AuKing Mining Limited
ABN 29 070 859 522
ANNUAL REPORT
For the year ended 31 December 2017
AuKing Mining Limited
2017 Annual Report
CORPORATE DIRECTORY
AuKing Mining Limited A.C.N 070 859 522
Board of Directors
Dr Huaisheng Peng (Chairman)
Mr Paul Williams (Managing Director)
Mr Zewen (Robert) Yang (Executive Director)
Mr Qinghai Wang (Non-Executive Director)
Head Office
Suite 11, Level 4
320 Adelaide Street
Brisbane QLD 4000
Company Secretary
Mr Paul Marshall
ASX Code: AKN
Auditors
Ernst and Young
Level 51
111 Eagle Street
Brisbane QLD 4000
Telephone:
Email:
Website:
07 3041 1306
admin@aukingmining.com
www.aukingmining.com
Share Registry
Link Market Services Limited
Level 21
10 Eagle Street
Brisbane QLD 4000
Telephone:
Fax:
Website:
07 3011 3333
07 3011 3100
www.ey.com
Telephone: 1300 554 474
Facsimile: 02 9287 0303
Website: www.linkmarketservices.com.au
Page 2 of 43
AuKing Mining Limited
2017 Annual Report
CONTENTS
Directors’ Report
Company Overview and Strategy
Review of Operations
Directors and Officers
Financial Results
Future Developments
Remuneration Report
Auditor's Independence Declaration
Additional Stock Exchange Information
Annual Financial Report
Consolidated Statement of Comprehensive Income
Consolidated Balance Sheet
Consolidated Statement of Changes in Equity
Consolidated Cash Flow Statement
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
4
4
6
8
8
9
15
16
17
18
19
20
21
39
40
Page 3 of 43
AuKing Mining Limited
2017 Annual Report
COMPANY OVERVIEW AND STRATEGY
The principal activities of the Company and its controlled entities during the year comprised:
(cid:216) Acquisition of a 30% initial shareholding interest in Bonito Minerals, the holder of the La Dura gold/silver project in
Mexico;
(cid:216) Disposal of the Company’s mineral exploration tenures in the Mount Isa region of north-western Queensland; and
(cid:216) Ongoing Identification and assessment of copper and gold project opportunities for acquisition – both in Australia
and overseas.
REVIEW OF OPERATIONS
Projects
La Dura, Mexico
In late April 2017 AKN announced that it had entered into an agreement to acquire an initial 30% shareholding interest in
Bonito Minerals Pty Ltd (Bonito). Bonito is the holder of the “La Dura” project comprising five mining concessions in
Durango State, Mexico. The La Dura concessions sit in the highly mineralised Sierra Madre Occidental – a region that
has seen large scale gold and silver mining for 400 years.
The key terms of the agreement with Bonito were as follows:
•
•
•
•
•
•
•
AKN was to conduct a due diligence review until 31 May 2017, including a site visit by technical advisors;
AKN had a two-staged process to acquire an initial 30% shareholding in Bonito as follows:
o
o
Payment of A$350k and the issue of A$125k in AKN shares (on signing formal agreements) to acquire an
initial 14.2% shareholding in Bonito; and
Payment of A$400k and the issue of A$125k in AKN shares by 31 October 2017 to acquire a further 15.8%
shareholding in Bonito.
AKN has an option to purchase a further 20% of the Bonito shares upon payment of a further A$1.5M on or before
31 October 2018 ($500k by 31 January 2018 and $1M by 31 October 2018);
AKN had the immediate right to appoint a director to the Bonito Board and, if its future shareholding in Bonito
exceeds 50% then additional Board members could be appointed by AKN;
The number of AKN shares to be issued as part of the initial 30% acquisition were to be calculated by reference
to a 15% discount to the 20 day VWAP prior to issue;
AKN would have a pre-emptive right to participate in future issues of securities by Bonito (should there be any);
and
AKN and Bonito would also have an agreed process (by way of independent valuation) to enable AKN to acquire
100% ownership of the La Dura project at some future time.
AKN completed its initial due diligence review in May 2017 and elected to proceed to completion of the initial Bonito
acquisition. AKN completed the initial 30% Bonito share acquisition in late October 2017.
Bonito’s exploration team commenced preparations for an initial exploration drilling program to be carried out at La Dura
later in the year. The drilling program commenced in late November and was finalized in mid-January 2018. Approximately
1700m of reverse circulation (RC) drilling was completed in this program.
AKN management continued to review and assess (in conjunction with JCHX Group management) various new copper
and gold project opportunities for potential acquisition. No concluded agreement has yet been achieved and the review
activities are ongoing.
Sale of Mount Isa Project Interests
During the course of 2017, AKN completed the sale to Hammer Metals Ltd (HMX) of all of its mining tenement interests
in the Mount Isa region – these interests comprised AKN’s 100% holdings in EPMs 12205, 14019 and 14022, together
with a 51% joint venture interest in EPM 14467 (under the Mt Frosty Joint Venture with Mount Isa Mines Ltd – a Glencore
Group company).
AKN received a total of 1,500,000 shares in HMX as consideration for the sale of the mining tenements. These shares
were the subject of a voluntary restriction agreement that lapsed in November 2017.
Page 4 of 43
AuKing Mining Limited
2017 Annual Report
Corporate Activities
The Company completed a name change to “AuKing Mining Limited” with approval from shareholders in May 2017.
AKN management continued to review and assess (in conjunction with JCHX Group management) various new copper
and gold project opportunities for potential acquisition. These projects were situated both in Australia and overseas. No
concluded agreement has yet been achieved and the review activities are ongoing.
DIRECTORS AND OFFICERS
The following persons were directors of AuKing Mining Limited (‘AKN’ or ‘the Company’) during the whole of the financial
period and up to the date of this report, unless stated:
Dr Huaisheng Peng
(Appointed 6/12/2016)
Non-Executive Chairman, BE (Mining), Executive MBA, PhD (Science)
Dr Peng is a Chinese citizen and professional senior mining engineer with over 25 years’ experience in the mining sector.
He was born in 1964 and obtained a Mining Engineering Bachelor degree from the Northeast University in Shenyang,
Liaoning, an EMBA degree from Tsinghua University, Beijing, and a PhD in Science from Central South University at
Changsha, China. He is also a supervisor of PhD degree applicants.
From August 1984 to December 2007, Dr.Peng served in the China Nonferrous Engineering and Research Institute
successively as Engineer, Senior Engineer, Vice Director, Vice President, and Deputy General Manager of China ENFI
Engineering Corporation (China’s largest engineering firm).
Between 2008 and mid-2014 Dr Peng served in various roles with Aluminum Corp of China (“Chinalco”) including
Executive Director and CEO of Hong Kong Stock Exchange-listed Chinalco Mining International Ltd (“CMI”). During this
period Dr Peng oversaw construction and development of the large Toromocho copper mine in Peru as well as the stock
market listing of CMI in Hong Kong.
Dr Peng is currently President of JCHX Group Co Ltd and a Director of Shanghai Stock Exchange-listed JCHX Mining
Management Co Ltd.
Mr Paul Williams
(Appointed 6/3/2013)
Managing Director, LLB, BA.
Mr Williams holds both Bachelor of Arts and Law Degrees from the University of Queensland and practised as a corporate
and commercial lawyer with Brisbane legal firm Hopgood Ganim for 17 years. He ultimately became an equity partner of
that firm before joining Eastern Corporation as their Chief Executive Officer in August 2004. In mid-2006 Mr Williams joined
Mitsui Coal Holdings in the role of General Counsel, participating in the supervision of the coal mining interests and business
development activities within the multinational Mitsui & Co group.
Mr Williams is well known in the Brisbane investment community as well as in Sydney and Melbourne and brings to the
AKN Board a broad range of commercial and legal expertise – especially in the context of mining and exploration
activities. He also has a strong focus on corporate governance and the importance of clear and open communication of
corporate activity to the investment markets.
Mr Williams is a founding member of Equine Learning for Futures Inc., a charitable organization based in SE Queensland
which provides horse-based workshops and programs for disadvantaged children and youths.
Mr Zewen Yang
(Appointed 31/7/2007)
Executive Director, BA, MComm, MAICD
Mr Yang has more than 20 years’ experience in mineral resources trading and project investment areas in China and
Australia. He has previously worked for China Non-Ferrous Metals Import and Export Company and has been with the
Chinalco Yunnan Copper Industry (Group) Co. Limited since March 2004.
He has a Bachelor of Arts degree majoring in Economics and specialising in International Business from Sichuan
University, China and a Masters degree of Commerce majoring in International Business from University of New South
Wales.
Page 5 of 43
AuKing Mining Limited
2017 Annual Report
Mr Qinghai Wang
(Appointed 6/12/2016)
Non-Executive Director, MMGT and Fin
Mr Wang is a Chinese citizen, 35 years of age and holds a Masters Degree in Management and Finance from the
University of Bath in the United Kingdom.
Mr Wang is currently Vice President and Director of JCMM and also the sole Director of AKN’s largest shareholder,
Bienitial International Industrial Co Ltd.
Mr. Wang previously served at JCMM in the roles of Auditor, Vice Manager of Legal & Securities Department, General
Manager of HR Management Centre, and Assistant President. In his current position Mr Wang supervises the Human
Resources and Information Technology divisions within JCHX Mining Management Co Ltd.
Interests in the shares and options of the Company
As at the date of this report, the interests of the Directors in the shares and options of AuKing Mining Limited are shown
in the table below:
Director
Huaisheng Peng
Qinghai Wang *
Paul Williams
Zewen Yang
Ordinary
Shares
-
349,018,230
10,707,173
-
* Shares are held by Biential International Industrial Co Ltd. Mr Wang is a Director of Biential International Industrial Co Ltd.
COMPANY SECRETARY
Mr Paul Marshall was the Secretary of AuKing Mining Limited throughout the period and until the date of this report.
Paul Marshall
Company Secretary and Chief Financial Officer, LLB, ACA
Paul Marshall is a Chartered Accountant. He holds a Bachelor of Law degree, and a post Graduate Diploma in Accounting
and Finance. He has 30 years professional experience having worked for Ernst and Young for ten years, and
subsequently twenty years spent in commercial roles as Company Secretary and CFO for a number of listed and unlisted
companies mainly in the resources sector. He has extensive experience in all aspects of company financial reporting,
corporate regulatory and governance areas, business acquisition and disposal due diligence, capital raising and company
listings and company secretarial responsibilities.
PRINCIPAL ACTIVITIES
The principal activity of the Company and its controlled entities (‘Consolidated Entity’) during the period was mineral
exploration. There were no significant changes in the nature of the Consolidated Entity’s principal activity during the
period.
DIVIDENDS PAID OR RECOMMENDED
There were no dividends paid or recommended during the period (2016: $nil).
Page 6 of 43
AuKing Mining Limited
2017 Annual Report
FINANCIAL RESULTS
Capital structure
At 31 December 2017 the Company had 932,584,461 ordinary shares on issue.
Financial position
The Consolidated Entity had net assets and working capital of $67,443 at 31 December 2017. The majority of the
Consolidated Entity’s assets was cash reserves of $370,334.
Treasury policy
The Consolidated Entity does not have a formally established treasury function. The Board is responsible for managing
the Consolidated Entity’s currency risks and finance facilities. The Consolidated Entity does not currently undertake
hedging of any kind.
Liquidity and funding
At 31 December 2017 the Consolidated Entity had cash reserves of $370,334 and working capital of $67,443. $750,000
remains available from the JCHX loan facility.
Operating Results
Revenue
As an early stage exploration company, AuKing Mining Limited does not generate any recurring income other than interest
on its cash holdings.
Expenses
The Consolidated Entity’s main expenses, excluding its share of loss on the Bonito Minerals investment, are as follows:
Employment and consultancy expenses
Depreciation expense
Project generation and other exploration expenditure
Administration expenses
Finance costs
Total
December 2017
$
783,058
19,483
81,500
380,324
548
1,264,913
Comparison with Prior Year
For the 12 months ended 31 December 2017, the loss for the Consolidated Entity after providing for income tax was
$2,248,131 (2016: $5,059,394)
After excluding the impact of the following non-recurring items:
(cid:216) Equity accounted share of loss on Bonito Minerals
(cid:216) Impairment charges;
(cid:216) Refund of previously incurred project generation costs;
(cid:216) Forgiveness of director fees; and
(cid:216) Gains on disposal of equipment and exploration expenditure
the loss for the year ended December 2017 was in line with the loss for the year ended December 2016:
Page 7 of 43
AuKing Mining Limited
2017 Annual Report
December 2017 December 2016
$
$
Loss after income tax
(2,248,131)
(5,059,394)
Adjustments for non-recurring items
Equity accounted share of loss on Bonito Minerals
1,000,000
Impaired projects
Refund of previously incurred project generation costs
Forgiveness of director fees
-
-
-
Gains on disposal of equipment and exploration expenditure
(4,091)
-
4,340,000
(234,086)
(218,475)
(82,567)
Non-IFRS Adjusted Loss after Income Tax*
(1,252,222)
(1,254,522)
* Non- IFRS Adjusted Loss after Income Tax is a non-IFRS measure however the Directors believe that it is a readily calculated
measure that is appropriate to the circumstances of the Group.
All else being equal, the Company expects a similar level of operating costs in 2018 with additional expenditure on project
generation activities.
OPTIONS
As at the date of this report there were no options on issue. During the period no shares were issued following the
exercise of options.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no significant changes in the nature of AKN’s principal activities during the year.
AFTER BALANCE DATE EVENTS
There have been no events since 31 December 2017 that impact upon the financial report.
FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES
The growth strategy of AKN is based on two key foundations:
(cid:216)
(cid:216)
Exploration and development of early-stage (but prospective) prospects that are secured by way of joint venture
and farm-in arrangements; and
Acquisition of interests in projects that are either in production or close to production,
both of which are aimed at AKN having significant holdings in operating (and therefore cashflow-generating) projects
within the next two years as well as a pipeline of projects capable of becoming mining operations over the medium term.
As a consequence, this growth strategy will be achieved by:
(cid:216)
(cid:216)
(cid:216)
Careful management of AKN treasury;
Focus on high quality copper, gold and other mineral projects; and
Maintenance of a strong exploration and evaluation team that has been carefully recruited. AKN is maintaining
its technical resources in order to grow the business in the current environment of opportunity.
ENVIRONMENTAL ISSUES
The Company is subject to environmental regulation in relation to its exploration activities. There are no matters that
have arisen in relation to environmental issues up to the date of this report.
Page 8 of 43
AuKing Mining Limited
2017 Annual Report
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for Directors and Key Management Personnel of the Company.
Remuneration Policy
The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the Company
must attract, motivate and retain highly skilled Directors and Executives.
Remuneration Committee
The Board does not have a Remuneration and Nomination Committee. The full Board is responsible for determining and
reviewing compensation arrangements for the Directors and the Executive team.
The Board assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis
by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder
benefit from the retention of a high quality Board and Executive team.
Such officers are given the opportunity to receive their base emolument in a variety of forms including cash and fringe
benefits. It is intended that the manner of payments chosen will be optimal for the recipient without creating undue cost
for the Company.
Remuneration structure
It is the Company’s objective to provide maximum stakeholder benefit from the retention of a high quality Board and
Executive team by remunerating Directors and other Key Management Personnel fairly and appropriately with reference
to relevant employment market conditions for similar companies.
To assist in achieving this objective, the Board considers the nature and amount of Executive Directors’ and Officers’
emoluments alongside the Company’s operational performance, specifically considering their success in:
(cid:216)
(cid:216)
(cid:216)
(cid:216)
(cid:216)
(cid:216)
(cid:216)
the identification of prospective tenements;
subsequent design and execution of exploration programs;
negotiating joint venture arrangements on terms favourable to the Company;
investigating other potential acquisition opportunities and negotiating the completion of those acquisitions;
expanding the level of mineral resources under the control of the company;
carrying out exploration programs in a timely and cost effective manner; and
liaising with stockbrokers, investment banks and market participants generally.
The expected outcomes of the remuneration structure are the retention and motivation of key Executives, the attraction
of quality management to the Company and performance incentives which allow Executives to share the rewards of the
success of the Company.
In accordance with best practice corporate governance, the structure of Non-Executive Director remuneration and
Executive Officers and Senior Management remuneration is separate and distinct.
Non-Executive Director Remuneration
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and
retain Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
The Constitution of AuKing Mining Limited and the ASX Listing Rules specify that the Non-Executive Directors are entitled
to remuneration as determined by the Company in the Annual General Meeting to be apportioned among them in such
manner as the Directors agree and, in default of agreement, equally. The maximum aggregate remuneration currently
approved by shareholders for non-executive Directors’ fees is for a total of $250,000 per annum.
If a Non-Executive Director performs extra services, which in the opinion of the Directors are outside the scope of the
ordinary duties of the Director, the Company may remunerate that Director by payment of a fixed sum determined by the
Directors in addition to or instead of the remuneration referred to above. Non-Executive Directors are entitled to be paid
travel and other expenses properly incurred by them in attending Director's or General Meetings of the Company or
otherwise in connection with the business of the Company.
Page 9 of 43
AuKing Mining Limited
2017 Annual Report
Executive Directors and Senior Management remuneration
The Company aims to reward the Executive Directors and Senior Management with a level and mix of remuneration
commensurate with their position and responsibilities within the Company and so as to:
(cid:216) reward Executives for company and individual performance against targets set by reference to appropriate
benchmarks;
(cid:216) align the interests of Executives with those of shareholders;
(cid:216) link reward with the strategic goals and performance of the Company; and
(cid:216) ensure total remuneration is competitive by market standards.
The remuneration of the Managing Director and Senior Management may from time to time be fixed by the Board. As
noted above, the Board’s policy is to align Executive objectives with shareholder and business objectives by providing a
fixed remuneration component and offering long-term incentives. The level of fixed remuneration is set so as to provide
a base level of remuneration which is both appropriate to the position and is competitive in the market.
Fixed remuneration is reviewed annually by the Board, and the process consists of a review of both the Company’s
operational performance and individual performance, relevant comparative remuneration in the market and where
appropriate, external advice provided by executive remuneration consultants.
In relation to the payment of bonuses, options and other incentive payments, discretion is exercised by the Board, having
regard to the overall performance of the Company and the performance of the individual.
Employment contracts
It is the Board’s policy that employment agreements are entered into with all Directors, Executives and employees.
The current employment agreement with the Managing Director has a six month notice period and in the case of the
Executive Directors and with the CFO, there is a three month notice period.
All other employment agreements have one month (or less) notice periods. No current employment contracts contain
early termination clauses.
No retirement allowances for non-executive directors are paid.
Managing Director
The Managing Director, Mr Paul Williams is employed under an executive services contract entered into in March 2013.
The contract had an initial three year period. The contract continued on the same terms and conditions for the year
ended 31 December 2017 and remains current at the date of this report. Under the terms of the current contract Mr
Williams’ current remuneration package includes the following:
(cid:216) Base salary of $300,000 per annum, inclusive of superannuation;
(cid:216) Short term bonus of $50,000, payable upon the successful capital raising on the following terms:
o Minimum of $5,000,000 raised;
o Price no less than $0.20 per share;
o Capital raising completed by 31 December 2013.
These terms were not met and the bonus was not paid.
(cid:216) 5,000,000 long term incentive performance shares, comprising 1,000,000 A, B and C Class shares and 2,000,000 D
Class performance shares respectively.
These performance shares are convertible into ordinary shares in the Company (on the basis of one ordinary share
for each performance share) upon the occurrence of the following events:
Page 10 of 43
AuKing Mining Limited
2017 Annual Report
o A Class shares – successful completion of a capital raising of at least $5M by the Company in 2013. These shares
were issued on 6 December 2013 and subsequently lapsed on 31 December 2013 as the performance condition
was not met;
o B Class shares – the 5 business day weighted average share price of the Company’s shares on the ASX being at
least 25c. These shares were issued on 6 December 2013 and subsequently lapsed on 6 December 2015 as the
performance condition was not met;
o C Class shares - the 5 business day weighted average share price of the Company’s shares on the ASX being at
least 50c. These shares were issued on 6 December 2013 and subsequently lapsed on 6 December 2015 as the
performance condition was not met; and
o D Class shares – the company achieving a positive EBITDA in respect of mining operations (either from current
projects or a subsequently acquired project) for at least 3 consecutive months of operation. These shares were
issued on 26 November 2014 and subsequently lapsed on 26 November 2017 as the performance condition was
not met.
Executive Directors
An Executive Director, Mr Zewen Yang, is employed under an executive services contract entered into in July 2008. The
contract had a service term of three years and continues to be extended pending a formal review is expected to be
completed in the first half of 2018. Under the terms of the current contract Mr Yang’s current remuneration package
includes the following:
Base salary of $155,520.
Mr Yang is also able to earn a bonus as determined by the Board. The bonus will be determined by the Board of the
Company at the end of each financial year. Payment of any or all of the Bonus will be at the sole discretion of the Company
acting reasonably. In exercising its discretion and in determining whether, acting reasonably, all or part of the bonus is to
be paid, the Board of the Company must consider matters including, but not limited to:-
Whether the Executive has met performance objectives to be agreed to by the Board of the Company and the Executive
from time to time;
The performance of the Company’s share price on ASX that may be attributed to the Executive’s performance;
The Company’s ability to secure relevant acquisitions to be made by the Company; and
The Company’s financial performance for the preceding twelve (12) month period and specifically, whether the Company
has successfully grown revenue.
Company Secretary and CFO
The Company Secretary and CFO, Mr Paul Marshall, is engaged on an on-going consultancy style agreement for the
provision of services as company secretary and chief financial officer. Services are invoiced monthly based on services
provided. The contract provides for a three month notice period.
Page 11 of 43
AuKing Mining Limited
2017 Annual Report
(a) Details of Directors and other Key Management Personnel
Directors
(cid:216) Huaisheng Peng Non-Executive Chairman
(cid:216) Qinghai Wang
(cid:216) Paul Williams
(cid:216) Zewen Yang
Non-Executive Director
Managing Director
Executive Director
Key Management Personnel
(cid:216) Paul Marshall
Company Secretary and CFO
(b) Remuneration of Directors and other Key Management Personnel
31 December 2017
Directors
Huaisheng Peng
Qinghai Wang
Paul Williams
Zewen Yang
36,000
30,000
273,973
155,520
Key Management Personnel
Paul Marshall
52,000
547,493
31 December 2016
Directors
Huaisheng Peng 1
Qinghai Wang 2
Paul Williams
Zewen Yang
Xiancheng Wang 3
Zhihua Yao 4
2,564
2,137
273,973
155,520
21,250
33,000
Key Management Personnel
Paul Marshall
52,000
540,444
Short Term
Post-Employment
Salary &
Fees
Cash
Bonus
Other
Superan-
nuation
Retirement
benefits
Share-based
Payments
Options and
performance
shares
Total
Performance
Related %
% consisting
of equity
-
-
-
-
-
-
-
-
-
-
-
-
-
-
26,027
-
-
26,027
-
-
-
-
-
-
-
-
-
-
-
-
36,000
30,000
300,000
155,520
52,000
573,520
-
-
-
-
-
-
-
-
-
-
-
-
Short Term
Post-Employment
Salary &
Fees
Cash
Bonus
Forgiveness
of fees
Superan-
nuation
Retirement
benefits
Share-based
Payments
Options and
performance
shares
Total
Performance
Related %
% consisting
of equity
-
-
-
-
-
-
-
-
-
-
-
-
-
26,027
-
-
(218,475)
-
-
-
-
-
(218,475)
26,027
-
-
-
-
-
-
-
-
-
-
-
-
-
2,564
2,137
300,000
155,520
21,250
-
(185,475)
-
-
52,000
347,996
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1 Huaisheng Peng receives annual fees of $36,000 per annum. Dr Peng was appointed as Chairman on 6 December 2016.
2 Qinghai Wang receives annual fees of $30,000 per annum. Mr Wang was appointed as Non-Executive director on 6 December 2016.
3 Xiancheng Wang received annual fees of $30,000 per annum. Mr Wang was appointed as Non-Executive director on 16 March 2016
and resigned on 1 December 2016.
4 Zhihua Yao received annual fees of $36,000 per annum. Mr Yao resigned from the Board on 1 December 2016. Upon resignation
Mr Yao waived his right to unpaid director fees totalling $218,475.
Page 12 of 43
AuKing Mining Limited
2017 Annual Report
(c) Shares issued on exercise of remuneration options or performance shares
There were no shares issued on the exercise of compensation options or performance shares during the period
(d) Director and Key Management Personnel Equity Holdings
Director/Key Management Personnel share holdings (number of shares)
December 2017
Directors
Huaisheng Peng
Qinghai Wang 1
Paul Williams
Zewen Yang
Opening
Balance
Granted as
remuneration
Purchased
Net change on
appointment/
resignation
-
349,018,230
10,707,173
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Closing
Balance
-
349,018,230
10,707,173
-
5,000,000
Key Management Personnel
Paul Marshall
5,000,000
1 Shares are held by Bienitial International Industrial Co Ltd. Mr Wang is a Director of Bienitial International Industrial Co Ltd.
Performance shares
Paul Williams
Outstanding at beginning of period
Granted
Forfeited
Converted
Expired
Outstanding at period end
(e) Additional Information
D Class
2,000,000
-
-
-
(2,000,000)
-
The factors that are considered to affect shareholder return since over the last 5 financial periods are summarised below:
Measures
Share price at end of financial period
Market capitalisation at end of financial period ($M)
December
2017
$
0.006
5.60
December
2016
$
0.008
7.10
December
2015
$
0.026
12.30
June
2014
$
0.025
6.96
June
2013
$
0.045
11.16
Loss for the financial period
2,248,131
5,059,394
9,112,524
11,331,155
7,808,248
Cash investment in exploration programs
750,000
82,561
1,431,528
2,630,260
3,673,171
Director and Key Management Personnel remuneration
573,520
347,996
543,520
675,296
677,786
Given that the remuneration is commercially reasonable, the link between remuneration, Company performance and
shareholder wealth generation is tenuous, particularly in the exploration and development stage of a minerals company.
Share prices are subject to the influence of international metal prices and market sentiment towards the sector and
increases or decreases may occur independently of executive performance or remuneration.
The Company may issue options to provide an incentive for directors key management personnel which, it is believed, is
in line with industry standards and practice and is also believed to align the interests of directors and key management
personnel with those of the Company’s shareholders.
End of Remuneration Report
Page 13 of 43
AuKing Mining Limited
2017 Annual Report
INDEMNIFICATION AND INSURANCE OF DIRECTORS, OFFICERS AND AUDITOR
Each Director and the Secretary of the Company has the right of access to all relevant information.
The Company has insured all of the Directors of AuKing Mining Limited. The contract of insurance prohibits the disclosure
of the nature of the liabilities covered and amount of the premium paid. The Corporations Act does not require disclosure
of the information in these circumstances.
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of
its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No
payment has been made to indemnify Ernst & Young during or since the financial year.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings
to which the Company is a party for the purposes of taking responsibility on behalf of the Company for all or any part of
those proceedings. The Company was not a party to any such proceedings during the period.
DIRECTORS’ MEETINGS
The number of meetings of Directors (including meetings of committees of directors) held during the period and the
number of meetings attended by each Director was as follows:
Huaisheng Peng
Qinghai Wang
Paul Williams
Zewen Yang
Directors’ Meetings
A
4
4
4
4
B
4
4
4
4
A – Number of meetings attended
B – Number of meetings held during the time the director held office during the period
NON-AUDIT SERVICES
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the
auditor's expertise and experience with the Company and/or the group are important.
No non-audit services were provided by the auditor of the parent entity, Ernst & Young and its related practices.
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration forms part of the Directors’ Report.
Signed in accordance with a resolution of the directors.
Paul Williams
Director
27 March 2018
Page 14 of 43
Ernst & Young
111 Eagle Street
Brisbane QLD 4000 Australia
GPO Box 7878 Brisbane QLD 4001
Tel: +61 7 3011 3333
Fax: +61 7 3011 3100
ey.com/au
Auditor’s Independence Declaration to the Directors of AuKing Mining
Limited
As lead auditor for the audit of AuKing Mining Limited for the financial year ended 31
December 2017, I declare to the best of my knowledge and belief, there have been:
a) no contraventions of the auditor independence requirements of the Corporations Act
2001 in relation to the audit; and
b) no contraventions of any applicable code of professional conduct in relation to the
audit.
This declaration is in respect of AuKing Mining Limited and the entities it controlled during
the financial year.
Ernst & Young
Andrew Carrick
Partner
27 March 2018
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
AuKing Mining Limited
2017 Annual Report
ADDITIONAL STOCK EXCHANGE INFORMATION
Additional information required by the Australian Stock Exchange Limited and not shown elsewhere in this report is as follows.
The information is current as at 22 March 2018.
(a)
Distribution of equity securities – AKN Ordinary Fully Paid Shares
Range
100,001 and Over
10,001 to 50,000
5,001 to 10,000
1,001 to 5,000
1 to 1,000
Total
Unmarketable Parcels
(b)
Twenty largest holders
Securities
No. of holders
909,375,220
20,204,235
2,284,790
505,674
34,542
932,404,461
20,029,241
274
504
279
156
129
1,342
1,038
%
20.42
37.56
20.79
11.62
9.61
100.00
77.35
Rank
Name
No. Shares
%
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
BIENITIAL INTERNATIONAL INDUSTRIAL CO LTD #
YUNNAN COPPER INDUSTRY (GROUP) CO LIMITED #
MR DUDLEY ROY LEITCH
TRIMIN PTY LTD
BILLY FLESHMAN
MR PAUL ROBERT WILLIAMS & MS JILL CAROLINE STRACHAN
MR PETER GERARD TIGHE & MRS PATRICIA JOAN TIGHE
MR BARRY EDWARD TANTON & MRS ELIZABETH MARY TANTON
ELLIOTT NOMINEES PTY LTD
MR NORMAN JOSEPH ZILLMAN
CITICORP NOMINEES PTY LIMITED
MR JONATHAN PAUL KERSHAW MARSHALL
MR IANAKI SEMERDZIEV
LEMUEL INVESTMENTS LIMITED
PREMAR CAPITAL NOMINEES PTY LIMITED
MR GREGORY JOHN BURTON & MRS CATHERINE BEATRICE BURTON
MR JEFFREY HOWARD LATIMER & MRS JUDITH ANN LATIMER
MR MARK ANDREW TKOCZ
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MR LAWRENCE CHI-YUN LEE
349,018,230
299,922,326
15,204,108
15,163,208
15,163,208
10,357,173
10,033,333
7,500,000
7,150,000
6,980,343
6,437,557
5,000,000
4,750,000
4,000,000
3,633,333
3,525,000
3,500,000
3,240,940
3,106,016
3,069,988
37.43
32.17
1.63
1.63
1.63
1.11
1.08
0.80
0.77
0.75
0.69
0.54
0.51
0.43
0.39
0.38
0.38
0.35
0.33
0.33
Total
Balance of register
Grand Total
776,754,763
155,649,698
932,404,461
83.31
16.69
100.00
# Substantial Shareholder
(c)
Voting Rights
All fully paid ordinary shares carry one vote per share without restriction.
(d)
Interests in Exploration Tenements
AuKing Mining Limited held the following interests in mining and exploration tenements as at 31 December 2017:
Project/Location
Pentland - QLD
Tenement Reference
ML 1631
AKN %Interest
100 1
1
During the course of 2017 AKN took steps to have this mining lease surrendered.
Page 16 of 43
AuKing Mining Limited
2017 Annual Report
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2017
Finance income
Gain on disposal of plant and equipment
Gain on disposal of exploration expenditure
Refund on previously incurred project generation costs
Fair value movement on available-for-sale financial assets
Employment and consultancy expenses
Depreciation expense
Impairment of exploration expenditure
Project generation and other exploration costs expensed
Administration expenses
Finance costs
Share of equity accounted associate loss
Loss before income tax
Income tax expense
Loss for the period
Loss after income tax
Other comprehensive income/(loss)
Items that subsequently may be reclassified to profit or loss
Foreign currency translation differences for foreign operations
Loss on available for sale financial assets
Income tax
Other comprehensive income/(loss) for the period, net of tax
Note
4
5
8
3
13
2017
$
8,691
4,091
15,500
-
(11,500)
2016
$
7,610
52,567
30,000
234,086
22,018
(783,058)
(19,483)
(571,226)
(24,430)
-
(4,340,000)
(81,500)
(380,324)
(548)
(1,000,000)
(2,248,131)
(82,561)
(387,458)
-
-
(5,059,394)
-
-
(2,248,131)
(5,059,394)
(2,248,131)
(5,059,394)
-
10,000
-
10,000
-
(10,000)
-
(10,000)
Total comprehensive loss
(2,238,131)
(5,069,394)
Earnings per share
Basic and diluted loss per share
12
Cents
(0.25)
Cents
(0.80)
The Consolidated Statement of Comprehensive Income should be read in conjunction with the Notes to the Consolidated Financial Statements.
Page 17 of 43
AuKing Mining Limited
2017 Annual Report
Consolidated Balance Sheet
As at 31 December 2017
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other current assets
Non-current assets held for sale
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Other receivables
Available for sale financial assets
Equity accounted investment
Plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Borrowings
Employee benefit provisions
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Share capital
Reserves
Accumulated losses
TOTAL EQUITY
2
3
4
3
6
8
7
9
10
2017
$
370,334
9,594
29,595
-
409,523
12,987
94,000
-
6,049
113,036
2016
$
2,092,169
15,433
28,192
60,000
2,195,794
20,257
20,000
-
25,527
65,784
522,559
2,261,578
46,405
250,548
45,137
342,090
342,090
67,132
-
25,846
92,978
92,978
180,469
2,168,600
42,630,609
389,457
42,380,609
379,457
(42,839,597)
(40,591,466)
180,469
2,168,600
The Consolidated Balance Sheet should be read in conjunction with the Notes to the Consolidated Financial Statements.
Page 18 of 43
AuKing Mining Limited
2017 Annual Report
Consolidated Statement of Changes in Equity
For the year ended 31 December 2017
Consolidated Entity
Share
Capital
$
Reserves
$
Accumulated
Losses
$
Total
Equity
$
Balance at 1 January 2016
39,492,960
389,457
(35,532,072)
4,350,345
Transactions with owners in their capacity as owners
Issue of share capital
Share issue costs
2,956,320
(68,671)
-
-
-
-
2,956,320
(68,671)
Comprehensive income
Loss after income tax
Other comprehensive income
-
-
-
(10,000)
(5,059,394)
-
(5,059,394)
(10,000)
Balance at 31 December 2016
42,380,609
379,457
(40,591,466)
2,168,600
Balance at 1 January 2017
42,380,609
379,457
(40,591,466)
2,168,600
Transactions with owners in their capacity as owners
Issue of share capital
Share issue costs
250,000
-
-
-
-
-
250,000
-
Comprehensive income
Loss after income tax
Other comprehensive income
-
-
-
10,000
(2,248,131)
-
(2,248,131)
10,000
Balance at 31 December 2017
42,630,609
389,457
(42,839,597)
180,469
The Consolidated Statement of Changes in Equity should be read in conjunction with the Notes to the Consolidated Financial Statements.
Page 19 of 43
AuKing Mining Limited
2017 Annual Report
Consolidated Cash Flow Statement
For the year ended 31 December 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Refund on previously incurred project generation costs
Payments to suppliers and employees
Interest received
Other income received
Note
2017
$
-
2016
$
234,086
(1,238,687)
(1,285,258)
8,691
-
7,610
22,018
Net cash used in operating activities
2
(1,229,996)
(1,021,544)
CASH FLOWS FROM INVESTING ACTIVITIES
Security deposit refunds/(payments)
Proceeds from the disposal of plant & equipment
Payments for equity accounted investment
Net cash provided by/(used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Capital raising costs paid
Proceeds from borrowings - shareholder loan
Net cash provided by financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
4,070
4,091
(750,000)
(741,839)
-
-
250,000
250,000
(1,721,835)
2,092,169
370,334
-
69,182
-
69,182
2,956,320
(68,671)
-
2,887,649
1,935,287
156,882
2,092,169
2
2
The Consolidated Cash Flow Statement should be read in conjunction with the Notes to the Consolidated Financial Statements.
Page 20 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Introduction
This financial report covers the Consolidated Entity of AuKing Mining Limited (the “Company”) and its controlled entities
(together referred to as the “Consolidated Entity”). AuKing Mining Limited is a listed public company, incorporated and
domiciled in Australia. The Consolidated Entity is a for-profit entity for the purpose of preparing the financial statements.
Operations and principal activities
The principal activity of the Consolidated Entity is mineral exploration.
Currency
The financial report is presented in Australian dollars, which is the functional currency of the Company, and is rounded to
the nearest one dollar.
Authorisation of financial report
The financial report was authorised for issue on 27 March 2018.
Comparative figures
When required by accounting standards comparative figures have been adjusted to conform to changes in presentation
for the current financial period.
Basis of preparation
This general purpose financial report has been prepared in accordance with Australian Accounting Standards, and the
Corporations Act 2001.
Compliance with IFRS
The consolidated financial statements are general purpose financial statements which have been prepared in accordance
with Australian Accounting Standards (AASBs) adopted by the Australian Accounting Standards Board (AASB) and the
Corporation Act 2001. The consolidated financial statements comply with International Financial Reporting Standards
(IFRSs) adopted by the International Accounting Standards Board (IASB).
Historical cost convention
The financial statements have been prepared on an accruals basis and are based on historical costs, modified, where
applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
Critical accounting estimates and judgements
The preparation of financial statements in conformity with IFRS 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. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are
significant to the financial statements are disclosed below.
Key estimates – impairment
The Consolidated Entity assesses impairment at each reporting date by evaluating conditions specific to the Consolidated
Entity that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is
determined.
Going Concern
As at 31 December 2017, the Consolidated Entity had cash and cash equivalent of $370,334 and committed, undrawn
loan facilities with a shareholder of $749,452. The cumulative amount of this funding is regarded as sufficient to meet the
Consolidated Entity’s corporate and administrative activities for the financial year ending 31 December 2018. However,
the available cash and loan facility amounts are not sufficient to fund for the Consolidated Entity’s due diligence, analysis
and investment in known and emerging investment opportunities. Moreover, the maturity date of the Consolidated Entity’s
shareholder loan is 31 December 2018 at which time the Consolidated Entity is required to repay the loan and accrued
interest amounts in full.
The Consolidated Entity does not generate revenue to fund operations and ongoing investment in exploration activities.
The ability of the Consolidated Entity to continue as a going concern is dependent on its ability to raise additional equity.
These conditions indicate the existence of a material uncertainty that may cast significant doubt about the Consolidated
Entity’s ability to continue as a going concern and therefore, the Consolidated Entity may be unable to realise its assets
and discharge its liabilities in the normal course of business.
Page 21 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Going Concern (continued)
If a project is acquired, the Consolidated Entity will need to conduct further capital raising activities, with both existing
shareholders (by way of an entitlement offer) and to new investors, to fund the acquisition and evaluation of the project.
Depending on the nature of the acquisition and project, debt financing may also be secured. As at the date of this report,
no firm funding facilities are in place. If there are delays in sourcing equity funding for planned activities when the need
arises, the Company has plans in place to scale back its activities and budgeted expenditure until adequate funding is
obtained.
Based on the success of previous capital raisings, the Directors have prepared the financial statements on a going concern
basis, which contemplates the continuity of normal business activities and the realisation of assets and discharge of
liabilities in the ordinary course of business.
The Directors are confident of securing funds as and when necessary to meet the Consolidated Entity’s obligations as and
when they fall due.
No adjustment has been made to the financial statements relating to the recoverability and classification of recorded asset
amounts or to the amounts and classification of liabilities that might be necessary should the Consolidated Entity not be
able to continue as a going concern.
Page 22 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(a)
New accounting standards and interpretations
The Consolidated Entity has adopted the new Accounting Standard and Interpretations which commenced during the period. The adoption of these standards did not have an impact on the
Group's financial position, financial performance or disclosures.
(b)
New Standards and Interpretations Not Yet Adopted
Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2017 reporting periods. The Consolidated Entity has decided against early
adoption of these standards. The Consolidated Entity’s assessment of the impact of these new standards and interpretations is set out below:
Reference
AASB 9
Title
Financial Instruments
Summary
AASB 9 (December 2014) is a new standard which replaces AASB 139. This new version supersedes AASB 9 issued in
December 2009 (as amended) and AASB 9 (issued in December 2010) and includes a model for classification and measurement,
a single, forward-looking ‘expected loss’ impairment model and a substantially-reformed approach to hedge accounting.
AASB 9 is effective for annual periods beginning on or after 1 January 2018. However, the Standard is available for early adoption.
The own credit changes can be early adopted in isolation without otherwise changing the accounting for financial instruments.
Classification and measurement
AASB 9 includes requirements for a simpler approach for classification and measurement of financial assets compared with the
requirements of AASB 139. There are also some changes made in relation to financial liabilities.
The main changes are described below.
Financial assets
a. Financial assets that are debt instruments will be classified based on (1) the objective of the entity's business model for
managing the financial assets; (2) the characteristics of the contractual cash flows.
b. Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are
not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment
can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument.
c. Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so
eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or
liabilities, or recognising the gains and losses on them, on different bases.
Financial liabilities
Changes introduced by AASB 9 in respect of financial liabilities are limited to the measurement of liabilities designated at fair value
through profit or loss (FVPL) using the fair value option.
Where the fair value option is used for financial liabilities, the change in fair value is to be accounted for as follows:
► The change attributable to changes in credit risk are presented in other comprehensive income (OCI)
► The remaining change is presented in profit or loss
AASB 9 also removes the volatility in profit or loss that was caused by changes in the credit risk of liabilities elected to be
measured at fair value. This change in accounting means that gains or losses attributable to changes in the entity’s own credit risk
would be recognised in OCI. These amounts recognised in OCI are not recycled to profit or loss if the liability is ever repurchased
at a discount.
Page 23 of 43
AuKing Mining Limited
2017 Annual Report
Reference
Title
AASB 15
Revenue from Contracts with Customers
Summary
Impairment
The final version of AASB 9 introduces a new expected-loss impairment model that will require more timely recognition of
expected credit losses. Specifically, the new Standard requires entities to account for expected credit losses from when financial
instruments are first recognised and to recognise full lifetime expected losses on a more timely basis.
Hedge accounting
Amendments to AASB 9 (December 2009 & 2010 editions and AASB 2013-9) issued in December 2013 included the new hedge
accounting requirements, including changes to hedge effectiveness testing, treatment of hedging costs, risk components that can
be hedged and disclosures.
Consequential amendments were also made to other standards as a result of AASB 9, introduced by AASB 2009-11 and
superseded by AASB 2010-7, AASB 2010-10 and AASB 2014-1 – Part E.
AASB 2014-7 incorporates the consequential amendments arising from the issuance of AASB 9 in Dec 2014.
AASB 2014-8 limits the application of the existing versions of AASB 9 (AASB 9 (December 2009) and AASB 9 (December 2010))
from 1 February 2015 and applies to annual reporting periods beginning on or after 1 January 2015.
AASB 15 Revenue from Contracts with Customers replaces the existing revenue recognition standards AASB 111 Construction
Contracts, AASB 118 Revenue and related Interpretations (Interpretation 13 Customer Loyalty Programmes, Interpretation 15
Agreements for the Construction of Real Estate, Interpretation 18 Transfers of Assets from Customers, Interpretation 131
Revenue—Barter Transactions Involving Advertising Services and Interpretation 1042 Subscriber Acquisition Costs in the
Telecommunications Industry). AASB 15 incorporates the requirements of IFRS 15 Revenue from Contracts with Customers
issued by the International Accounting Standards Board (IASB) and developed jointly with the US
Financial Accounting Standards Board (FASB). AASB 15 specifies the accounting treatment for revenue arising from contracts
with customers (except for contracts within the scope of other accounting standards such as leases or financial instruments).The
core principle of AASB 15 is that an entity recognises revenue to depict the transfer of promised goods or services to customers in
an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An
entity recognises revenue in accordance with that core principle by applying the following steps:
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation
AASB 2015-8 amended the AASB 15 effective date so it is now effective for annual reporting periods commencing on or after 1
January 2018. Early application is permitted.
AASB 2014-5 incorporates the consequential amendments to a number of Australian Accounting Standards (including
Interpretations) arising from the issuance of AASB 15.
AASB 2016-3 Amendments to Australian Accounting Standards – Clarifications to AASB 15 amends AASB 15 to clarify the
requirements on identifying performance obligations, principal versus agent considerations and the timing of recognising revenue
from granting a licence and provides further practical expedients on transition to AASB 15.
IFRS 16
Leases
The key features of IFRS 16 are as follows:
Lessee accounting
Page 24 of 43
AuKing Mining Limited
2017 Annual Report
Reference
Title
Summary
(cid:127)
(cid:127)
(cid:127)
(cid:127)
Lessees are required to recognise assets and liabilities for all leases with a term of more than 12 months, unless the
underlying asset is of low value.
A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to other
financial liabilities.
Assets and liabilities arising from a lease are initially measured on a present value basis. The measurement includes
non-cancellable lease payments (including inflation-linked payments), and also includes payments to be made in
optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not to exercise an option
to terminate the lease.
IFRS 16 contains disclosure requirements for lessees.
Lessor accounting
(cid:127)
(cid:127)
IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17. Accordingly, a lessor continues to
classify its leases as operating leases or finance leases, and to account for those two types of leases differently.
IFRS 16 also requires enhanced disclosures to be provided by lessors that will improve information disclosed about a
lessor’s risk exposure, particularly to residual value risk.
IFRS 16 supersedes:
(a) IAS 17 Leases;
(b) IFRIC 4 Determining whether an Arrangement contains a Lease;
(c) SIC-15 Operating Leases—Incentives; and
(d) SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a
Lease.
AASB 2016-2
Amendments to Australian Accounting Standards –
Disclosure Initiative: Amendments to AASB 107
This Standard amends AASB 107 Statement of Cash Flows (August 2015) to require entities preparing financial statements in
accordance with Tier 1 reporting requirements to provide disclosures that enable users of financial statements to evaluate
changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes.
The new standard will be effective for annual periods beginning on or after 1 January 2019. Early application is permitted, provided
the new revenue standard, IFRS 15 Revenue from Contracts with Customers, has been applied, or is applied at the same date as
IFRS 16.
AASB 2016-5
Amendments to Australian Accounting Standards –
Classification and Measurement of Share-based
Payment Transactions [AASB 2]
Annual
Improvements to
IFRS Standards
2014–2016
Cycle
Annual Improvements to IFRS Standards
2014–2016 Cycle
This standard amends AASB 2 Share-based Payment, clarifying how to account for certain types of share-based payment
transactions. The amendments provide requirements on the accounting for:
(cid:127)
(cid:127)
(cid:127)
The effects of vesting and non-vesting conditions on the measurement of cash-settled share-based payments
Share-based payment transactions with a net settlement feature for withholding tax obligations
A modification to the terms and conditions of a share-based payment that changes the classification of the transaction
from cash-settled to equity-settled
This amending standard addresses the following:
(cid:127)
(cid:127)
IFRS 12 Disclosure of Interests in Other Entities Clarification of the scope of the Standard (effective date 1 January
2017)
IFRS 1 First-time Adoption of International Financial Reporting Standards - Deletion of short-term exemptions for first-
time adopters (effective date 1 January 2018)
Page 25 of 43
AuKing Mining Limited
2017 Annual Report
Reference
Title
Summary
(cid:127)
IAS 28 Investments in Associates and Joint Ventures - Measuring an associate or joint venture at fair value. (effective
date 1 January 2018)
The Group has not yet finalised its assessment of the effect to the adoption of IFRS 9. The Group does not expect the adoption of this Standard will have a material impact on the Group's
financial assets or financial position but it may affect the Group’s financial performance and disclosures depending on the transition approach adopted by the Group..
The adoption of the remaining Standards is not expected to have a material impact on the Group's financial assets or financial position, financial performance or disclosures.
In particular, as the group does not presently generate revenues, outside of interest on bank deposits, we do not expect the impact of AASB 15 to be material on the Group
Page 26 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 2 CASH AND CASH FLOW INFORMATION
Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of financing and
investing activities, which are disclosed as operating cash flows.
December 2017
December 2016
$
$
Reconciliation of cash flows used in operations with loss after income tax
Loss after income tax
(2,248,131)
(5,059,394)
Non-cash items in loss after income tax
Depreciation
Interest expense
Impairment of exploration expenditure
Gain on equity interest
Gain on disposal of plant and equipment
Gain on disposal of exploration expenditure
Share of equity accounted associate loss
Gain on HMX shares
Movements in assets and liabilities
Other receivables
Other assets
Trade payables and accruals
Provisions
Cash flow from operations
Reconciliation of cash
19,483
548
-
11,500
(4,091)
-
1,000,000
(15,500)
5,839
(1,403)
(17,532)
19,291
24,430
-
4,340,000
-
(52,567)
(30,000)
-
-
5,831
11,931
(242,593)
(19,182)
(1,229,996)
(1,021,544)
Cash at the end of the financial period as shown in the statements of cash flows is reconciled to items in the balance sheet
as follows:
Cash on hand and at bank
Cash on deposit
327,446
42,888
370,334
2,051,140
41,029
2,092,169
Cash and cash equivalents include 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.
Reconciliation of cash and non-cash movements in borrowings for the year
Opening balance at 1 January
Cash movements in borrowings
Drawdowns
Non-cash movements in borrowings
Accrued interest
Closing balance
-
250,000
548
250,548
-
-
-
-
Page 27 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 3 EQUITY ACCOUNTED INVESTMENTS
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in
the financial and operating policy decisions of the investee, but is not control or joint control over those policies.
Under the equity method, the investment in an associate or a joint venture is initially recognised at cost. The carrying
amount of the investment is adjusted to recognise changes in the Consolidated Entity’s share of net assets of the associate
or joint venture since the acquisition date. The statement of profit or loss reflects the Consolidated Entity’s share of the
results of operations of the associate or joint venture.
The financial statements of the associate or joint venture are prepared for the same reporting period as the Consolidated
Entity. When necessary, adjustments are made to bring the accounting policies in line with those of the Consolidated Entity.
Bonito Minerals
During the year, the Consolidated Entity entered into an agreement to acquire a 30% interest in Bonito Minerals Pty Ltd
(“Bonito”). Bonito is a private company registered in Australia. Through its wholly owned Mexican subsidiary, Bonito holds
an option to purchase the “La Dura” gold/silver project area across five mining concessions located in Durango State,
Mexico. The primary focus of Bonito is drilling and other exploration activities over the mining concessions.
AKN invested a total of $1,000,000 to acquire 30% of Bonito through a two-staged process:
(cid:216) Payment of $350,000 cash and the issue of $125,000 AKN shares to acquire an initial 14.2% shareholding in Bonito
(completed in July 2017); and
(cid:216) Payment of $400,000 cash and the issue of $125,000 AKN shares in AKN to acquire a further 15.8% interest in Bonito
– (completed in October 2017).
In applying the Consolidated Entity’s accounting policy for exploration costs to Bonito’s underlying financial information (to
ensure uniformity with the Consolidated Entity’s own accounting policy), it was assessed the exploration costs incurred by
Bonito were not sufficiently probable of recovery through the successful development or sale of the Bonito project to satisfy
the Consolidated Entity’s exploration asset recognition criteria.
AKN had an option to acquire additional Bonito shares with the payment of $500,000 to Bonito by 31 January 2018 in
return for a further 6.66% shareholding in Bonito.
Due to the delays experienced with the drilling program and assay results, AKN sought an extension of time until 28
February 2018 to exercise the option. This extension was sought on the assumption that detailed technical information
about the whole program would be made available to AKN and AKN could make a full assessment about the La Dura
project armed with all the latest La Dura exploration results. Bonito elected not to grant such an extension to AKN.
The Board of AKN has decided not to proceed with the further $500,000 option, and as such this option (and the later
$1,000,000 option that was due for exercise by 31 October 2018) has lapsed.
Consistent with the Board’s decision to not proceed with the above option, the Consolidated Entity elected to reduce the
remaining carrying amount of the equity account investment to $nil at 31 December 2017.
Summarised financial information – Bonito Minerals at 100%
Summarised Income Statement
Exploration expenditure incurred
Administration expenses
Loss before income tax
Income tax expense
Loss after income tax
Other comprehensive income/(loss)
Total comprehensive loss
December 2017
$
(631,599)
(51,272)
(682,871)
-
(682,871)
-
(682,871)
Page 28 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 3 EQUITY ACCOUNTED INVESTMENTS (continued)
Summarised Balance Sheet
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
December 2017
$
512,369
3,329
515,698
1,635
1,635
517,333
517,333
517,333
517,333
-
Reconciliation to carrying amount
December 2017
Opening balance
Investments in Bonito
Investment in Bonito - cash
Investment in Bonito – AKN shares
Total investment
Share of loss
Share of loss (30%)
Impairment of residual carrying amount
Total share of loss
$
-
750,000
250,000
1,000,000
(204,861)
(795,139)
(1,000,000)
Carrying value of equity accounted investment
-
Page 29 of 43
AuKing Mining Limited
2017 Annual Report
December 2017
December 2016
$
$
NOTE 4 AVAILABLE FOR SALE FINANCIAL ASSETS
Shares in Hammer Metals Limited (“HMX”)
94,000
20,000
Available-for-sale financial assets are non-derivative financial assets that are either not suitable to be classified into other
categories of financial assets due to their nature, or they are designated as such by management. They comprise
investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.
AASB 7 Financial Instruments: Disclosures requires disclosure of fair value measurements by level of the following fair
value measurement hierarchy:
(i)
(ii)
(iii)
quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)
inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly
(as prices) or indirectly (derived from prices) (level 2), and
inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3).
Level 1 Investments: Quoted prices (unadjusted) in active markets for identical assets
For the year ended 31 December 2017 the value of the listed shares was based on the closing price of Hammer Metals
Limited securities as quoted on the ASX on 31 December 2017. Total unrealized gains/(losses) for the year included in
profit and loss that relate to available-for-sale financial assets was ($11,500) (2016: $22,018).
NOTE 5 EXPLORATION EXPENDITURE
Exploration expenditure movements
Opening balance
Net current period expenditure
Impairment of exploration expenditure
Transfer to non-current asset held for sale
-
-
-
-
-
4,400,000
-
(4,340,000)
(60,000)
-
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. Such
expenditures comprise net direct costs and an appropriate portion of related overhead expenditure but do not include
overheads or administration expenditure not having a specific nexus with a particular area of interest.
Costs are only carried forward to the extent that they are expected to be recouped through the successful development of
the area or sale of the respective area of interest or where activities in the area have not yet reached a stage which permits
reasonable assessment of the existence of economically recoverable reserves and active or significant operations in
relation to the area are continuing.
Impairment of exploration expenditure
During the prior year, the Consolidated Entity entered into an agreement with Hammer Metals Ltd (HMX) to sell all of AKN’s
existing mining tenement holdings in the Mount Isa region.
Under the sale, AKN received 1,500,000 ordinary shares in HMX which will be capable of being traded on the ASX, save
for a voluntary escrow commitment by AKN until October 2017. The value of the HMX shares at 31 December 2016 was
$60,000.
Consequently, the Consolidated Entity has impaired the value of the exploration expenditure by $4,340,000 down to a
recoverable value of $60,000 and the remaining balance reclassified as a non-current asset held for sale as at 31
December 2016.
During the current financial year, the Consolidated Entity completed the sale of the mining tenements to HMX and received
the 1,500,000 HMX shares as consideration. The Consolidated Entity continues to hold the HMX shares at 31 December
2017 (refer Note 4).
Page 30 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 6 TRADE & OTHER PAYABLES
Trade payables
Other payables and accrued expenses
Payable to directors
December 2017
December 2016
$
$
26,071
20,334
-
46,405
38,123
24,308
4,701
67,132
A liability is recorded for goods and services received prior to balance date, whether invoiced to the Consolidated Entity or
not. Trade payables are normally settled within 30 days.
NOTE 7 EMPLOYEE BENEFITS PROVISIONS
Employee benefits
45,137
25,527
Provision is made for the Consolidated Entity’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.
NOTE 8 BORROWINGS
Shareholder loan
250,548
-
Shareholder loan
Shareholders loans are measured at amortised cost. Amortised cost is the amount at which the financial liability is
measured at initial recognition less principal repayments and adjusted for any cumulative amortisation of the difference
between that initial amount and the maturity amount calculated using the effective interest method.
The effective interest method is used to allocate interest expense over the relevant period and is equivalent to the rate that
discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts)
through the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the
net carrying amount of the financial liability.
The shareholder loan is unsecured. The facility has a fixed interest rate of 8% per annum. The shareholder loan expires
31 December 2018. The fair value of the shareholder loan approximates its carrying amount at 31 December 2017.
Financing Facilities
The Consolidated Entity has access to the following lines of credit:
December 2017
December 2016
$
1,000,000
(250,548)
749,452
$
-
-
-
Total shareholder loan facility available
Shareholder loan facility used at balance date
Unused shareholder loan facility at balance date
Restrictions as to use or withdrawal
The shareholder loan is not subject to any covenants or restrictions.
Terms and conditions
The shareholder loan may be drawn at any time and have a remaining maturity of 1 year. The shareholder loan is
principal and interest which amortise equally over the loan period.
Page 31 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 9 SHARE CAPITAL
Issued and paid up capital is recognised at the fair value of the consideration received by the Consolidated Entity. Any
transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share
proceeds received.
Fully paid ordinary shares
Ordinary Shares
December
2017
$
December
2016
$
42,630,609
42,380,609
At the beginning of the period
Shares issue for Bonito Stage 1 at $0.053 per
share
Shares issue for Bonito Stage 2 at $0.057 per
share
Share placement at $0.010 per share
Rights issue at $0.006 per share
Share issue expenses
At reporting date
December
2017
$
December
2016
$
December
2017
Number
December
2016
Number
42,380,609
39,492,960
886,914,837
473,027,475
125,000
125,000
-
-
23,809,443
21,860,181
-
-
-
-
-
1,182,490
1,773,830
(68,671)
-
-
-
118,249,000
295,638,362
-
42,630,609
42,380,609
932,584,461
886,914,837
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of
shares held. At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each
shareholder has one vote on a show of hands.
NOTE 10 RESERVES
Share based payment reserve
Foreign currency translation reserve
Available for sale financial asset reserve
December 2017
December 2016
$
$
559,903
(170,446)
-
389,457
559,903
(170,446)
(10,000)
379,457
Share based payment reserve
The share based payments reserve is used to record the value of share based payments provided to directors and
employees as part of their remuneration.
Foreign currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial
statements of foreign subsidiaries.
Available for sale financial asset reserve
The available for sale financial asset reserve is used to record changes in the market value of the Consolidated Entity’s
HMX shares. At 31 December 2017, the decline in market value of the Consolidated Entity’s HMX shares has been
recorded in profit and loss as an impairment.
NOTE 11 DIVIDENDS & FRANKING CREDITS
There were no dividends paid or recommended during the period. There are no franking credits available to the
shareholders of the Company.
Page 32 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 12 EARNINGS PER SHARE
The Consolidated Entity presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary shareholders by the weighted average number of ordinary
shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential
ordinary shares.
December 2017
December 2016
$
$
Total losses used to calculate basic and dilutive EPS
(2,248,131)
(5,059,395)
Weighted average number of ordinary shares outstanding during the period
901,913,097
632,473,198
Weighted average number of dilutive options outstanding
Weighted average number of ordinary shares outstanding during the period
used in calculating EPS and dilutive EPS
-
-
901,913,097
632,473198
Basic and diluted loss per share - cents
(0.25)
(0.80)
2017
Number
2016
Number
December 2017
December 2016
$
$
NOTE 13 INCOME TAX
Income tax expense
The income tax expense for the period comprises current income tax expense and deferred tax expense. Current income
tax expense charged to profit or loss is the tax payable on taxable income.
A reconciliation of income tax expense/(benefit) applicable to accounting profit before income tax at the statutory income
tax rate to income tax expense at the Consolidated Entity’s effective income tax rate for the periods ended 31 December
2017 and 31 December 2016 is as follows:
Accounting loss before income tax
(2,248,131)
(5,059,395)
Tax at the Australian tax rate of 30%
Non-deductible/(assessable) items
Deductions arising from capital raising expenses
Deferred tax assets not bought to account
Income tax expense
Current tax liabilities
(674,439)
(1,517,819)
2,031
-
672,408
-
(65,870)
(18,669)
1,602,358
-
Current tax liabilities are measured at the amounts expected to be paid to the relevant taxation authority. The Consolidated
Entity did not have any current tax liabilities at 31 December 2017 (2016: Nil).
Deferred tax balances
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the period
as well as unused tax losses. Deferred tax is calculated at the tax rates expected to apply to the period when the asset is
realised or liability is settled. Current and deferred tax is recognised in the statement of comprehensive income except
where it relates to items that may be recognised directly in equity, in which case the deferred tax is adjusted directly against
equity.
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which
deductible temporary differences can be utilised. Future income tax benefits in relation to tax losses have not been brought
to account at this stage as it is not probable the benefit will be utilised. The temporary differences and tax losses do not
expire under current tax legislation.
Page 33 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 13 INCOME TAX (continued)
Unrecognised temporary differences and tax losses
Tax losses
Recognised temporary differences and tax losses
Deferred tax assets and liabilities are attributable to the following:
Provisions
Other
Deferred tax assets attributed to temporary differences not recognised
Tax losses carried forward
Net deferred tax liability/(asset)
Goods & Services Tax
December 2017
December 2016
$
$
30,590,437
28,349,076
13,541
(8,879)
(4,670)
-
-
7,754
(16,590)
-
8,836
-
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 Taxation Office. In these circumstances GST is recognised as part of the acquisition
of the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of
GST.
NOTE 14 RELATED PARTY AND KEY MANAGEMENT PERSONNEL
Transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties unless otherwise stated.
Key management personnel compensation
Key management personnel comprise directors and other persons having authority and responsibility for planning, directing
and controlling the activities of the Consolidated Entity.
Summary
Short-term employee benefits
Post-employment benefits
Share-based payments
December 2017
December 2016
$
$
547,493
26,027
-
573,520
321,969
26,027
-
347,996
Detailed remuneration disclosures are provided in the remuneration report on pages 9 to 13.
Amounts owed to Key Management Personnel
$Nil is owed to Directors for unpaid director fees (December 2016: $4,701). These amounts were at call and did not bear
interest.
Page 34 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 15 FINANCIAL RISK MANAGEMENT
The Consolidated Entity's financial instruments consist mainly of deposits with banks and accounts receivable and payable.
The main risk arising from the financial instruments is foreign exchange risk.
There have been no substantive changes in the Consolidated Entity's exposure to financial instrument risks, its objectives,
policies and processes for managing those risks or the methods used to measure them from previous periods unless
otherwise stated in this note.
The Board has overall responsibility for the determination of the Consolidated Entity's risk management objectives and
policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for day to day management of
these risks to the Managing Director and the Chief Financial Officer. The overall objective of the Board is to set policies
that seek to reduce risk as far as possible without unduly affecting the Consolidated Entity's competitiveness and flexibility.
Further details regarding these policies are set out below:
(a) Credit Risk
Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting in the
Consolidated Entity incurring a financial loss. This usually occurs when debtors fail to settle their obligations owing to the
Consolidated Entity.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised
financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance
sheet and notes to the financial statements. There is no collateral held as security at 31 December 2017.
Credit risk is reviewed regularly by the Board. It arises from exposure to customers as well as through deposits with
financial institutions.
The Consolidated Entity does not have any material credit risk exposure to any single debtor or group of debtors under
financial instruments entered into by the Consolidated Entity.
The credit quality of cash and cash equivalents is considered strong. The counterparty to these financial assets are
large financial institutions with strong credit ratings.
(b) Liquidity risk
Liquidity risk is the risk that the Consolidated Entity may encounter difficulties raising funds to meet financial obligations
as they fall due.
Liquidity risk is reviewed regularly by the Board.
The Consolidated Entity manages liquidity risk by monitoring forecast cash flows and ensuring that adequate cash
resources are maintained. The Consolidated Entity did not have any financing facilities available at balance date.
The Consolidated Entity does not have any material exposure to liquidity risk.
(c) Market Risk
Market risk arises from the use of interest bearing, tradeable and foreign currency financial instruments. It is the risk that
the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest rates (interest rate
risk), foreign exchange rates (currency risk) or other market factors (other price risk).
The Consolidated Entity does not have any material exposure to market risk.
(d) Capital Risk Management
When managing capital, the director’s objective is to ensure the entity continues as a going concern and to maintain a
structure that ensures the lowest cost of capital available and to ensure adequate capital is available for exploration and
evaluation of tenements. In order to maintain or adjust the capital structure, the Consolidated Entity may seek to issue
new shares.
Consistent with other exploration companies, the Consolidated Entity monitors capital on the basis of forecast exploration
and development expenditure required to reach a stage which permits a reasonable assessment of the existence or
otherwise of an economically recoverable reserve. The Consolidated Entity has no minimum capital requirements.
The Consolidated Entity has yet to establish a formal policy for raising capital through debt instruments. The directors will
introduce such a policy when it becomes prudent for the Consolidated Entity to consider raising funds through debt.
Page 35 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 15 FINANCIAL RISK MANAGEMENT (continued)
(e) Net Fair Values
The net fair values of financial assets and liabilities approximate their carrying value. The aggregate net fair values and
carrying amounts of financial assets and liabilities are disclosed in the balance sheet and in the notes to the financial
statements.
NOTE 16 SEGMENT REPORTING
Reportable Segments
The Consolidated Entity has identified its operating segment based on internal reports that are reviewed and used by the
executive team in assessing performance and determining the allocation of resources. The Consolidated Entity does not
yet have any products or services from which it derives an income.
For the current period, management currently identifies the Consolidated Entity as having only one reportable segment
during the period, being exploration for minerals in Mexico through its interest in Bonito Minerals.
NOTE 17 COMMITMENTS
Operating leases
Minimum lease payments:
Payable within one year
Payable between one year and five years
Total contracted at balance date
December 2017
December 2016
$
-
-
-
$
5,500
-
5,500
The minimum future payments above relate to non-cancellable operating leases for offices and accommodation.
Future exploration
The Consolidated Entity currently does not have any obligations to expend minimum amounts on exploration in tenement
areas.
NOTE 18 CONTINGENT LIABILITIES AND CONTINGENT ASSETS
There are no contingent liabilities or contingent assets at 31 December 2017 (31 December 2016: Nil).
NOTE 19 AUDITORS’ REMUNERATION
Remuneration paid for:
Auditing and reviewing the financial report
- Ernst & Young
December 2017
December 2016
$
$
43,000
35,000
NOTE 20 EVENTS AFTER BALANCE SHEET DATE
There have been no other events since 31 December 2017 that impact upon the financial report.
Page 36 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 21 PARENT ENTITY INFORMATION
The Parent Entity of the Consolidated Entity is AuKing Mining Limited.
Parent Entity Financial Information
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Share capital
Reserves
Accumulated losses
Total equity
Loss after income tax
Other comprehensive income
Total comprehensive loss
Controlled Entities of the Parent Entity
December 2017
December 2016
$
$
396,962
113,036
509,998
339,591
-
339,591
2,176,422
65,784
2,242,206
90,478
-
90,478
170,407
2,151,728
42,630,609
559,903
(43,020,105)
170,407
42,380,609
549,903
(40,778,784)
2,151,728
(2,241,320)
(5,057,843)
10,000
(10,000)
(2,231,320)
(5,067,843)
Subsidiaries are all entities (including structured entities) over which the Consolidated Entity has control. The Consolidated
Entity controls an entity when the Consolidated Entity is exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Consolidated Entity. They are deconsolidated
from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Consolidated Entity.
Intercompany transactions, balances and unrealised gains on transactions between Consolidated Entity companies are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the
transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the
policies adopted by the Consolidated Entity.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated income
statement, statement of comprehensive income, statement of changes in equity and balance sheet respectively.
Subsidiaries are all entities (including structured entities) over which the Consolidated Entity has control. The Consolidated
Entity controls an entity when the Consolidated Entity is exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Consolidated Entity. They are deconsolidated
from the date that control ceases.
Page 37 of 43
AuKing Mining Limited
2017 Annual Report
NOTE 21 PARENT ENTITY INFORMATION (continued)
Percentage Owned
2017
%
2016
%
Country of Incorporation
China Yunnan Copper Australia Chile Limitada
100%
100%
Chile
China Yunnan Copper Australia Chile Limitada is currently in the process of being wound up.
Commitments, Contingencies and Guarantees of the Parent Entity
The minimum committed expenditure for future periods of the Parent Entity is the same as those for the Consolidated
Entity. The Parent Entity has no contingent assets, contingent liabilities or guarantees at balance date.
Page 38 of 43
AuKing Mining Limited
2017 Annual Report
DIRECTORS' DECLARATION
In the Directors opinion:
(a)
the attached consolidated financial statements and notes that are set out on pages 17 to 38 and the remuneration
report set out on pages 9 to 13 in the Directors’ Report are in accordance with the Corporations Act 2001 and other
mandatory professional reporting requirements, including:
(i)
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001; and
giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2017 and of its
performance for the financial period ended on that date.
the financial statements also comply with International Financial Reporting Standards as disclosed in Note 1 to the
consolidated financial statements; and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
(b)
(c)
The directors have been given the declarations by the chief executive officer and chief financial officer required by section
295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of directors.
Paul Williams
Director
27 March 2018
Page 39 of 43
Ernst & Young
111 Eagle Street
Brisbane QLD 4000 Australia
GPO Box 7878 Brisbane QLD 4001
Tel: +61 7 3011 3333
Fax: +61 7 3011 3100
ey.com/au
Independent auditor’s report
To the Shareholders of AuKing Mining Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of AuKing Mining Limited (“the Company”), including its
subsidiary (“the Group”), which comprises the consolidated balance sheet as at 31 December 2017,
the consolidated statement of comprehensive income, the consolidated statement of changes in
equity and the consolidated cash flow statement for the year then ended, notes comprising a
summary of significant accounting policies and other explanatory information and the Directors’
Declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
(i)
giving a true and fair view of the Group’s consolidated financial position as at 31 December
2016and of its consolidated financial performance for the year ended on that date; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements section of our report. We are independent of the Group in
accordance with the Corporations Act 2001 and the ethical requirements of the Accounting
Professional and Ethical Standards Board’s APES110 Code of Ethics for Professional Accountants (the
Code) that are relevant to our audit of the financial report in Australia; and we have fulfilled our other
ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1 in the financial report which describes the principal conditions that raise
doubt about the Group’s ability to continue as a going concern. These events or conditions indicate
that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as
a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context. In addition to the matter described in the Material
Uncertainty Related to Going Concern section, we have determined the matters described below to be
the key audit matters to be communicated in our report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial statements. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
1. Accounting for the Group’s Equity Accounted Investment
Why significant
How our audit addressed the key audit matter
As detailed in Note 3 to the financial report, the
Group acquired a 30% interest in Bonito Minerals
Pty Ltd (“Bonito”) during the financial year
ended 31 December 2017.
The matter is a key audit matter due to the
judgement required in accounting for the
investment under the equity method and its
significance to the Group’s financial performance
for the year.
In obtaining sufficient audit evidence, we evaluated:
(cid:127) The Group’s assessment it obtained significant
influence over Bonito and its consequential
decision to account for its investment using the
equity method; and
(cid:127) The Group’s application of the equity method
when accounting for the investment.
We also performed the following:
(cid:127) Read the Investment Agreement and Shareholder
Deed executed between the Group, Bonito and
Bonito’s pre-existing shareholders to understand
the rights and obligations of the various parties;
(cid:127) Tested the Group’s cash and share contributions
for the investment;
(cid:127) Considered the adjustments made by the Group
to ensure uniformity of accounting policies
(cid:127) Considered the Group’s accounting for its share
of Bonito’s loss for the period since acquisition
and agreed amounts to underlying financial
information and related supporting documents;
(cid:127) Assessed the Group’s decision to recognise a
further impairment loss as part of its share of
Bonito’s loss for the period ended 31 December
2017; and
(cid:127) Assessed the sufficiency of the note disclosure of
this equity accounted investment.
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Information Other than the Financial Statements and Auditor’s Report
The Directors are responsible for the other information. The other information comprises the
information in the Company’s Annual Report for the year ended 31 December 2017, but does not
include the financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If,
based upon the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Directors’ Responsibilities for the Financial Report
The Directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the Directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the Directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the Directors either intend to liquidate the Group or cease
operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit 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.
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•
•
•
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Directors.
Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting in
the preparation of the financial report. We also conclude, based on the audit evidence obtained,
whether a material uncertainty exists related to events and conditions that may cast significant
doubt on the entity’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in the auditor’s report to the disclosures in
the financial report about the material uncertainty or, if such disclosures are inadequate, to
modify the opinion on the financial report. However, future events or conditions may cause an
entity to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
We communicate with the Directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that
we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated to the Directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
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Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 10 to 14 of the Directors' Report for the
year ended31 December 2017.
In our opinion, the Remuneration Report of AuKing Mining Limited for the year ended 31 December
2017, complies with section 300A of the Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Andrew Carrick
Partner
Brisbane
27 March 2018
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation