised as an expense when incurred. Development costs are capitalised only when technical feasibility studies identify that the project will deliver future economic benefits and these benefits can be measured reliably. Development costs have a finite life and are amortised on a systematic basis matched to the future economic benefits over the useful life of the project.

1.21. Discontinued Operations

A discontinued operation is a component of the Consolidated Entity's business that represents a separate major line of business that has been disposed of or is held for sale, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria ti be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative income statement is restates as if the operation had been discontinued from the start of the comparative period.

Notes to the Financial Statements for the year ended 30 June 2007

1.22 New Standards and Interpretations Released and Adopted

These new standards and interpretations have no impact on the financial statements and the associated notes to the financial statements.

AASB reference Title and Affected Standard(s): Applies to: Application date:
AASB 101 (revised Oct2006) Presentation of FinancialStatements Removes Australian specific paragraphs(economic dependence and wherefunctional currency is different topresentation currency) and exampleformats for balance sheet and incomestatement in appendix. Periods commencing on orafter 1 January 2007
AASB 2007-1 (issued Feb2007) Amendments to AustralianAccounting Standards arisingfrom AASB Interpretation 11[AASB 2] Consequential amendments to AASB 2:Share-based Payment arising from AASBInterpretation 11: AASB 2 – Group andTreasury Share Transactions. Affectsequity transactions with employeeswhether shares given by / issued byshareholders or apparent entity. Periods commencing on orafter 1 March 2007
AASB 2007-4 (issued Apr2007) Amendments to AustralianAccounting Standards arisingfrom ED 151 and OtherAmendments [AASB 1, 2, 3, 4, 5,6, 7, 102, 107, 108, 110, 112,114, 116, 117, 118, 119, 120,121, 127, 128, 129, 130, 131,132, 133, 134, 136, 137, 138,139, 141, 1023 & 1038] Implements the proposals in ED 151:Australian additions to, and Deletionsfrom, IFRSs. Changes to 34 standards.Introduction of new accounting policychoices and removal of variousAustralian-specific disclosurerequirements (internationalising specificAustralian treatments). Allows choice ofreporting in cash flow statement fromdirect only to now include indirect,proportionate consolidation now allowedfor joint ventures, tax reconciliation cannow be done on tax rate basis, andchanges to accounting for governmentgrants. Periods commencing on orafter 1 July 2007
AASB Interpretation 10(issued Sept 2006) Interim Financial Reporting andImpairmentAASB 134: Interim FinancialReporting, AASB 136: Impairmentof Assets, and AASB 139:Financial Instruments:Recognition and Measurement Prevents the reversal of impairmentlosses between interim and finalreporting periods in respect of goodwill,investments in equity instruments, andfinancial assets carried at cost becausefair value cannot be reliably determined. Periods commencing on orafter 1 November 2006
AASB Interpretation 11(issued Feb 2007) AASB 2 – Group and TreasuryShare Transactions Addresses the classification of a sharebased payment transaction (as equity orcash settled) under AASB 2: Share-basedPayment. It clarifies that when anentity's employees are granted rights tothe entity's equity instruments either bythe entity or its shareholders, thetransactions are accounted for as equitysettled transactions. It also specifies theaccounting in a subsidiary's financialstatements for share-based paymentarrangements involving equityinstruments of the parent. Periods commencing on orafter 1 March 2007

Notes to the Financial Statements for the year ended 30 June 2007

1.23 New Standards and Interpretations Released But Not Yet Adopted.

These new standards and interpretations have no impact on the financial statements and the associated notes to the financial statements.

AASB reference Title and Affected Standard(s): Applies to: Application date:
AASB 7 (issued Aug 2005) Financial Instruments:Disclosures Significant new disclosures of financialinstruments – replaces and expands partsof AASB 132. This new standard affectsdisclosure only and will have no impact onaccounting policies. Periods commencing on orafter 1 January 2007
AASB 2005-10 (issued Sept2005) Amendments to AustralianAccounting Standards[AASB 132, AASB 101,AASB 114, AASB 117,AASB 133, AASB 139, AASB 1,AASB 4, AASB 1023 &AASB 1038] Changes to AASB 132 and 9 otherstandards arising from the issue of AASB 7(see above). Amends AASB 101 to requirethe disclosure of the entity's objectives,policies and processes for managingcapital (for reporting entities under Part2M.3 of the Corps Act). Periods commencing on orafter 1 January 2007
AASB 2007-2 (issued Feb2007) Amendments to AustralianAccounting Standards arisingfrom AASB Interpretation 12[AASB 1, AASB 117, AASB 118,AASB 120, AASB 121, AASB127, AASB 131 & AASB 139] Consequential amendments to 8standards arising from AASB Interpretation12: Service Concession Arrangements Periods commencing on orafter 1 January 2008
AASB 8 (issued Feb 2007) Operating Segments Disclosure of operating segments –replaces AASB 114: Segment Reporting.Applies to listed entities and similar only.Early adoption is permitted and likely tooccur for many unlisted reporting entitiesto avoid segment reporting disclosures.Significantly changes the way segmentinformation is given. Periods commencing on orafter 1 January 2009
AASB 2007-3 (issued Feb2007) Amendments to AustralianAccounting Standards arisingfrom AASB 8 [AASB 5, AASB 6,AASB 102, AASB 107, AASB119, AASB 127, AASB 134,AASB 136, AASB 1023 & AASB1038] Changes to 10 standards arising from theissue of AASB 8 (see above) Periods commencing on orafter 1 January 2009
AASB 2007-7 (issued Jun2007) Amendments to AustralianAccounting Standards [AASB 1,AASB 2, AASB 4, AASB 5,AASB 107 & AASB 128] Makes editorial amendments to sixStandards, removes the encouragement inAASB 107: Cash Flow Statements to adopta particular format for the cash flowstatement and deletes supersededimplementation guidance accompanyingAASB 4 Insurance Contracts. Periods commencing on orafter 1 July 2007
AASB Interpretation 12(issued Feb 2007) Service ConcessionArrangements(recognition and measurement) Addresses the accounting principles onrecognising and measuring obligationsand related rights for Service ConcessionArrangements under which private sectorentities participate in the development,financing, operation and maintenance ofinfrastructure for the provision of publicservices e.g. toll roads, airports Periods commencing on orafter 1 January 2008
AASB Int 129 (issued Feb2007) Service ConcessionArrangements: Disclosures[revised] Addresses the appropriate disclosures forService Concession Arrangements e.g. tollroads, airports Periods commencing on orafter 1 January 2008
AASB Interpretation 4(revised Feb 2007) Determining whether anArrangement contains a Lease[revised] Determining whether an Arrangementcontains a Lease. Treats lease-likearrangements as leases. TheInterpretation's scope has been amendedto exclude service concessionarrangements because these are nowcovered by AASB Interpretation 12. Periods commencing on orafter 1 January 2008

for the year ended 30 June 2007

2. PROFIT /(LOSS) FOR THE YEAR

The operating profit/ (loss) before income tax includes the following items of revenue and expense. The revenues and expenses are inclusive of the loss from discontinued operations in Note 5.

Consolidated Entity Company
Note 2007 2006 2007 2006
(a) Revenue $ $ $ $
Sales revenue - 5,895 - 28
Other income
Interest received - other 369,946 49,732 369,620 49,525
Gain on sale of associate 2(c) 65,151 - 65,151 -
Gain on sale of subsidiaries 2(c) 6,748,343 - 6,748,343 -
Write back of acquisition of resource projects 431,955 - 431,955 -
Unrealised gains from listed investments 502,591 - 502,591 -
Dividends from share investments 30,996 19,285 30,995 19,285
8,148,982 69,017 8,148,655 68,810
Total revenue 8,148,982 74,912 8,148,655 68,838
(b) Expenses
Cost of sales (297) 14,995 (297) 10,765
Operating expenses
- 3,700,119 - 3,699,678
Classification and development works 33,818 12,769 33,818 12,769
Occupancy costs 7,316 3,335 6,154 2,218
Finance costs
Borrowing costs - interest paid 401 7,022 401 5,522
Foreign exchange losses 274,878 - 261,175 -
Administration costs
Communication 20,396 10,488 20,353 10,488
Consultancy fees 186,775 28,801 186,775 28,801
Corporate costs
Exploration and evaluation 440,333 799,696 285,039 179,681
Acquisition of resource projects impairment 63,098 527,552 36,126 412,413
Travel and incidentals 384,879 92,963 384,879 92,963
Professional fees 318,035 52,795 296,315 29,910
Loss on shares investments sold - 87,583 - 87,583
Depreciation 15,833 12,517 15,833 12,517
Directors' and employees' options 2,687,534 - 2,687,534 -
Personnel costs - cash remuneration 779,860 254,321 628,717 254,321
Provision for employee benefits 123,618 20,760 110,383 20,760
Writeback of provision for impairment
of share investments - (96,644) - (93,992)
Provision for non recovery of subsidiary loans - - 715,110 795,715
Write back of previous amortisation
of Internet Technologies - (3,338,152) - (3,338,152)
Write off obsolete assets - 4,392 - 4,392
Other corporate expenses 376,996 88,610 247,477 81,249
Share of Associates' Losses 105,433 - - -
5,818,906 2,283,922 5,915,792 2,309,601
(c) The gains on disposal of subsidiaries and associate were as follows:
Proceeds on disposal of associate 65,151 - 65,151 -
Cost of associate sold - - - -
65,151 - 65,151 -
Proceeds on disposal of subsidiaries 7,187,500 - 7,187,500 -
Cost of subsidiaries sold (439,157) - (439,157) -
6,748,343 - 6,748,343 -

for the year ended 30 June 2007

2007 2006 2007 2006
3. INCOME TAX EXPENSE $ $ $ $
(a) The prima facie income tax on profit/ (loss) from ordinary
activities before income tax is reconciled to the income tax
provided in the accounts as follows:
Profit /(Loss) before income tax 2,330,076 (2,209,010) 2,232,863 (2,240,763)
Prima facie tax payable on profit /(loss) from ordinary
activities before income tax at 30% (2006:30%) 699,023 (662,703) 669,859 (672,229)
Tax effect of permanent differences
Write back of previous amortisation
of Internet Technologies - (1,001,446) - (1,001,446)
Assessable income 3,985 2,480 3,985 2,480
Other non deductible expenses 778,470 83,211 778,470 83,211
Tax effect of timing differences
Gain on sale of subsidiaries
subject to scrip for scrip rollover (2,024,503) - (2,024,503) -
Unrealised gain from investments (150,777) (28,993) (280,152) (28,198)
Provision for non recovery of subsidiary loans - - 214,533 238,715
Provision for employee entitlements 37,085 6,228 33,115 6,228
Other provisions 4,800 (5,100) 4,800 (5,100)
Software write off (730,471) 689,420 (730,471) 689,420
Unrealised foreign exchange gain 75,727 - 75,727 -
Capitalised exploration expenditure (126,834) - (31,813) -
Diminution of Altera Capital Ltd investment - - (308,909) 308,762
Tax losses not brought to account as future
income tax benefits 1,433,495 916,903 1,595,359 378,157
Income tax attributable to operating profit - - - -
The applicable weighted average effective tax rates are - - - -
(b) Deferred Tax Asset (at 30%) not brought to account
On Income Tax Account
Provisions 31,539 16,420 358,037 17,548
Other 1,125,811 490,150 1,125,811 490,150
Carry forward tax losses (Note (i) below) 4,685,970 3,531,542 4,618,221 3,301,928
5,843,320 4,038,112 6,102,069 3,809,626
Gain on sale of subsidiaries
subject to scrip for scrip rollover (2,024,503) - (2,024,503) -
Capitalised exploration expenditure (126,834) - (31,813) -
3,691,983 4,038,112 4,045,753 3,809,626
On Capital Account 314,794 35,727 314,794 35,727
Carry forward tax losses (Note (ii) below)

(i) Comparative of carry forward losses amended from $2,882,129 for company and for consolidated entity to reflect losses per 2006 tax returns

(ii) Comparative of carry forward losses amended from $9,452 for company and for consolidated entity to reflect losses per 2006 tax returns

(iii) The Deferred Tax Asset not brought to account for the 2007 year will only be obtained if:

the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit to be realised;

  • the Company continues to comply with the conditions for deductibility imposed by tax legislation; and
  • the Company is able to meet the continuity of ownership and/or continuity of business tests.

for the year ended 30 June 2007

  1. DIRECTORS' AND EXECUTIVES' DISCLOSURE
(a)Details of key management personnel (consolidated)
Directors
John Stephenson Non-Executive Chairman
H.Shanker Madan Managing Director
Farooq Khan Executive Director
Victor Ho Executive Director & Company Secretary
William Johnson Executive Director (Appointed on 14 July 2006)
Malcolm Richmond Non-Executive Director (Appointed on 25 October 2006)

Executives

The Consolidated Entity does not have any key executives (other than Executive Directors).

(b) Compensation of key management personnel (consolidated)

Consolidated Entity Company
2007 2006 2007 2006
Directors $ $ $ $
Short-term employee benefits - cash fees 421,951 177,040 421,951 177,040
Post-employment benefits - superannuation 168,402 64,081 168,402 64,081
Long-term benefits - - - -
Share-based payments 2,571,797 - 2,571,797 -
3,162,150 241,121 3,162,150 241,121

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 the remuneration report on pages 37 to 42.

(c) Options provided as remuneration and shares issued on exercise of such options

Details of options provided as remuneration are disclosed in the remuneration report on pages 37 to 42.

There were no shares issued on the exercise of these options during the financial year.

(d) Number of shares held by key management personnel (consolidated)

Balance at Balance at Net Change Balance at
Directors 1.7.06 Appointment Other * 30.6.07
John Stephenson 50,000 150,000 200,000
H.Shanker Madan 333,333 360,172 693,505
Farooq Khan 12,297,811 (4,325,281) 7,972,530
Victor Ho 25,000 179,334 204,334
William Johnson - - -
Malcolm Richmond - 102,460 102,460

* Net Change Other refers to net shares purchased, sold or listed $0.20 (30 June 2008) options exercised during the year

(e) Number options held by key management personnel (consolidated)

Balance at Balance at Granted as Net Change Balance at Vested &
Unlisted Directors Options' 1.7.06 Appointment Compensation Other * 30.6.07 Exercisable Unvested
John Stephenson - 1,150,000 - 1,150,000 345,000 805,000
H.Shanker Madan - 2,750,000 - 2,750,000 825,000 1,925,000
Farooq Khan - 2,100,000 - 2,100,000 630,000 1,470,000
Victor Ho - 950,000 - 950,000 285,000 665,000
William Johnson - 850,000 - 850,000 255,000 595,000
Malcolm Richmond - 1,100,000 - 1,100,000 330,000 770,000

* No options were exercised, forfeited or transferred during the year

for the year ended 30 June 2007

(f) Number options held by key management personnel (consolidated) (continued)

Balance at Balance at Net Change Balance at
Listed $0.20 (30 June 2008) Options 1.7.06 Appointment Other * 30.6.07
John Stephenson 148,000 (148,000) -
H.Shanker Madan 456,667 (456,667) -
Farooq Khan 6,623,069 (98,336) 6,524,733
Victor Ho 188,501 (186,834) 1,667
William Johnson 88,000 (88,000) -
Malcolm Richmond - - -

* Net Change Other refers to net options purchased, sold or exercised during the year

The disclosures of equity holdings in (c) above and (d) below are in accordance with the accounting standards which requires a disclosure of direct and indirect holdings of spouses, relatives, spouses of relatives and entities under the control or significant influence of each of the same.

(g) Loans to key management personnel

There were no loans to key management personnel (or their personally related entities) during the financial year.

(h) Other transactions with key management personnel

There were no transactions with key management personnel (or their personally related entities) during the financial year.

5. DISCONTINUED OPERATIONS

On 11 May 2006, the Directors decided to close down its Virtual Web Internet Filtering and Monitoring Solution operations. Financial information relating to the discontinued business from 1 July 2005 to the date of cessation is set out below. In subsequent years, the consolidated entity may incur expenses for servicing existing clients until the expiry of their licences. The amount and volume of such service expenses is not expected to be material.

Financial information relating to the discontinued operations, Consolidated Entity Company
which has been incorporated into the Income Statement, is as 2007 2006 2007 2006
follows: $ $ $ $
Revenue - 5,867 - -
Expenses - (366,603) - (361,932)
Loss before income tax - (360,736) - (361,932)
Income tax expense - - - -
Loss after income tax - (360,736) - (361,932)
The carrying amounts of assets and liabilities of the operations at
the date of cessation were:
Total assets - - - -
Total liabilities - - - -
Net asset - - - -
The net cash flows of the businesses, which have been 2007 2006 2007 2006
incorporated into the Cash Flows Statement, are as follows: $ $ $ $
Net cash outflow from operating activities - (7,020) - (43,316)
Net cash outflow from investing activities - (142,189) - (15,227)
Net decrease in cash from businesses - (149,209) - (58,543)

for the year ended 30 June 2007

6. AUDITORS' REMUNERATION Consolidated Entity Company
2007 2006 2007 2006
Amounts received or due and receivable by the Consolidated $ $ $ $
Entity's auditors for:
Auditor of the parent entity
Audit and review of financial reports 42,664 14,111 42,664 14,111
Other services - tax compliance 4,455 2,015 4,455 2,015
47,119 16,126 47,119 16,126
7. EARNINGS / (LOSSES) PER SHARE Consolidated Entity Company
2007 2006 2007 2006
Basic earnings / (losses) per share (cents) 4.06 (5.64) 3.89 (5.72)
Diluted earnings / (losses) per share (cents) 3.14 (5.64) 3.01 (5.72)
Net Profit (Loss) 2,330,076 (2,209,010) 2,232,863 (2,240,763)
Weighted average number of ordinary shares outstanding during
the year used in calculation of basic earnings per share 57,370,679 39,197,665 57,370,679 39,197,665
Weighted average number of options outstanding 16,796,812 26,869,141 16,796,812 26,869,141
74,167,491 66,066,806 74,167,491 66,066,806
8. CASH AND CASH EQUIVALENTS Consolidated Entity Company
2007 2006 2007 2006
$ $ $ $
Cash at bank 1,209,844 1,299,813 1,136,389 1,265,224
Term deposit 3,723,202 10,000 3,723,202 10,000
Bank bills 13,425,845 - 13,425,845 -
18,358,891 1,309,813 18,285,436 1,275,224
(a) Reconciliation of Profit/(Loss) after Tax to Net Cash Flows
from Operations
Operating profit/(loss) after tax 2,330,076 (2,209,010) 2,232,863 (2,240,763)
Non cashflows in profit/(loss) from ordinary activities
Depreciation - plant & equipment 15,833 12,517 15,833 12,517
Foreign exchange losses 252,424 - 252,424 -
Write off obsolete assets - 4,392 - 4,392
Classification and development works - 3,693,346 - 3,693,346
Loss/(Gain) on sale of investments (65,151) 87,583 (65,151) 87,583
Gain on sale of subsidiaries (6,748,343) - (6,748,343) -
Write back of acquisition of resource projects (431,955) - (431,955) -
Acquisition of resource projects impairment 63,098 - 36,126 -
Provision for diminution - share investments - (96,644) - (93,992)
Provision/(write back) for non recovery
of subsidiary and associate loans - - 715,110 795,715
Write back of previous amortisation
of Internet Technologies - (3,338,152) - (3,338,152)
(502,591) - (502,591) -
Unrealised gain from investmentsEquity share of Associate's losses 105,433 - - -
2,687,534 - 2,687,534 -
Directors' and Employee options
Acquisition of resource projects
through issue of shares 361,333 361,333
Decrease/(Increase) in assets:
Receivables (161,041) (32,778) (779,952) (829,871)
Prepayments 492 (492) 492 (492)
Resource projects (493,082) - (149,373) -
Increase/(Decrease) in liabilities:
Trade creditors and accruals 230,242 (211,555) (16,651) (211,555)
Provisions 123,617 20,760 110,383 20,760
Net cash outflows from operating activities (2,593,414) (1,708,700) (2,643,251) (1,739,179)

for the year ended 30 June 2007

8. CASH AND CASH EQUIVALENTS (continued)

(b) Disclosure of Non-Cash Financing and Investing Activities

On 18 May 2007, the Company completed the sale of its uranium tenement interests in Peru, the Northern Territory and Western Australia which were held in the subsidiary companies Strike Uranium Peru Pty Ltd and Strike Uranium Pty Ltd to Alara Uranium Limited (Alara) (ASX Code: AUQ) in consideration for 28.75 million Alara shares. After successfully completing a $10 million Initial Public Offering (IPO) (at $0.25 per share) in May 2007, Alara was admitted to the Official List of the ASX and AUQ shares commenced trading on ASX on 24 May 2007.

On 5 April 2007, the Company issued 3,000,000 fully paid shares in lieu of (at its election) making a US$4m cash payment to the shareholders of Iron Associates Corporation as part of the consideration for the acquisition of a 70% interest in the same.

Options Remuneration

During the year, the Company issued a total number of 9,183,000 unlisted options to Directors and Employees. Further details are provided in Notes 20, 21 and 27.

9. GAINS IN INTERESTS OF CONTROLLED ENTITIES

Business combination

Between 7 February 2007 and 14 March 2007, the Company paid A$3.2m (US$2.5m) cash to the shareholders of Iron Associates Corporation as part consideration for the acquisition of a 70% interest in the same. Furthermore, on 5 April 2007, the Company issued 3,000,000 fully paid shares in lieu of (at its election) making a US$4m cash payment to the vendors as part consideration.

The acquisition had the following effect on the consolidated entity's assets and liabilities on acquisition date:

Pre-acquisition
amounts
Net assets of subsidiary (less minority interest) 800,000
Excess of consideration for mining assets acquired (Note 16) 7,258,765
Consideration paid, satisfied in cash (3,174,434)
Consideration paid, satisfied in shares 4,884,331

The excess of consideration of net assets acquired over the cost of the acquisition has been classified as interest in mining assets. The relevant mining assets are held in the associated company Apurimac Ferrum S.A. that is 27.6% owned by Iron Associates Corporation and 1.62% directly by Strike Resources Limited. Apurimac Ferrum S.A.'s main asset are the mineral concessions comprising of the Apurimac and Cuzco projects.

10. TRADE AND OTHER RECEIVABLES Consolidated Entity Company
2007 2006 2007 2006
Current $ $ $ $
Amounts receivable from
Sundry debtors 80,569 2,187 58,370 2,187
Amounts owed by Associate companies 75,459 34,323 - 34,323
Goods and services tax recoverable 14,095 7,143 14,095 5,685
170,123 43,653 72,465 42,195
Non Current
Amounts receivable from
Amounts owed by controlled entities - - 1,532,812 817,703
Provision for doubtful debt - - (1,532,812) (817,703)
- - - -
11. OTHER CURRENT ASSETS
Prepayment - 492 - 492

for the year ended 30 June 2007

ImprovementsTotal2007 ConsolidatedEquipment$$$43,9217,81751,738At 1 July 2006, net of accumulated depreciation and impairment36,389-36,389Additions(14,165)(1,668)(15,833)Depreciation expense(2,361)-(2,361)Disposal of asset463-463Reversal of disposed assets' accumulated depreciation64,2476,14970,396At 30 June 2007, net of accumulated depreciation and impairmentAt 1 July 2006154,58921,788176,377Cost or fair value(110,668)(13,971)(124,639)Accumulated depreciation and impairment43,9217,81751,738Net carrying amountAt 30 June 2007184,54725,858210,405Cost or fair value(124,371)(15,638)(140,009)Accumulated depreciation and impairment60,17610,22070,396Net carrying amount2007 Company43,9217,81751,738At 1 July 2006, net of accumulated depreciation and impairment25,936-25,936Additions(14,165)(1,668)(15,833)Depreciation expense(2,361)-(2,361)Disposal of asset463-463Reversal of disposed assets' accumulated depreciation53,7946,14959,943At 30 June 2007, net of accumulated depreciation and impairmentAt 1 July 2006154,58921,788176,377Cost or fair value(110,668)(13,971)(124,639)Accumulated depreciation and impairment43,9217,81751,738Net carrying amountAt 30 June 2007174,09425,858199,952Cost or fair value(124,371)(15,638)(140,009)Accumulated depreciation and impairment49,72310,22059,943Net carrying amount2006 Consolidated and Company38,1139,19647,309At 1 July 2005, net of accumulated depreciation and impairment-21,33821,338Additions(11,138)(1,379)(12,517)Depreciation expense(22,435)-(22,435)Disposal of obsolete stock18,043-18,043Reversal of disposed assets' accumulated depreciation43,9217,81751,738At 30 June 2006, net of accumulated depreciation and impairmentAt 1 July 2005155,68621,787177,473Cost or fair value(117,573)(12,591)(130,164)Accumulated depreciation and impairment38,1139,19647,309Net carrying amountAt 30 June 2006154,58921,788176,377Cost or fair value(110,668)(13,971)(124,639)Accumulated depreciation and impairment43,9217,81751,738Net carrying amount Leasehold
12. PROPERTY, PLANT AND EQUIPMENT Plant and

Aggregate depreciation during the year is recognised as an expense (refer Note 2).

Notes to the Financial Statements for the year ended 30 June 2007

13. FINANCIAL ASSETS Consolidated Entity Company
2007 2006 2007 2006
Investments comprise: $ $ $ $
Financial assets at fair value through income statement
Shares and options in listed companies - at cost 632,474 632,474 632,474 632,474
Shares in Associate companies - at cost - - - 995,374
Add: net change in fair value 345,403 (157,187) 345,403 (1,152,561)
977,877 475,287 977,877 475,287
Shares in Associate companies - at cost - - 10,526,312 -
- - 10,526,312 -
Shares in controlled entities - at cost - - 8,059,217 100
Less: provision for impairment - - - -
- - 8,059,217 100
Total financial assets 977,877 475,287 19,563,406 475,387
Market value of investments at balance date
Shares in listed companies 977,877 475,387 8,596,627 475,387
(a) Investment in Controlled Entities Percentage of Ownership2007 2006
Strike Operations Pty Ltd (SOPL) 100% 100%
Incorporated in Australia on 28 November 2002.
PT Indo Batubara (100% beneficially owned by SOPL) 100% 100%
Incorporated in Indonesia on 8 December 2005
Strike Resources Peru S.A.C. (subsidiary of SOPL) 100% 0%
Incorporated in Peru on 28 December 2006
Iron Associates Corporation (controlled by the Company) 70% 0%
Incorporated in Panama on 15 February 2007; the Company acquired its 70% interest on 26 February 2007
Strike Uranium Peru Pty Ltd 0% 0%
Incorporated in Australia on 5 February 2007; acquired by Alara Uranium Ltd on 18 May 2007
Strike Uranium Pty Ltd 0% 0%
Incorporated in Australia on 5 February 2007; acquired by Alara Uranium Ltd on 18 May 2007

14. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD Consolidated Carrying
Ownership Amount
Name of Associate Entity Principal Activity Interest 2007 2006
$ $
Sofcom Limited (SOF) suspended from ASX 27.82% - -
Alara Uranium Limited (AUQ) mining exploration in Australia and Peru 35.71% 7,159,751 -
Apurimac Ferrum S.A. (AF) mining exploration in Peru 20.94% 4,403,985 -
Altera Capital Limited (AEA) - - -
11,563,736 -

Alara Uranium Limited: On 18 May 2007, the Company completed the sale of its uranium tenement interests in Peru, the Northern Territory and Western Australia held in the subsidiary companies Strike Uranium Peru Pty Ltd and Strike Uranium Pty Ltd to Alara Uranium Limited (Alara) (ASX Code: AUQ) in consideration for 28.75 million Alara shares. After successfully completing a $10 million Initial Public Offering (IPO) (at $0.25 per share) in May 2007, Alara was admitted to the Official List of the ASX and AUQ shares commenced trading on ASX on 24 May 2007.

Apurimac Ferrum S.A.: Apurimac Ferrum S.A. (AF) became an associate entity on 23 February 2007 when Strike increased its direct and indirect shareholding interest in AF to beyond 20%; This occurred upon Strike gaining a 70% interest in Iron Associates Corporation (IAC) on 23 February 2007 under the MAPSA Agreement (as IAC had a 27.6% direct shareholding interest in AF under the AF Agreement as at this date ). After such investment in IAC, Strike held a 1.62% direct shareholding interest and a 19.32% indirect shareholder interest in AF (via IAC), being a total interest of 20.94%. This direct/indirect shareholding interest in AF was maintained to 30 June 2007.

for the year ended 30 June 2007

14. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (continued)

AF was incorporated in Peru on 13 September 2004 and holds the mineral concessions comprising the Apurimac and Cuzco Projects. By the AF Agreement and the MAPSA Agreement, the Company has secured the right to earn a 68.15% (or greater) direct/indirect interest in the Apurimac Project or the Cuzco Project or both (at the Company's election).

The AF Agreement refers to an agreement dated 2 July 2006 between Strike and Peruvian companies, AF, Minera los Andes y el Pacífico S.A. (MAPSA) and D&C Pesca S.A.C. (D&C) (and a more formal shareholders' agreement executed on 10 November 2006) pursuant to which Strike has secured the right to earn a 51% (or greater) interest in the Apurimac Project or the Cuzco Project or both (at Strike's election) through a progressive US$6.5 million investment in AF (which holds title to such projects) and the exercise of options to acquire AF shares from D&C and MAPSA (at a total cost of US$34.5 million), within a 5 year period. After such investment and acquisition, Strike will hold a direct 51% shareholding in AF with D&C and MAPSA each holding a 24.5% interest in AF.

During the financial year, Strike contributed US$2.70 million into AF, of which US$0.75 million has been capitalised into fully paid shares in AF, giving Strike a 1.622% shareholding interest in AF as at 30 June 2007.

On 2 August 2007, AF shareholders approved the capitalisation of the balance of Strike's contributions, giving Strike a 5.622% direct shareholding interest in AF.

After the completion of Strike's obligations to contribute a total of US$6.5 million into AF, Strike will have earned a direct 12.5% shareholding interest in AF. Strike's interest will increase to 51% direct holding upon exercising options to acquire an aggregate 38.5% interest from MAPSA and D&C in consideration for US$34.5 million.

The MAPSA Agreement refers to an agreement dated 1 February 2007 between Strike, MAPSA and shareholders of MAPSA (MAPSA Shareholders), Strike has acquired a 70% interest in MAPSA's residual interest in AF, in consideration for staged payments totalling US$10 million (being a combination of US$6 million cash and the issue of 3 million Strike shares) over 2 years and a further US$10 million when production and sales from these projects first exceeds 20 million tonnes per annum.

Therefore, upon the completion of Strike's obligations under the AF Agreement, Strike will have gained a direct 51% shareholding interest in AF in addition to its controlling 70% interest in a further 24.5% shareholding interest in AF held by IAC.

The investment in Apurimac Ferrum includes an amount of $2,369,775 for which shares were only issued by Apurimac Ferrum subsequent to balance sheet date.

Consolidated Carrying
Amount
Movement in carrying amounts 2007 2006
$ $
Equity accounted amount of investment at the beginning of the financial year - 147,425
New listed investment during the year 7,187,500 23,003
New unlisted investment during the year - at cost 4,481,669 -
Share of losses after income tax (105,433) (20,352)
Return of capital receivable - (150,076)
Equity accounted amount of investment at the end of the financial year 11,563,736 -
Directors' valuation - at cost 4,481,669 65,151
Market value of listed Associate entity (Alara) 7,618,750 -
Share of associates' profits or losses
Loss before income tax (105,433) (20,352)
Income tax expense - -
Loss after income tax (105,433) (20,352)
Summarised financial information of associates: Consolidated Entity's share of
30 June 2007 Assets Liabilities Revenues Loss
Sofcom Limited (SOF) 13,919 (3,797) 946 8,181
Alara Uranium Limited (AUQ) 5,347,748 (82,974) 53,283 27,749
Apurimac Ferrum S.A. (AF) 1,406,760 (529,679) - 77,685
6,768,427 (616,450) 54,229 113,615
30 June 2006
Altera Capital Limited (AEA) 7,116 (20,831) 6,171 10,967
Sofcom Limited (SOF) 30,556 (12,257) 181,949 (62,726)
37,672 (33,088) 188,120 (51,759)

The Company disposed of its shareholding in AEA on 8 August 2006.

for the year ended 30 June 2007

15. INTERNET TECHNOLOGIES Consolidated Entity Company
2007 2006 2007 2006
Portal Technology Development Works: $ $ $ $
Category Works 30,877 30,877 30,877 30,877
Portal Delivery System Development Works 156,153 156,183 156,153 156,153
Classification Works 4,178,428 4,178,428 4,178,428 4,178,428
Recoverable Amount Written Down (4,365,458) (4,365,488) (4,365,458) (4,365,458)
Virtual Web Development Works: - - - -
Virtual Web development works 98,365 98,365 98,365 98,365
Recoverable Amount Written Down (98,365) (98,365) (98,365) (98,365)
- - - -
Total Development Works - - - -

As a consequence of the Company's change of activities to a mineral exploration and development company in December 2005, the Company has ceased development and active marketing of its Virtual Web Internet Filtering and Monitoring Solution.

Consolidated Entity Company
16. RESOURCE PROJECTS 2007$ 2006$ 2007$ 2006$
Balance at the beginning of the year - - - -
Acquisition costs 485,879 527,552 142,170 412,413
Excess of consideration for mining assets acquired (Note 9) 7,258,765 - - -
Provision for impairment (63,098) (527,552) (36,126) (412,413)
Exploration and evaluation expenditure 440,333 799,696 285,039 179,681
Provision for impairment (440,333) (799,696) (285,039) (179,681)
Balance at the end of the year 7,681,546 - 106,044 -
17. TRADE AND OTHER PAYABLES
Trade creditors 26,855 14,022 26,855 14,022
Other creditors and accruals 334,372 64,344 87,479 64,344
Amounts due to related parties - 47,837 - 47,837
Options exercise monies held pending conversion to shares - 4,783 - 4,783
Unmarketable parcel trust account 5,484 5,484 5,484 5,484
366,711 136,470 119,818 136,470
18. PROVISIONS
Current
Provision for employee entitlements 132,680 42,492 122,896 42,492
Non Current
Provision for employee entitlements 33,429 - 29,979 -
166,109 42,492 152,875 42,492
Number of employees at Balance Date
(including Executive Directors and Officers) 7 5 5 5

for the year ended 30 June 2007

19. ISSUED CAPITAL

Consolidated Entity Company
2007 2006 2007 2006
Issued and Paid-Up Capital $ $ $ $
76,009,247 (2006: 47,835,701) fully paid ordinary shares 51,078,281 19,848,109 51,078,281 19,848,109

Each fully paid ordinary share carries one vote per share and the right to participate in dividends.

Company
Date of Number of 2007 2006
Movement in Ordinary Share Capital movement shares $ $
At 1 July 2005 81,593,281 16,414,372 16,414,372
Settlement of Portal Classification Agreement 19-Aug-05 20,965,814 419,316 419,316
Share placement (at $0.10) 18-Oct-05 2,290,000 229,000 229,000
Share placement (at $0.10) 23-Dec-05 9,710,000 971,000 971,000
Acquisition of resource project 23-Dec-05 350,000 28,000 28,000
1 for 3 share conversion 03-Jan-06 (76,606,083) - -
Prospectus share offer (at $0.20) 03-Feb-06 7,500,000 1,500,000 1,500,000
Acquisition of resource projects 09-Feb-06 1,666,667 333,333 333,333
Option ($0.20, 30 June 2008) conversions Apr - Jun 06 366,022 73,204 73,204
(120,116) (120,116)
Share issue expenses 47,835,701 19,848,109 19,848,109
At 30 June 2006
Option ($0.20, 30 June 2008) conversions July - Jun 07 9,959,222 1,991,844
Share placement (at $1.30) Oct - Nov 06 2,307,693 3,000,001
Share purchase plan issue (at $1.30) 27-Nov-06 5,706,631 7,419,000
Acquisition of subsidiary 05-Apr-07 3,000,000 4,884,331
Institutional share placement (at $2.10) 31-May-07 7,200,000 15,120,000
Share issue expenses (1,185,004)
At 30 June 2007 76,009,247 51,078,281
Consolidated Entity Company
20. RESERVES
2007 2006 2007 2006
$ $ $ $
Foreign Currency Translation Reserve - 869 - -
Options Reserve 2,932,878 247,386 2,932,878 247,386
2,932,878 248,255 2,932,878 247,386
Movement in Options Reserve Company
The number of unlisted options outstanding over unissued Date of Number of 2007 2006
ordinary shares at balance date is as follows movement options $ $
10-Feb-06 1,833,333 5,238 5,238
Unlisted options exercisable at $0.20; expiring 9 Feb 11
Unlisted options exercisable at $0.30; expiring 9 Feb 11 10-Feb-06 1,666,667 4,762 4,762
Directors' Options
Unlisted options exercisable at $0.96; expiring 21 Jul 11 21-Jul-06 4,600,000 1,122,035 -
Unlisted options exercisable at $0.96; expiring 13 Sep 11 13-Sep-06 500,000 139,609 -
Unlisted options exercisable at $2.10; expiring 7 Mar 12 07-Mar-07 500,000 172,389 -
Unlisted options exercisable at $2.81; expiring 7 Mar 12 07-Mar-07 3,300,000 1,137,764 -
Employees' Options
Unlisted options exercisable at $1.20; expiring 6 Oct 11 06-Oct-06 150,000 91,966 -
Unlisted options exercisable at $2.90; expiring 2 May 12 01-May-07 100,000 17,875 -
Unlisted options exercisable at $2.90; expiring 2 May 12 05-Jun-07 33,000 5,896 -
12,683,000 2,697,534 10,000
Listed $0.20 (30 June 2008) options 21-Apr-06 23,735,163 237,386 237,386
Option issue expenses (2,042) -
Options exercised Apr 06 - Jun 06 (366,022) - -
Options exercised Jul 06 - Jun 07 (9,959,222) - -
13,409,919 235,344 237,386
Total Option Reserve 2,932,878 247,386

for the year ended 30 June 2007

20. RESERVES (continued)

The Foreign Currency Translation Reserve records exchange rate differences arising on translation of the assets held by a controlled foreign entity.

The Option Reserve records the consideration (net of expenses) received by the Company on the issue of options.

Equity based remuneration (Refer to Note 27 for further information)

On 21 July 2006, the Company issued 4,600,000 unlisted directors' options with an exercise price of $0.96, a term of 5 years and a vesting period over 2 years (30% on grant, 30% on 21 July 2007 and 40% on 21 July 2008 months) from date of issue ($0.96, 21 July 2011 Directors' Options) to four directors, J Stephenson, HS Madan, F Khan and V Ho.

On 13 September 2006, the Company issued 500,000 unlisted director's options with an exercise price of $0.96, a term of 5 years and a vesting period (30% on grant, 30% on 13 September 2007 and 40% on 13 September 2008) over 2 years from date of issue ($0.96, 13 September 2011 Unlisted Director's Options) to director, W Johnson.

On 6 October 2006, the Company issued 150,000 unlisted employee's options with an exercise price of $1.20, a term of 5 years and a vesting period over 2.5 years (1/3rd on 6 March 2007, 1/3rd on 6 March 2008 and 1/3rd on 6 March 2009) from date of issue ($1.20, 16 October 2011 Unlisted Employee Options).

On 7 March 2007 the Company issued 500,000 unlisted director's options with an exercise price of $2.10, a term of 5 years and a vesting period over 2 years (30% on grant, 30% on 7 March 2008 and 40% on 7 March 2009) from date of issue ($2.10, 7 March 2012 Directors' Options) to director, M Richmond. The Company also issued a further 3,300,000 unlisted directors' options with an exercise price of $2.81, a term of 5 years and a vesting period over 2 years (30% on grant, 30% on 7 March 2008 and 40% on 7 March 2009) from date of issue ($2.81, 7 March 2012 Directors' Options) to six directors, J Stephenson, M Richmond, HS Madan, F Khan, W Johnson and V Ho.

On 1 May 2007, the Company issued 100,000 unlisted employee's options with an exercise price of $2.90, a term of 5 years and a vesting period over 2.5 years (1/3rd on 1 November 2007, 1/3rd on 1 November 2008 and 1/3rd on 1 November 2009) from date of issue ($2.90, 2 May 2012 Unlisted Employee Options).

On 5 June 2007, the Company issued 33,000 unlisted employee's options on the same terms as the $2.90, 2 May 2012 Unlisted Employee Options.

The fair value of these options are expensed over the period from their date of grant to each respective vesting date; fair value is calculated using the binomial tree options valuation model using an assumed volatility rate of 60/65% for the underlying SRK shares.

21. RELATED PARTY DISCLOSURES

The following table provides the total amount of transactions that were entered into with related parties for the relevant financial year.

Amount owed by Asset transfer to
Transactions with Controlled Entities Note related parties subsidiaries
Strike Operations Pty Ltd 10 1,160,978 -
Strike Resources Peru S.A.C 371,835 -
Strike Uranium Pty Ltd - 431,955
Other related transactions between subsidiaries
Loan by Strike Operations Pty Ltd
PT Indo Batubara (subsidiary of Strike Operations Pty Ltd) 109,000 -

Details of the percentage of ordinary shares held in controlled entities are disclosed in Note 13 to the financial statements. Interest is not charged on outstanding amounts.

for the year ended 30 June 2007

22. SEGMENT REPORTING

The Consolidated Entity is based in Australia but has exposure to other resource projects in Indonesia and Peru.

External Revenue Operating Results
Primary Reporting- Business segments 2007 2006 2007 2006
Segment Revenues & Results $ $ $ $
Resource projects 7,180,298 - 6,413,163 (1,327,248)
Internet Technologies - 5,895 - (371,067)
Investments 598,738 19,285 598,738 28,346
7,779,036 25,180 7,011,901 (1,669,969)
Unallocated 369,946 49,732 (4,681,825) (539,041)
8,148,982 74,912
Loss before income tax 2,330,076 (2,209,010)
Income tax expense - -
Loss after income tax 2,330,076 (2,209,010)
Assets Liabilities
2007 2006 2007 2006
Segment Assets & Liabilities $ $ $ $
Internet Technologies - - - -
Resource projects 7,681,546 1,458 (13,218) -
Investments 12,541,613 475,287 - -
20,223,159 476,745 (13,218) -
Unallocated 18,599,410 1,404,238 (519,602) (178,962)
38,822,569 1,880,983 (532,820) (178,962)
Internet Technologies Investments
Other Segment Information 2007 2006 2007 2006
$ $ $ $
Carrying value of investments accounted for using theequity methodShare of net losses of Associate company accounted - - 11,563,736 -
for under the equity method - - (105,433) (20,352)
Acquisition of segment assets - - 7,187,500 -
Other non-cash expenses
Write back of Internet Technologies - 3,338,152 - -
Diminution of segment assets (write back) - - (502,591) 96,644

Secondary reporting - Geographical segments

Segment revenues Carrying amount ofsegment assets Acquisitions of non-currentsegment assets
2007$ 2006$ 2007$ 2006$ 2007$ 2006$
Australia 8,148,656 74,912 27,159,819 1,880,983 7,187,500 21,338
Peru - - 11,662,750 - 11,397,578 -
Indonesia 326 - - - - -
8,148,982 74,912 38,822,569 1,880,983 18,585,078 21,338

for the year ended 30 June 2007

23. FINANCIAL INSTRUMENTS

Financial Risk Management Objectives and Policies

The consolidated entity's financial instruments mainly consist of deposits with banks, accounts receivable and payable, loans to related parties and shares in listed securities. The main risks arising from the consolidated entity's financial instruments are interest rate risk, foreign currency risk, credit risk, market price risk and liquidity risk.

(a) Interest Rate Risk

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. The consolidated entity's exposure to market risk for changes in interest rates relate primarily to investments held in interest bearing instruments. The consolidated entity has no borrowings.

Consolidated Weighted Average VariableInterest Rate Fixed InterestRate Non InterestBearing Total
2007 Interest Rate $ $ $
Financial assets
Cash and cash equivalents 6.1% 18,358,891 - - 18,358,891
Trade and other receivables - - 170,123 170,123
Investment in Associates - - 11,563,736 11,563,736
Shares in listed companies - - 977,877 977,877
18,358,891 - 12,711,736 31,070,627
Financial liabilities
Trade and other payables - - (366,711) (366,711)
- - (366,711) (366,711)
Net financial assets 18,358,891 - 12,345,025 30,703,916
2006
Financial assets
Cash and cash equivalents 6.6% 1,299,813 10,000 - 1,309,813
Trade and other receivables - - 43,653 43,653
Shares in listed companies - - 475,287 475,287
1,299,813 10,000 518,940 1,828,753
Financial liabilities
Trade and other payables - - (136,470) (136,470)
- - (136,470) (136,470)
Net financial assets 1,299,813 10,000 382,470 1,692,283

Reconciliation of net financial assets to net assets

2007$ 2006$
Net financial assets as above 30,703,916 1,692,283
Non-financial assets and liabilities
Prepayment - 492
Property, plant and equipment 70,396 51,738
Resource projects 7,681,546 -
Employee entitlements (132,680) (42,492)
Provisions (33,429) -
38,289,749 1,702,021

Consolidated Entity

for the year ended 30 June 2007

(b) Foreign Currency Risk

The consolidated entity is exposed to foreign currency risk on cash held by the Company and a controlled foreign entity, foreign resource project investment commitments and exploration and evaluation expenditure on foreign resource projects. The currency risk giving rise to this risk is primarily US dollars. The consolidated entity has not entered into any forward exchange contracts as at balance date and is currently fully exposed to foreign exchange risk.

(c) Credit Risk

Credit risk refers to the risk that a counterparty under a financial instrument will default (in whole or in part) on its contractual obligations resulting in financial loss to the consolidated entity. Concentrations of credit risk are minimised primarily by undertaking appropriate due diligence on potential investments, carrying out all market transactions through approved brokers, settling non-market transactions with the involvement of suitably qualified legal and accounting personnel (both internal and external), and obtaining sufficient collateral or other security (where appropriate) as a means of mitigating the risk of financial loss from defaults.

Market prices of listed financial instruments generally incorporate credit assessments into valuations and risk of loss is implicitly provided or in the carrying value of such assets in the financial statements as they are marked to market at balance date. The consolidated entity measures credit risk on a fair value basis. The carrying amount of financial assets recorded in the financial statements, net of any provision for losses, represents the consolidated entity's maximum exposure to credit risk without taking account of the value of any collateral or other security obtained (if any).

(d) Net Fair Value of Financial Assets and Liabilities

The carrying amount financial instruments recorded in the financial statements represent their fair value determined in accordance with the accounting policies disclosed in note 1. The aggregate fair value and carrying amount of financial assets and financial liabilities at balance date are:

Consolidated Entity
Carrying Net Fair Carrying Net Fair
Amount Value Amount Value
Financial Assets 2007 2007 2006 2006
Cash and cash equivalents 18,358,891 18,358,891 1,309,813 1,309,813
Receivables 170,123 170,123 43,653 43,653
Investments accounted for using equity method 11,563,736 11,563,736 - -
Investments 977,877 977,877 475,287 475,287
Total Financial Assets 31,070,627 31,070,627 1,828,753 1,828,753
Financial Liabilities
Payables (366,711) (366,711) (136,470) (136,470)

(e) Market price risk

Market price risk represents the risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instruments in the market. Market risk is minimised through ensuring that investment activities are undertaken in accordance with Board established mandate limits and investment strategies.

(f) Liquidity risk

Liquidity risk is the risk that the consolidated entity will encounter difficulty in meeting obligations associated with financial liabilities. The consolidated entity has no borrowings.

24. COMMITMENTS

Consolidated Company
2007 2006 2007 2006
(a) Lease Commitments $ $ $ $
Non-cancellable operating lease commitments:
Not longer than one year 24,960 24,960 24,960 24,960
Between 12 months and 5 years 99,840 99,840 99,840 99,840
Greater than 5 years 24,960 49,920 24,960 49,920
149,760 174,720 149,760 174,720

The lease is the Company's share of the office premises at Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia, and includes all outgoings (exclusive of GST). The lease is for a 7 year term expiring 30 June 2013 and contains a rent review increase each year alternating between 5% and the greater of market rate or CPI + 1%.

for the year ended 30 June 2007

(b) Mineral Tenement/Concession/Mining Rights - Commitments for Expenditure

Australian tenements

In order to maintain current rights of tenure to exploration tenements, the Consolidated Entity is required to outlay lease rentals and meet minimum expenditure commitments of approximately $21,000 over a 12 month period), based on Australian tenements which have been granted as at balance date. Financial commitments for subsequent periods are contingent upon future exploration and evaluation results and cannot be estimated. These obligations are subject to renegotiation upon expiry of the tenement lease or when application for a mining lease is made and have not been provided for in the accounts.

Peruvian concessions

The Consolidated Entity is required to pay annual license fees by 30 June of each year, currently charged at the rate of US$3.00 per hectare per annum.

(c) Australian Heritage Protection Agreements

These agreements facilitate the preservation of aboriginal heritage through the protection of aboriginal sites and objects upon the grant of mining tenements in Western Australia. The Heritage Protection Agreements require the Consolidated Entity to conduct aboriginal heritage surveys prior to conducting exploration that is not low impact in nature and detail procedures to be followed if an aboriginal site is identified.

(d) Agreements with Peruvian Landowners and Community Groups

Under the AF Agreement (refer note 14), the Company has an obligation to invest US$6.5 million into AF over a 5 year period; these funds will be used principally by AF in the exploration, evaluation and development of its Apurimac and Cuzco iron ore projects in Peru. Holding a mineral concession in Peru does not grant automatic access to the surface land. Notwithstanding an easement procedure is contemplated in Peruvian law, in practice, mining companies have to negotiate and enter into private agreements with landowners/community groups in order to have access to their land for the purposes of conducting mining activities (exploration, evaluation, development and mining). With respect to a majority of AF's concession, there are often multiple landowners/community groups who are affected by AF's proposed mining activities. To date, approvals have been sought and obtained on drilling on a programme by programme basis.

The Company and AF have determined to approach community relations on a long term basis, recognising the importance of sustaining positive long term relationships with the local communities. To this end, AF has appointed Socios Peru, a consulting firm that assists in fostering relationships between project developers and local community groups. Socios Peru and AF's own in-house community relations manager and staff are in current and on-going consultations with communities in AF's project areas to secure permissions for drilling and for the long-term development of an iron ore mining operation and associated transportation and port infrastructure.

The obtaining of approvals from landowners/community groups can be complicated and time consuming. AF is currently experiencing delays in dealing with certain community groups, particularly in the northern Andahuaylas district areas (where the Opaban I and III concessions are located). Accordingly drilling in several areas within the Apurimac project has been temporarily suspended whilst these consultations are being conducted and permissions finalised. AF will have to commit funds to community groups and or landowners to secure land access agreements to develop the Apurimac and Cuzco projects. There can be no guarantees as to the obtaining of such approvals or the terms upon which approvals are obtained. At this stage, it is not possible to quantify the potential financial obligation of the Consolidated Entity or AF in this regard.

25. CONTINGENT ASSETS AND LIABILITIES

Contingent assets and liabilities exist in relation to certain resource projects of the Consolidated Entity subject to the continued development and advancement of the same.

  • (i) AF Agreement Refer to Note 14 for details of the Company's obligations under this agreement. The Company has satisfied US$2.70 million of its US$6.5 million investment commitment due over a 5 year period which commenced on 9 November 2006.
  • MAPSA Agreement refer to Note 14 for further details of the Company's obligations under this agreement. (ii)

The Company has a contingent commitment to pay the vendor the last staged payment of US$3.5 million by February 2009 and a further US$10 million when production and sales from the Apurimac and/or Cuzco projects first exceeds 20 million tonnes per annum.

Iron Associates Corporation (IAC) has a contingent royalty obligation to the MAPSA Shareholders of between US$1.00 to $1.20 per tonne based on IAC's share of AF's sales; the royalty rate depends on whether the average FOB price of iron ore sold by AF is less than US$40 per tonne (US$1.00 royalty per tonne) or greater than US$55 per tonne (US$1.20 royalty per tonne), between such amounts, the royalty is payable on a pro-rata basis.

West Java (Indonesia) Copper/Gold Agreement - under a cooperation agreement dated 16 March 2005 with PT Suda Miskin (Suda Miskin) in relation to the West Java Copper/Gold Project, the Consolidated Entity has a contingent commitment to pay the vendor the last staged payment of US$30,000 by April 2008. Suda Miskin is also entitled to a 19% after tax net profits royalty from production. The Consolidated Entity may withdraw from the project at any time without any further obligations after the date of withdrawal. (iii)

for the year ended 30 June 2007

  • Cristoforo Agreement On 18 May 2007, Strike Resources Peru SAC (the Peruvian subsidiary of the Company) entered into an assignment and option agreement with a Peruvian vendor in respect of three mineral concessions in the Apurimac District totalling 1,900 hectares, being the Cristoforo 14, Cristoforo 28 and Ferroso 29 concessions. The consideration payable for the assignment of mining rights to Strike Resources Peru SAC (or assignees) for a two year period is US$200,000, of which US$70,000 was paid on execution of the agreement and US$70,000 is payable after 12 months and US$60,000 is payable after 18 months. The option to acquire these three mineral concessions is for a period of two years and the exercise price is US$3 million. (iv)
  • Native Title The Consolidated Entity's tenements in Australia may be subject to native title applications in the future. At this stage it is not possible to quantify the impact (if any) that native title may have on the operations of the Consolidated Entity. (v)
  • (vi) Government Royalties - The Consolidated Entity is liable to pay royalties on production obtained from its mineral tenements/concessions. For example, the applicable Government royalties in Peru is between 1 to 3% based on the value of production. At this stage, it is not possible to quantify the potential financial obligation of the Consolidated Entity under Government royalties.
  • (vii) Directors' Deeds The Company .has entered into deeds of indemnity with each of its Directors indemnifying them against liability incurred in discharging their duties as directors/officers of the Consolidated Entity. At the end of the financial year, no claims have been made under any such indemnities and accordingly, it is not possible to quantify the potential financial obligation of the Consolidated Entity under these indemnities.

26. EVENTS AFTER BALANCE SHEET DATE

(i) During the financial year, Strike contributed US$2.70 million into AF, of which US$0.75 million had been capitalised into fully paid shares in AF, giving Strike a 1.622% direct shareholding interest in AF as at 30 June 2007.

On 2 August 2007, AF shareholders approved the capitalisation of the balance of Strike's contributions, giving Strike a 5.208% direct shareholding interest in AF. Strike's current direct and indirect (via its 70% shareholding in Iron Associates Corporation) is approximately 23.83%. The Company has contributed a further US$0.4 million into AF between 1 July 2007 and the date of this report which is pending AF shareholder approval for capitalisation into AF shares.

On 3 September 2007, associate entity, Alara Uranium Limited (Alara) lodged a prospectus for a non-renounceable rights issue of 3 options for every 4 shares held by shareholders as at the record date (5.00pm WST on 12 September 2007) at an issue price of 1 cent per option. Each option is exercisable at a price of 25 cents, at any time on or before 30 June 2009. Strike intends to take up its maximum entitlement under this options issue of 21,562,500 options at a cost of $215,625. (ii)

No other matter or circumstance has arisen since the end of the financial year that significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial years.

27. SHARE-BASED PAYMENTS

A total of 8,900,000 Directors' and 283,000 employees' options were issued during the year (Refer to Note 20). Shareholder approvals were obtained for the issue of options to Directors as required under the Corporations Act 2001 and under the ASX Listing Rules. The reasons for the grant of these options to Directors and employees are as follows:

  • (i) The options issue was designed to act as an incentive for the recipient Directors and employees to strive to achieve the Company's goals with the aim of enhancing shareholder value.
  • (ii) The options provide an equity holding opportunity for each recipient Director and employee which is linked to the Company's share price performance.
  • (iii) Based on the option exercise price and the rate at which the options vest, the exercise of the options by the Directors and employees is potentially only likely to occur if there is sustained upward movement in the Company's share price.
  • (iv) The number of options issued to the Directors and employees have been determined having regard to the level of Directors and employees' salaries/fees being paid and is a cash free, effective and efficient way of providing an appropriate level of remuneration as well as providing ongoing equity based incentives for the Directors and employees to remain with the Company with a view to improving the future growth of the Company.
  • (v) As a relatively junior exploration company with much of its available funds dedicated or committed to its resource projects (and also in seeking opportunities in relation to the same) and in financing its day to day working capital requirements, the Company is not always in a position to maintain competitive cash salary ranges for its Directors and employees within the industry in which it operates.

for the year ended 30 June 2007

  1. SHARE-BASED PAYMENTS (continued)
Exercise Balance atstart of the Granted during Exercisedduring the Balance at end Vested andexercisable at Fair value at
Date of issue Expiry Date Price year the year year of the year end of the year balance date
21-Jul-06 21-Jul-11 $0.96 - 4,600,000 - 4,600,000 1,380,000 $1,122,035
13-Sep-06 13-Sep-11 $0.96 - 500,000 - 500,000 150,000 $139,609
06-Oct-06 06-Oct-11 $1.20 - 150,000 - 150,000 50,000 $91,966
07-Mar-07 07-Mar-12 $2.10 - 500,000 - 500,000 150,000 $172,389
07-Mar-07 07-Mar-12 $2.81 - 3,300,000 - 3,300,000 990,000 $1,137,764
01-May-07 01-May-12 $2.90 - 100,000 - 100,000 33,333 $17,875
05-Jun-07 01-May-12 $2.90 - 33,000 - 33,000 11,000 $5,896
- 9,183,000 - 9,183,000 2,764,333 $2,687,534
Weighted average exercise price - $1.72 - $1.72 $1.72 $0.29

The weighted average remaining contractual life of share options outstanding at the end of the period was 4.53 years.

No options expired during the periods covered by the above tables. There were no shares issued as a result of the exercise of any Directors' or Employees options during the year (2006: nil).

The fair value of directors' and employees' options are expensed, from their date of grant, over their vesting period; fair values are determined as at date of grant using a binomial tree options valuation model that takes into account the exercise price, the term of the option, the underlying share price as at date of grant, the expected price volatility of the underlying shares and the risk-free interest rate for the term of the option. The cost of all directors' and employees options assessed at fair value as at date of grant is $4,853,292 in total; the value in the above table reflects the fair value of options which the Company is required to expense from their date of grant to the balance date, on the basis that the fair value cost at date of grant is apportioned over the vesting period applicable to each option.

The model inputs for assessing the fair value of options granted during the year are as follows:

  • (a) options are granted for no consideration and vest as described in the table above;
  • (b) exercise price is as described in the table above;
  • (c) grant date is as described in the table above;
  • (d) expiry date is as described in the table above;
  • (e) share price is based on the last bid price on ASX as at date of grant, as described in the table below;
  • (f) expected price volatility of the Company's shares has been assessed independently by BDO Kendalls Corporate Finance (WA) Pty Ltd, as described in the table below;
  • (g) expected dividend yield is nil;
  • (h) risk-free interest rate is based on the 5 year Commonwealth bond yield, as described in the table below.
Share Price Risk
Description of Unlisted at Grant Free Price
Date of issue Options Vesting Criteria Date Rate volatility
21-Jul-06 $0.96 (21 July 2011) 30% on grant, 30% on 21 July 2007 and 40% on 21 $0.79 5.67% 60%
Directors' Options July 2008 months
13-Sep-06 $0.96 (13 September 2011) 30% on grant, 30% on 13 September 2007 and 40% $0.93 5.61% 60%
Director's Options on 13 September 2008
06-Oct-06 $1.20 (6 October 2011) 1/3rd on 6 March 2007, 1/3rd on 6 March 2008 and $1.51 5.50% 65%
Employee Options 1/3rd on 6 March 2009
07-Mar-07 $2.10 (7 March 2012) 30% on grant, 30% on 7 March 2008 and 40% on 7 $1.94 5.85% 65%
Director's Options March 2009
07-Mar-07 $2.81 (7 March 2012) 30% on grant, 30% on 7 March 2008 and 40% on 7 $1.94 5.85% 65%
Directors' Options March 2009
01-May-07 $2.90 (1 May 2012) 1/3rd on 1 November 2007, 1/3rd on 1 November $2.00 6.02% 65%
Employee Options 2008 and 1/3rd on 1 November 2009
05-Jun-07 $2.90 (1 May 2012) 1/3rd on 1 November 2007, 1/3rd on 1 November $2.00 6.02% 65%
Employee Options 2008 and 1/3rd on 1 November 2009

The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information.

DIRECTORS' DECLARATION

The Directors of the Company declare that:

    1. The financial statements, comprising the Income Statement, Balance Sheet, Statement of Changes in Equity and Cash Flow Statement, and accompanying notes as set out on pages 45 to 72, are in accordance with the Corporations Act 2001 and:
    • (a) comply with Accounting Standards and the Corporations Regulations 2001; and
    • (b) give a true and fair view of the Company's and Consolidated Entity's financial position as at 30 June 2007 and of their performance for the year ended on that date;
    1. In the Directors' opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
    1. The remuneration disclosures set out in the Directors' Report on pages 37 to 42 (where applicable and audited) comply with Accounting Standards AASB 124 Related Party Disclosures and the Corporations Regulations 2001.
    1. The Directors have been given the declarations required by section 295A of the Corporations Act 2001 by the Managing Director, the person who performs the chief executive function, and by the Company Secretary, the person who performs the chief financial officer function, for the purposes of section 295A, who have each declared that:
    • (a) the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;
    • (b) the financial statements are in accordance with the Corporations Act 2001, comply with Accounting Standards and the Corporations Regulations 2001 and give a true and fair view of the Company's financial position as at 30 June 2007 and of its performance for the year ended on that date; and
    • (c) the financial statements are founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board. The Company's risk management and internal compliance and control systems are operating efficiently and effectively in all material respects.

This declaration is made in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act 2001.

John Stephenson Shanker Madan

21 September 2007

Chairman Managing Director

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF STRIKE RESOURCES LIMITED

Report on the Financial Report

We have audited the accompanying financial report of Strike Resources Limited, which comprises the balance sheet as at 30 June 2007, and the income statement, statement of changes in equity and cash flow statement for the year ended on that date, a summary of significant accounting policies and other explanatory notes 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.

As permitted by the Corporations Regulations 2001, the Company has disclosed the information about the remuneration of directors and executives ("remuneration disclosures"), required by Australian Accounting Standard AASB 124 Related Party Disclosures, under the heading "Remuneration report" of the Directors' report and not the financial report. We have audited these remuneration disclosures.

Directors' Responsibility for the Financial Report and the AASB 124 remuneration disclosures contained in the Directors' Report

The directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In note 1, the directors also state, in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements, that the financial report of the Group, comprising the financial statements and notes, complies with International Financial Reporting Standards, but that the financial report of the Company does not comply.

The directors of the Company are also responsible for the remuneration disclosures contained in the Directors' report.

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. These Auditing Standards require that we 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. Our responsibility is also to express an opinion that the remuneration disclosures contained in the Directors' report comply with Australian Accounting Standard AASB 124.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report and the remuneration disclosures contained in the Directors' report. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report and the remuneration disclosures contained in the Directors' report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial report and the remuneration disclosures contained in the Directors' report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity'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 and the remuneration disclosures contained in the Directors' 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

    1. In our opinion:
  • (a) the financial report of Strike Resources Limited is in accordance with the Corporations Act 2001, including:
    • (i) giving a true and fair view of the company's and consolidated entity's financial position as at 30 June 2007 and of their performance for the year ended on that date; and
    • (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001.
  • (b) the financial report of the Group also complies with International Financial Reporting Standards as disclosed in note 1.
  • (c) the remuneration disclosures required by paragraphs Aus 25.4 to Aus 25.7.2 of Australian Accounting Standard AASB 124 Related Party Disclosures that are contained in the Remuneration report in the Directors' report comply with Australian Accounting Standard AASB 124 Related Party Disclosures.

STANTONS INTERNATIONAL (An Authorised Audit Company)

John Van Dieren Director

West Perth, Western Australia 21 September 2007

Compliance with Corporate Governance Council's Principles

The extent to which the Company has followed the ASX Corporate Governance Council's 10 principles of good corporate governance and best practice recommendations are as follows:

Principle 1: Lay solid foundations for management and oversight Compliance CGS References /Comments
1.1 Formalise and disclose the functions reserved to the board and those delegated tomanagement. Yes 2, 3.3, 4.1
1.2 Provide the information indicated in Guide to reporting on Principle 1. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• an explanation of any departure from best practice recommendation 1.1.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• the statement of matters reserved for the board or a summary of the board charter or thestatement of delegated authority to management.
Principle 2: Structure the board to add value
2.1 A majority of the board should be independent directors. No 3.5
2.2 The chairperson should be an independent director Yes 3, 3.3, 3.5
2.3 The roles of chairperson and chief executive officer should not be exercised by the sameindividual. Yes 3, 3.2, 3.3, 4.1
2.4 The board should establish a nomination committee No 4.2
2.5 Provide the information indicated in Guide to reporting on Principle 2. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• the skills, experience and expertise relevant to the position of director held by each directorin office at the date of the annual report
• the names of the directors considered by the board to constitute independent directors andthe company's materiality thresholds
• a statement as to whether there is a procedure agreed by the board for directors to takeindependent professional advice at the expense of the company
• the term of office held by each director in office at the date of the annual report
• the names of members of the nomination committee and their attendance at meetings ofthe committee
• an explanation of any departures from best practice recommendations 2.1, 2.2, 2.3, 2.4 or2.5.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• a description of the procedure for the selection and appointment of new directors to theboard
• the charter of the nomination committee or a summary of the role, rights, responsibilitiesand membership requirements for that committee
• the nomination committee's policy for the appointment of directors.
Principle 3: Promote ethical and responsible decision-making
3.1 Establish a code of conduct to guide the directors, the chief executive officer (orequivalent), the chief financial officer (or equivalent) and any other key executives as to: No 6
3.1.1 the practices necessary to maintain confidence in the company's integrity
3.1.2 the responsibility and accountability of individuals for reporting and investigating reportsof unethical practices.
3.2 Disclose the policy concerning trading in company securities by directors officers andemployees. Yes 3.8
Principle 3: Promote ethical and responsible decision-making (continued) Compliance CGS References /Comments
3.3 Provide the information indicated in Guide to reporting on Principle 3. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: Website
• explanation of any departures from best practice recommendations 3.1, 3.2 or 3.3. CGS3.8
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• any applicable code of conduct or a summary of its main provisions. This disclosure may bethe same as that required under Principle 10.
• the trading policy or a summary of its main provisions.
Principle 4: Safeguard integrity in financial reporting
4.1 Require the chief executive officer (or equivalent) and the chief financial officer (orequivalent) to state in writing to the board that the company's financial reports present a trueand fair view, in all material respects, of the company's financial condition and operationalresults and are in accordance with relevant accounting standards. Yes 4.1, 7
4.2 The board should establish an audit committee. No 4.2
4.3 Structure the audit committee so that it consists of: No 4.2, 3
• only non-executive directors
• a majority of independent directors
• an independent chairperson, who is not chairperson of the board
• at least three members.
4.4 The audit committee should have a formal charter. No 4.2
4.5 Provide the information indicated in Guide to reporting on Principle 4. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• details of the names and qualifications of those appointed to the audit committee, or, wherean audit committee has not been formed, those who fulfil the functions of an audit committee
• the number of meetings of the audit committee and the names of the attendees
• explanation of any departures from best practice recommendations 4.1, 4.2, 4.3, 4.4 or 4.5.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• the audit committee charter
• information on procedures for the selection and appointment of the external auditor, and forthe rotation of external audit engagement partners.
Principle 5: Make timely and balanced disclosure
5.1 Establish written policies and procedures designed to ensure compliance with ASX ListingRule disclosure requirements and to ensure accountability at a senior management level forthat compliance. Yes 7, 8.2
5.2 Provide the information indicated in Guide to reporting on Principle 5. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• explanation of any departures from best practice recommendation 5.1 or 5.2.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• a summary of the policies and procedures designed to guide compliance with Listing Ruledisclosure requirements.
Principle 6: Respect the rights of shareholders Compliance CGS References /Comments
6.1 Design and disclose a communications strategy to promote effective communication withshareholders and encourage effective participation at general meetings Yes 8.1
6.2 Request the external auditor to attend the annual general meeting and be available toanswer shareholder questions about the conduct of the audit and the preparation and contentof the auditor's report. Yes Annual GeneralMeetings
6.3 Provide the information indicated in Guide to reporting on Principle 6. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• explanation of any departures from best practice recommendations 6.1 or 6.2.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• a description of the arrangements the company has to promote communication withshareholders.
Principle 7: Recognise and manage risk
7.1 The board or appropriate board committee should establish policies on risk oversight andmanagement. Yes 7
7.2 The chief executive officer (or equivalent) and the chief financial officer (or equivalent)should state to the board in writing that: Yes 7
7.2.1 the statement given in accordance with best practice recommendation 4.1 (the integrityof financial statements) is founded on a sound system of risk management and internalcompliance and control which implements the policies adopted by the board.
7.2.2 the company's risk management and internal compliance and control system isoperating efficiently and effectively in all material respects.
7.3 Provide the information indicated in Guide to reporting on Principle 7. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• explanation of any departures from best practice recommendations 7.1, 7.2 or 7.3.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• a description of the company's risk management policy and internal compliance and controlsystem.
Principle 8: Encourage enhanced performance
8.1 Disclose the process for performance evaluation of the board, its committees andindividual directors, and key executives. Yes 3.11
8.2 Provide the information indicated in Guide to reporting on Principle 8. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• whether a performance evaluation for the board and its members has taken place in thereporting period and how it was conducted
• an explanation of any departure from best practice recommendation 8.1.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• a description of the process for performance evaluation of the board, its committees andindividual directors, and key executives.
Principle 9: Remunerate fairly and responsibly
9.1 Provide disclosure in relation to the company's remuneration polices to enable investors tounderstand (i) the costs and benefits of those policies and (ii) the report link betweenremuneration paid to directors and key executives and corporate performance. Yes Annual Reports
9.2 The board should establish a remuneration committee. No 4.2
Principle 9: Remunerate fairly and responsibly (continued) Compliance CGS References /Comments
9.3 Clearly distinguish the structure of non-executive directors' remuneration from that ofexecutives. Yes Annual Reports
9.4 Ensure that payment of equity-based executive remuneration is made in accordance withthresholds set in plans approved by shareholders. N/A No equity-basedexecutive remunerationin place
9.5 Provide the information indicated in Guide to reporting on Principle 9. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• disclosure of the company's remuneration policies referred to in best practicerecommendation 9.1 and in Box 9.1
• the names of the members of the remuneration committee and their attendance at meetingsof the committee
• the existence and terms of any schemes for retirement benefits, other than statutorysuperannuation, for non-executive directors
• an explanation of any departures from best practice recommendations 9.1, 9.2, 9.3, 9.4 or9.5.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• the charter of the remuneration committee or a summary of the role, rights, responsibilitiesand membership requirements for that committee.
Principle 10: Recognise the legitimate interests of stakeholders
10.1 Establish and disclose a code of conduct to guide compliance with legal and otherobligations. No 6
10.2 Provide the information indicated in Guide to reporting on Principle 10. Yes Annual Reports
The following material should be included in the corporate governance section of the annualreport: WebsiteCGS
• an explanation of any departure from best practice recommendation 10.1.
The following material should be made publicly available, ideally by posting it to the company'swebsite in a clearly marked corporate governance section:
• any applicable code of conduct or a summary of its main provisions.

CORPORATE GOVERNANCE STATEMENT (CGS)

1. Framework and Approach to Corporate Governance and Responsibility

The Board is committed to maintaining the highest standards of Corporate Governance. Corporate Governance is about having a set of core values and behaviours that underpin the Company's activities and ensure transparency, fair dealing and protection of the interests of stakeholders.

The Board of Directors supports the Principles of Good Corporate Governance and Best Practice Recommendations developed by the ASX Corporate Governance Council ("Council"). The Company's practices are largely consistent with the Council's guidelines - the Board considers that the implementation of some recommendations are not appropriate having regard to the nature and scale of the Company's activities and size of the Board. The Board uses its best endeavours to ensure exceptions to the Council's guidelines do not have a negative impact on the Company and the best interests of shareholders as a whole.

Details of all of the Council's recommendations can be found on the ASX website at

http://www.asx.com.au/supervision/governance/index.htm.

2. Board of Directors - Role and responsibilities

In general, the Board is responsible for, and has the authority to determine, all matters relating to the policies, practices, management and operations of the Company. The Board is also responsible for the overall corporate governance of the Company, and recognises the need for the highest standards of behaviour and accountability in acting in the best interests of the Company as a whole. The Board also ensures that the Company complies with all of its contractual, statutory and any other legal or regulatory obligations. The Board has the final responsibility for the successful operations of the Company.

Where the Board considers that particular expertise or information is required, which is not available from within their number, appropriate external advice may be taken and reviewed prior to a final decision being made by the Board.

Without intending to limit the general role of the Board, the principal functions and responsibilities of the Board include the following.

  • (1) formulation and approval of the strategic direction, objectives and goals of the Company;

  • (2) the prudential control of the Company's finances and operations and monitoring the financial performance of the Company;

  • (3) the resourcing, review and monitoring of executive management;

  • (4) ensuring that adequate internal control systems and procedures exist and that compliance with these systems and procedures is maintained;

  • (5) the identification of significant business risks and ensuring that such risks are adequately managed;

  • (6) the timeliness, accuracy and effectiveness of communications and reporting to shareholders and the market;

  • (7) the establishment and maintenance of appropriate ethical standards;

  • (8) responsibilities typically assumed by an audit committee including:

    • (a) reviewing and approving the audited annual and reviewed half yearly financial reports;
    • (b) reviewing the appointment of the external auditor, their independence, the audit fee, and any questions of resignation or dismissal;
  • (9) responsibilities typically assumed by a remuneration committee including:

    • (a) reviewing the remuneration and performance of both Executive and Non-Executive Directors;
    • (b) setting policies for Executives' remuneration, setting the terms and conditions of employment for Executives, undertaking reviews of Executive's performance, including, setting goals and reviewing progress in achieving those goals;
    • (c) reviewing the Company's Executive and employee incentive schemes and making recommendations on any proposed changes.
  • (10) responsibilities typically assumed by a nomination committee including:

    • (a) devising criteria for Board membership, regularly reviewing the need for various skills and experience on the Board and identifying specific individuals for nomination as Directors;
    • (b) oversight of Board and Executive succession plans.

3. Board of Directors – Composition, Structure and Process

The Board has been formed so that it has effective composition, size and commitment to adequately discharge its responsibilities and duties given its current size and the scale and nature of the Company's activities. The names of the Directors in office during the 2006/2007 year and their qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

3.1. Skills, knowledge and experience

Directors are appointed based on the specific corporate and governance skills and experience required by the Company. The Board should contain Directors with a relevant blend of personal experience in accounting and finance, law, financial and investment markets, financial management and public company administration, and Director-level business or corporate experience, having regard to the scale and nature of activities of the Company.

3.2. Chairman, Managing Director and Executive Directors

The Chairman leads the Board and has responsibility for ensuring the Board receives accurate, timely and clear information to enable Directors to perform their duties as a Board. The Chairman of the Company is Dr John Stephenson whose qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

The Managing Director is responsible and accountable to the Board for the Company's management. The Managing Director of the Company is Mr H. Shanker Madan whose qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

Messrs Farooq Khan, Victor Ho and William Johnson are Executive Directors of the Company, whose qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

3.3. Non-Executive Directors

Professor Malcolm Richmond (appointed 25 October 2006) is Non-Executive Director whose qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

3.4. Company Secretary

The Company Secretary is appointed by the Board and is responsible for developing and maintaining the information systems and processes that are appropriate for the Board to fulfil its role and is responsible to the Board for ensuring compliance with Board procedures and governance matters. The Company Secretary is also responsible for overseeing and coordinating disclosure of information to the ASX as well as communicating with the ASX. The Company Secretary is Mr Victor Ho (also an Executive Director), whose qualifications and experience are stated in the Directors' Report for the year ended 30 June 2007.

3.5. Independence

An independent Director, in the view of the Company, is a Non-Executive Director who:

  • (1) is not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company;
  • (2) within the last 3 years has not been employed in an Executive capacity by the Company , or been a Director after ceasing to hold any such employment;
  • (3) within the last 3 years has not been a principal of a material professional adviser or a material consultant to the Company , or an employee materially associated with a service provider;
  • (4) is not a material supplier or customer of the Company , or an officer of or otherwise associated directly or indirectly with a material supplier or customer;
  • (5) has no material contractual relationship with the Company other than as a Director of the Company;
  • (6) has not served on the Board for a period which could, or could reasonably be perceived to, materially interfere with the Director's ability to act in the best interests of the Company; and
  • (7) is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director's ability to act in the best interests of the Company.

Within the current Board, Non-Executive Directors, Dr Stephenson and Professor Richmond are regarded as independent Directors. The balance of the Board, being Executive Directors, is not considered independent within the definition outlined above.

The Board considers that the Company was and is not currently of a size, nor are its affairs of such complexity to justify the appointment and further expense of a majority of independent Non-Executive Directors. The Board believes that the individuals on the Board can make, and do make, quality and independent judgments in the best interests of the Company on all relevant issues.

If the Company's activities increase in size, nature and scope the size of the Board will be reviewed periodically and the optimum number of Directors required for the Board to properly perform its responsibilities and functions.

3.6. Conflicts of Interest

To ensure that Directors are at all times acting in the interests of the Company, Directors must:

  • (1) disclose to the Board actual or potential conflicts of interest that may or might reasonably be thought to exist between the interests of the Director and the interests of any other parties in carrying out the activities of the Company; and
  • (2) if requested by the Board, within 7 days or such further period as may be permitted, take such necessary and reasonable steps to remove any conflict of interest.

If a Director cannot or is unwilling to remove a conflict of interest then the Director must, as per the Corporations Act, absent himself from the room when Board discussion and/or voting occurs on matters about which the conflict relates (save with the approval of the remaining Directors and subject to the Corporations Act).

3.7. Related Party Transactions

Related party transactions include any financial transaction between a Director and the Company as defined in the Corporations Act or the ASX Listing Rules. Unless there is an exemption under the Corporations Act from the requirement to obtain shareholder approval for the related party transaction, the Board cannot approve the transaction. The Company also discloses related party transactions in its financial report as required under relevant Accounting Standards.

3.8. Share Dealings and Disclosures

The Company's policy regarding Directors, Executives and employees dealing in its securities, is set by the Board. The Board restricts Directors, Executives and employees from acting on material information until it has been released to the market and adequate time has been given for this to be reflected in the security's prices. Executives and employees and Directors are required to consult the Chairman and the Board respectively, prior to dealing in securities in the Company or other companies in which the Company has a relationship.

Dealings are not permitted at any time whilst in the possession of price sensitive information not already available to the market. In addition, the Corporations Act prohibits the purchase or sale of securities whilst a person is in possession of inside information.

3.9. Board Nominations

The Board will consider nominations for appointment or election of Directors that may arise from time to time having regard to the corporate and governance skills required by the Company and procedures outlined in the Constitution and the Corporations Act.

3.10. Terms of Appointment as a Director

The current Directors of the Company have not been appointed for fixed terms. The constitution of the Company provides that a Director other than the Managing Director may not retain office for more than three calendar years or beyond the third annual general meeting following his election, whichever is longer, without submitting himself for re-election. One third of the Directors (save for a Managing Director) must retire each year and are eligible for re-election. The Directors who retire by rotation at each annual general meeting are those with the longest length of time in office since their appointment or last election.

3.11. Performance Review and Evaluation

It is the policy of the Board to ensure that the Directors and Executives of the Company be equipped with the knowledge and information they need to discharge their responsibilities effectively, and that individual and collective performance is regularly and fairly reviewed. Although the Company is not of a size to warrant the development of formal processes for evaluating the performance of its Board, individual Directors and Executives, there is on-going monitoring by the Chairman and the Board. The Chairman also speaks to Directors individually regarding their role as a Director.

3.12. Meetings of the Board

The Chairman and Company Secretary generally schedules monthly formal Board meetings. In addition, the Board meets whenever necessary to deal with specific matters requiring attention between scheduled monthly meetings. Circulatory Resolutions are also utilised where appropriate either in place or in addition formal Board meetings. Board meetings are held predominantly by telephone conferencing as not all Directors are resident in the one city. However, the Board will convene face to face meetings from time to time as is appropriate based on the particular items of business for consideration.

Each member of the Board is committed to spending sufficient time to enable them to carry out their duties as a Director of the Company.

It is recognised and accepted that Board members may also concurrently serve on other boards, either in an executive or nonexecutive capacity.

3.13. Independent Professional Advice

Subject to prior consultation with the Chairman, each Director has the right to seek independent legal and other professional advice at the Company's expense concerning any aspect of the Company's operations or undertakings in order to fulfil their duties and responsibilities as Directors.

3.14. Access to Company Information and Confidentiality

All Directors have the right of access to all relevant Company books and to the Company's Executive Management. In accordance with legal requirements and agreed ethical standards, Directors and Executives of the Company have agreed to keep confidential, information received in the course of the exercise of their duties and will not disclose non-public information except where disclosure is authorised or legally mandated.

3.15. Directors' Deeds

The Company has also entered into a deed with each of the current Directors to regulate certain matters between the Company and each Director, both during the time the Directors holds office and after the Director ceases to be an officer of the Company (or wholly owned subsidiaries). A summary of the terms of such deed is contained within the Company's notice of meeting dated 31 May 2006 for a general meeting held on 14 July 2006 where shareholders approved the Company entering into such deed with each of Dr Stephenson and Messrs Madan, Khan and Ho. Shareholders approved of the Company entering into the same deed with Mr Johnson (on 13 September 2006) and Professor Richmond (on 6 March 2007).

4. Management

4.1. Executives

Please refer to section 3.2 for details of the Company's Managing Director and Executive Directors. The Company presently has one other Executive Officer being the Company Secretary (who is also an Executive Director). The Company does not presently have a Chief Financial Officer ("CFO").

The Board has determined that the Managing Director and the Company Secretary are the appropriate persons to make the chief executive and CFO equivalent declarations respectively in respect of the year ended 30 June 2007, as required under section 295A and recommended by the Council.

4.2. Board and Management Committees

In view of the current composition of the Board (which comprises four Executive and two Non-Executive Directors) and the nature and scale of the Company's activities, the Board has considered that establishing formally constituted committees for audit, board nominations and remuneration would contribute little to its effective management.

Accordingly audit matters, the nomination of new Directors and the setting, or review, of remuneration levels of Directors and Executives are reviewed by the Board as a whole and approved by resolution of the Board (with abstentions from relevant Directors where there is a conflict of interest). That is, matters typically dealt with by an audit, nominations and remuneration committee are dealt with by the full Board.

5. Remuneration Policy

Please refer to the Remuneration Report in the Director's Report for the year ended 30 June 2007.

6. Code of Conduct and Ethical Standards

The Company is not of a size that warrants the establishment of a formal code of conduct that guides compliance with all levels of legal and other obligations to stakeholders. However, the Company's policies are focussed on ensuring that all Directors, Executives, and employees act with the utmost integrity and objectivity in carrying out their duties and responsibilities, striving at all times to enhance the reputation and performance of the Company. The Company will investigate developing a code of conduct as its operations expand in the 2007/2008 year.

7. Internal Control and Risk Management

The Board is responsible for the identification, monitoring and management of significant business risks and the implementation of appropriate levels of internal control, recognising however that no cost effective internal control system will preclude all errors and irregularities. The Board regularly reviews and monitors areas of significant business risk.

The Board has determined that the Managing Director and the Company Secretary are the appropriate persons to make the chief executive and CFO equivalent declarations respectively in respect of the year ended 30 June 2007, on the risk management and internal compliance and control systems recommended by the Council.

8. Communications

8.1. Communications to Market and Shareholders

The Board recognises its duty to ensure that its shareholders are informed of all major developments affecting the Company's state of affairs. Information is communicated to shareholders and the market through:

  • (1) The Annual Report which is distributed to shareholders if they have elected to receive a printed version and otherwise available for viewing and downloading from the Company's website;
  • (2) The Annual General Meeting and other general meetings called to obtain shareholder approvals as appropriate;
  • (3) The Quarterly Reports and Half-Yearly Directors' and Financial Reports which are posted on to the Company's website;
  • (4) Other announcements released to ASX as required under the continuous disclosure requirements of the ASX Listing Rules and other information that may be mailed to shareholders, which are posted on to the Company's website.

The Company actively promotes communication with shareholders through a variety of measures, including the use of the Company's website and email. The Company's reports and ASX announcements may be viewed and downloaded from its website: www.strikeresources.com.au or the ASX website: www.asx.com.au under ASX code "SRK". The Company also maintains an email list for the distribution of the Company's announcements via email in a timelier manner.

8.2. Continuous Disclosure to ASX

The Board has designated the Company Secretary as the person responsible for overseeing and coordinating disclosure of information to the ASX as well as communicating with the ASX. In accordance with the ASX Listing Rules the Company immediately notifies the ASX of information:

  • (1) concerning the Company that a reasonable person would expect to have a material effect on the price or value of the Company's securities; and
  • (2) that would, or would be likely to, influence persons who commonly invest in securities in deciding whether to acquire or dispose of the Company's securities.

29 October 2007

SCHEDULE OF PERUVIAN CONCESSIONS as at 19 October 2007

APURIMAC PROJECT

CONCESSION NAME AREA(hectares) DISTRICT PROVINCE NATIONALCHARTREFERENCE CODE TILE FILENUMBER
(1) Opaban I 999 Andahuaylas Andahuaylas Andahuaylas(28-P). 05006349X01 No. 8625-94/RPM datedDecember 16,1994 20001465
(2) Opaban III 990 Andahuaylas Andahuaylas Andahuaylas(28-P). 05006351X01 No. 8623-94/RPM datedDecember 16,1994. 20001464
(3) Los Andes I 999 Andahuaylas Andahuaylas Andahuaylas(28-P). 05006372X01 No. 0134-95-RPM datedJanuary 31,1995. 200001481
(4) Pitumarca II 1,000 Pampachiri Andahuaylas Andahuaylas(28-P). 05006385X01 No. 8686-94-RPM datedDecember 22,1994. 20001478
(5) LucreciaEsperanza 100 Pampachiri Andahuaylas Chalhuana(29-P). 01-00649-99 No. 00623-2001-INACC/J datedJuly 26, 2001. 11032475
(6) NuevaOropampa 6 400 Pampachiri Andahuaylas Chalhuana(29-P). 01-00860-99 No. 04043-2000-RPM datedOctober 13,2000. 11032603
(7) Mapsa 2001 800 SanGerónimo /Pacucha Andahuaylas Andahuaylas(28-P). 01-01204-01 No. 00590-2002-INACC/J datedApril 8, 2002. 11032600
(8) Coriminas II 1,000 Pampachiri /Sañayca /capay Andahuaylas Chalhuana(29-P). 01-01624-99 No. 02760-2000-RPM, dated July25, 2000. 11032965
(9) Coriminas V 1,000 Pampachiri Andahuaylas Chalhuana(29-P). 01-01626-99 No. 0936-00-RPM datesMarch 16, 2000. 20003140
(10) Ferrum 1 1000 Andahuaylas/ SanGerónimo Andahuaylas Andahuaylas(28-P). 01-02983-04 No. 00228-2005-INACC/J datedJanuary 19,2005. 11053798
(11) Ferrum 2 1000 SanGerónimo Andahuaylas Andahuaylas(28-P). 01-02984-04 No. 00227-2005-INACC/J datedJanuary 19,2005. 11053836
(12) Ferrum 3 1000 Andahuaylas/ SanGerónimo Andahuaylas Andahuaylas(28-P). 01-02985-04 No. 00229-2005-INACC/J datedJanuary 19,2005. 11053807
(13) Ferrum 4 1000 SanGerónimo /Lucre Andahuaylas /Aymaraes Andahuaylas(28-P). 01-02986-04 No. 00230-2005-INACC/J datedJanuary 19,2005. 11053810
(14) Ferrum 5 1000 Lucre Aymaraes Andahuaylas(28-P). 01-02987-04 No. 00323-2005-INACC/J datedJanuary 25,2005. 11053816
(15) Ferrum 6 1000 Andahuaylas/ Lucre Aymaraes /Andahuaylas Andahuaylas(28-P). 01-02988-04 No. 00231-2005-INACC/J datedJanuary 19,2005. 11053819
(16) Ferrum 7 500 San Juan deChacña Aymaraes Andahuaylas(28-P). 01-02989-04 No. 00396-2005-INACC/J datedJanuary 27,2005. 11053822
(17) Ferrum 8 900 Andahuaylas/ Talavera Andahuaylas Andahuaylas(28-P). 01-02990-04 No. 00232-2005-INACC/J datedJanuary 19,2005. 11053827
(18) Ferrum 9 1000 Lucre Aymaraes Andahuaylas(28-P). 01-02991-04 No. 00324-2005-INACC/J datedJanuary 25,2005. 11053830
(19) Ferrum 10 1000 San Juan deChacña Aymaraes Andahuaylas(28-P). 01-02992-04 No. 00325-2005-INACC/J datedJanuary 25,2005. 11053833

SCHEDULE OF PERUVIAN CONCESSIONS as at 19 October 2007

APURIMAC PROJECT (continued)

CONCESSION NAME AREA(hectares) DISTRICT PROVINCE NATIONALCHART CODE TILE FILENUMBER
(20) Ferrum 11 1000 Lucre Aymaraes REFERENCEAndahuaylas(28-P). 01-02993-04 No. 02512-2005-INACC/J datedJune 12, 2005. 11053835
(21) Ferrum 12 1000 SanGerónimo Andahuaylas Andahuaylas(28-P). 01-02994-05 No. 00326-2005-INACC/J datedJanuary 25,2005. 11053804
(22) Ferrum 13 600 Andahuaylas/ Talavera Andahuaylas Andahuaylas(28-P). 01-03139-06 No. 4416-2006-INACC/J datedOctober 16,2006 11061068
(23) Ferrum 26 1000 Andahuaylas Andahuaylas Andahuaylas(28-P). 01-02274-07 No. 000853-2007-INGEMMET/PCD/PM datedSeptember 07,2007. PendingRegistration
(24) Ferrum 27 1000 Andahuaylas Andahuaylas Andahuaylas(28-P). 01-02629-07 No. 000581-2007-INGEMMET/PCD/PM datedSeptember 05,2007. PendingRegistration
(25) Cristoforo 22 500 Andahuaylas Andahuaylas Andahuaylas(29-P). 01-01656-02 Pending PendingdefinitiveRegistration.15
(26) Cristoforo 1416 1000 Pampachiri Andahuaylas Andahuaylas(29-P). 01-02327-99 No. 02693-2000RPM dated 24July 2000 11034702
(27) Cristoforo 2813 500 Toraya Aymaraes Andahuaylas(29-P). 01-00152-05 No. 01824-2005INACC/J dated 4May 2005 PendingRegistration
(28) Ferrosa 2913 400 TumayHuaraca Andahuaylas Andahuaylas(29-P). 01-00473-05 No. 01709-2005RPM dated 21April 2004 PendingRegistration

CUZCO PROJECT

CONCESSION NAME AREA(hectares) DISTRICT PROVINCE NATIONALCHART CODE TILE FILENUMBER
(1) Flor de María 906.94 Santo Tomás Chumbivilcas REFERENCELivitaca(29-S). 05006521X01 No. 7078-95-RPM datedDecember 29,1995. 20001742
(2) Delia Esperanza 1,000 Santo Tomás Chumbivilcas Livitaca(29-S). 05006522X01 No. 0686-95-RPM datedMarch 31, 1995. 20001743
(3) Julia Clara 1,000 Colquemarca Chumbivilcas Livitaca(29-S). 05006523X01 No. 4600-95/RPM datedSeptember 26,1995. 20001744
(4) El Pacífico I 618.95 Cápacmarca Chumbivilcas Livitaca(29-S). 05006536X01 No. 7077-95/RPM datedDecember 29,1995. 20001785
(5) El Pacífico II 1,000 Santo tomás Chumbivilcas Livitaca(29-S). 05006524X01 No. 7886-94/RPM datedNovember 25,1994. 20001746
(6) Ferrum 14 400 Chamaca Chumbivilcas Livitaca(29-S). 01-03047-05 No. 05032-2005-INACC/Jdated November30, 2005. 11053842

15 The transference of this mining application has been recorded in a temporary entry (No. 11067786)

16 Pursuant to assignment and option agreement dated 18 May 2007 between Strike Resources Peru SAC (the Peruvian subsidiary of the Company) and the Peruvian vendor. Strike Resources Peru SAC's rights under this assignment and option agreement is assignable and as the concessions are located near some of the Apurimac Project concessions held by Apurimac Ferrum, it is intended that these concessions be assigned to Apurimac Ferrum at cost.

SCHEDULE OF AUSTRALIAN TENEMENTS as at 19 October 2007

Project Status ApplicationNo Grant /ApplicationDate ExpiryDate Area(Blocks) Area(km²) Location / PropertyName State Company'sInterest
Paulsen East(West Pilbara Granted EL47/1328 05/10/06 04/10/11 6 18 Paulsen East WA 75%
Region) Granted PL47/1170 27/03/06 26/03/11 164hectares 1.64 Paulsen East WA 75%
King Sound(West Kimberley Application ELA04/1657 26/02/07 N/A 43 141 King Sound WA 100%
Region) Application ELA04/1658 26/02/07 N/A 58 190 King Sound WA 100%
Application ELA04/1659 26/02/07 N/A 98 321 King Sound WA 100%
Angela(Northern Territory) Application ELA25862 07/12/06 N/A 12 38 Alice Springs NT 75%

ADDITIONAL ASX INFORMATION

as at 19 October 2007

ISSUED CAPITAL

Quoted /To be Quoted Not Quoted Total
Fully paid ordinary shares 79,134,380 - 79,134,380
$0.20 (30 June 2008) Options 10,284,787 - 10,284,787
$0.20 (9 February 2011) Unlisted Options - 1,833,333 1,833,333
$0.30 (9 February 2011) Unlisted Options - 1,666,667 1,666,667
$0.96 (21 July 2011) Directors' Options - 4,600,000 4,600,000
$0.96 (13 September 2011) Unlisted Directors' Options 500,000 500,000
$1.20 (6 October 2011) Unlisted Employee Options 150,000 150,000
$2.10 (7 March 2012) Unlisted Directors' Options 500,000 500,000
$2.81 (7 March 2012) Unlisted Directors' Options 3,300,000 3,300,000
$2.90 (1 May 2012) Unlisted Employee' Options 133,000 133,000
$2.90 (5 September 2012) Unlisted Employee's Options 200,000 200,000
Total 89,619,167 12,883,000 102,302,167

VOTING RIGHTS

Subject to any rights or restrictions for the time being attached to any class or classes of shares (at present there are none), at meetings of shareholders of the Company:

  • (1) each shareholder entitled to vote may vote in person or by proxy, attorney or representative;
  • (2) on a show of hands, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder has one vote; and
  • (3) on a poll, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder shall, in respect of each fully paid share held by such person, or in respect of which such person is appointed a proxy, attorney or corporate representative, have one vote for that share.

ADDITIONAL ASX INFORMATION

as at 19 October 2007

DISTRIBUTION OF ORDINARY FULLY PAID SHARES

Spread of Holdings Number of Holders Number of Units % of Total Issue Capital
1 - 1,000 425 214,370 0.270
1,001 - 5,000 1,321 4,457,675 5.633
5,001 - 10,000 517 4,057,940 5.127
10,001 - 100,000 738 23,581,095 29.798
100,001 - and over 98 46,823,300 59.169
Total 3,099 79,134,380 100%

Unmarketable Parcel

Spread of Holdings Number of Holders Number of Units % of Total Issue Capital
1 - 185 106 1,320 0.00%
186 - and over 2,993 79,133,060 100.00%

An unmarketable parcel is considered, for the purposes of the above table, to be a shareholding of 185 shares or less, being a value of $500 or less in total, based upon the Company's last bid share price on 19 October 2007 of $2.70 per share.

TOP 20 ORDINARY FULLY PAID SHAREHOLDERS

Rank Shareholders Total Shares % Issued Capital
1 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 5,571,587 7.040
2 DATABASE SYSTEMS LIMITED * 4,839,356 6.115
3 ANZ NOMINEES LIMITED 4,590,292 5.800
4 CITICORP NOMINEES PTY LIMITED 3,832,654 4,843
5 ORION EQUITIES LIMITED 2,475,996 3.128
6 CLASSIC CAPITAL PTY LTD 1,550,000 1.958
7 NATIONAL NOMINEES LIMITED 1,346,159 1.701
8 PATICOA NOMINEES PTY LTD 1,134,428 1.433
9 NEFCO NOMINEES PTY LTD 1,107,513 1.399
10 PATER INVESTMENTS PTY LTD 1,000,000 1.263
11 BLUE CRYSTAL PTY LTD 710,000 0.897
12 DR SALIM CASSIM 650,846 0.822
13 MR GEORGE BRYANT MACFIE 634,846 0.802
14 IRREWARRA INVESTMENTS PTY LTD 600,000 0.758
15 ACCBELL NOMINEES LTD 570,242 0.720
16 CITYSIDE INVESTMENTS PTY LTD 550,000 0.695
17 SURPION PTY LTD <m &="" a="" c="" co="" suhr="" w=""> 500,000 0.631
18 MR SHANKER MADAN & MRS ANU MADAN 500,000 0.631
19 RENMUIR HOLDINGS LIMITED 487,428 0.615
20 MR NUNZIO PLACIDO D'ARRIGO 408,000 0.515
Total 33,059,347 41.763%

* Substantial shareholder of the Company

ADDITIONAL ASX INFORMATION as at 19 October 2007

DISTRIBUTION OF LISTED $0.20 (30 JUNE 2008) OPTIONS

Spread of Holdings Number of Holders Number of Units % of Total Issue Capital
1 - 1,000 20 8,714 0.084
1,001 - 5,000 52 173,926 1.691
5,001 - 10,000 25 201,312 1.957
10,001 - 100,000 44 1,526,361 14.84
100,001 - and over 12 8,374,474 81.425
Total 153 10,284,787 100%

TOP 20 LISTED $0.20 (30 JUNE 2008) OPTIONS

Rank Optionholder Total Options % Total Options OnIssue
1 DATABASE SYSTEMS LIMITED 4,537,734 44.120
2 ORION EQUITIES LIMITED 1,014,806 9.867
3 MR DENIS IVAN RAKICH 779,000 7,573
4 EMPIRE HOLDINGS PTY LTD 592,500 5.760
5 MR TROY VALENTINE 300,000 2.916
6 CITYSIDE INVESTMENTS PTY LTD 281,666 2.738
7 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 269,500 2.620
8 MS ROSANNA DE CAMPO 217,598 2.115
9 WILLBURY HOLDINGS PTY LTD 205,000 1.993
10 FAROOQ KHAN 176,670 1.717
11 NEFCO NOMINEES PTY LTD 100,000 0.972
12 MR PHILLIP NICOLAOU & MRS NATALIE LUCIANA NICOLAOU<p &="" a="" c="" family="" n="" nicolaou=""> 100,000 0.972
13 MR RODNEY MALCOLM JONES & MRS CAROL ROBIN JONES 90,000 0.875
14 MR MOHAMMED AYUB KHAN 75,000 0.729
15 MS SKY MCNALLY <s &="" a="" c="" family=""> 75,000 0.729
16 MELSHARE NOMINEES PTY LTD 69,361 0.674
17 MRS AFIA AYUB KHAN 58,337 0.567
18 FIMCODE PTY LTD 58,334 0.567
19 DIPLOMAT HOLDINGS PTY LTD 55,000 0.534
20 BERENES NOMINEES PTY LTD 53,001 0.515
Total 9,108,507 88.553

Strike Resources Limited ABN 94 088 488 724 ASX Code: SRK

www.strikeresources.com.au

REGISTERED OFFICE:

Level 14, The Forrest Centre 221 St Georges Terrace Perth, Western Australia 6000

SHARE REGISTRY:

Advanced Share Registry Services 110 Stirling Highway Nedlands, Western Australia 6009