ANNUAL REPORT
C O N T E N T S
C O M PA N Y I N F O R M AT I O N
Chairman’s Letter
Review of Operations
Competent Persons Statements
Directors’ Report
Corporate Governance Statement
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Auditor’s Independence Declaration
Independent Audit Report
Additional ASX Information
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4
18
20
42
48
49
50
51
52
87
88
89
92
Directors
Mr Anthony Wehby – Chairman
Mr Rimas Kairaitis – Managing Director
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Company Secretary
Mr Richard Willson
Registered Office and Principal Place of Business
Aurelia Metals Limited,
2 Corporation Place, ORANGE NSW 2800
Telephone: (02) 6363 5200
Facsimile: (02) 6361 4711
Email: office@aureliametals.com
Share Register
Security Transfer Registrars Pty Ltd, 770 Canning Highway,
APPLECROSS WA 6153
Telephone: (08) 9315 2333
Facsimile: (08) 9315 2233
Stock Exchange Listing
Aurelia Metals Limited shares are listed on the Australian
Stock Exchange, the home branch being Perth.
ASX Code: AMI
Auditors
Ernst and Young, 680 George Street, SYDNEY NSW 2000
Website
www.aureliametals.com
1
AURELIA METALS LTD — ANNUAL REPORT 2014 C H A I R M A N ’ S L E T T E R
Dear Stakeholders
As I prepare this letter introducing the 2014 Annual Report, I am particularly conscious of the tide of change running
at Hera and throughout the Company. Many of the changes resulting from current events at Hera will render the
information contained in this Annual Report as merely historically useful.
Nevertheless, there is much to be appreciated by looking back at the achievements of another year and this Annual
Report will present those for your consideration.
In addition to those achievements there is a broader observation I wish to highlight. I hope all our stakeholders share
my admiration for the men and women who work in the mining industry in Australia, as represented by those who
work with Aurelia. Our people have risen to every challenge; they have applied technical skills innovatively; they have
accepted difficult conditions; they have developed commercial solutions.
My visits to Head Office and to site always leave me with confidence that we have a team of employees and contractors
who take great pride in what is being built and developed. I thank all of them for their efforts and congratulate them
on the achievements to date.
At 30 June 2014 the Hera mine and process plant moved to the next critical stage of development - commissioning.
Our timetable calls for the first gold production to be in this (September) quarter. While there remains much to be
done, the focus is being well managed and our confidence level is high.
Concurrent with the mine and plant developments the exploration programs at both Hera and Nymagee continued
to yield exciting results. The full significance of these results will take some time to emerge as we interpret and build
our further programs around this data.
Thank you to all shareholders who took the time to participate in the decisions put to the General Meeting in April.
Your support is not taken for granted but is greatly appreciated.
As a result of the Phase One equity raising to Pacific Road (approx $14m) in December 2013, Mr Paul Espie joined the
Board. Paul has a wealth of experience and expertise and we are delighted with his contribution to our deliberations.
Also during the year we were pleased to welcome back Dr Guoging Zhang, who re-joined the Board.
Other Board changes during the year were the retirements of Ms Christine Ng, Dr Wenxiang Gao and Mr Robin
Chambers. Dr Gao and Mr Chambers had served on the Board since before the ASX listing of the Company in May
2007, and Dr Gao served as chairman for almost four years; Ms Ng had joined the Board a year later. On behalf of the
Company I thank them for their service and contribution over those years.
The coming year will bring its own challenges as we seek to move into production from Hera. The management team,
led by Rimas Kairaitis, has earned our confidence, so I look forward to those challenges.
Finally, thank you for your support. I assure all shareholders of the commitment of your Board and management to
the continued success of Aurelia.
Yours sincerely
Tony Wehby
Non-Executive Chairman
4 September 2014
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AURELIA METALS LTD — ANNUAL REPORT 2014 3
AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S
O F O P E R AT I O N S
H E R A - N Y M A G E E P R O J E C T
The Hera-Nymagee Project represents Aurelia Metals’
(AMI) flagship Project and consists of the Hera gold-
base metal deposit (AMI 100%) and the Nymagee copper
deposit (AMI 95%), and is located approximately 100km
south-east of Cobar, hosted in the Cobar Basin rocks of
central NSW. The Cobar Basin also hosts the major mineral
deposits at CSA (Cu-Ag), The Peak (Cu-Au) and Endeavor
(Cu-Pb-Zn-Ag).
Company activities for the period were dominated by
development activities on the Hera Project and exploration
activities at the Nymagee copper deposit and the Nymagee
North prospect.
H E R A P R O J E C T D E V E L O P M E N T
Hera Underground Development
The 12 months to June 2014 saw an intense company
focus on the construction and development of the Hera
gold-lead-zinc project. By 30 June 2014, the Hera project
construction was substantially complete, with early stage
process plant commissioning activities commenced and
the Company well placed to deliver first production in the
September quarter of 2014.
At the close of the year, the Hera underground mine was
well established, including:
• A total underground lateral development of 4059,
including;
• The establishment of ore drives on the 205, 235, 335
and 360 levels;
• Primary ventilation commissioned and three 4m
vertical vent-shafts established and three sub-vertical
1.5m ladderways installed;
• A surface ore (ROM) stockpile of > 15,000
tonnes established.
4 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
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AURELIA METALS LTD — ANNUAL REPORT 2014 Hera Stope Delineation Drilling
Progressive stope delineation drilling has been completed
in line with underground mine development.
Underground stope delineation drill holes from the Hera
Main Lens delivered a number of very strong results and
continued to confirm the high grade nature of the modelled
reserve. Highlight intersections include:
• 3.1m @ 14.7g/t Au, 23g/t Ag, 1.3% Cu, 1.6 %Pb and
3.5% Zn
• 3.9m @ 82.4g/t Au, 42g/t Ag, 9.7% Pb and 10.3% Zn
• 12.1m @ 4.5g/t Au, 20g/t Ag, 4.4% Pb and 4.6% Zn
• 11m @ 16.6g/t Au, 31g/t Ag, 8.5 %Pb and 16.9% Zn
• 6.1 m @ 7.26g/t Au, 41g/t Ag, 5.3% Pb and 11% Zn
• 7.1m @ 8.3g/t Au, 37g/t Ag, 5.3% Pb and 6.8% Zn
• 10.1m @ 5.1g/t Au, 19g/t Ag, 3.4% Pb and 6.6% Zn
• 2.0m @ 175.2g/t Au, 50g/t Ag, 6.8% Pb and 7.8% Zn
• 4.3m @ 15.6g/t Au, 59g/t Ag, 12.3% Pb and 17% Zn
• 4.1m @ 43.2g/t Au, 34g/t Ag, 7.8% Pb and 11.6% Zn
• 3.0m @ 23.5g/t Au, 52g/t Ag, 7.6% Pb and 11.7% Zn
• 1.1m @ 54.9g/t Au, 61g/t Ag, 19% Pb and 8.2% Zn
• 9.0m @ 13.7g/t Au, 16g/t Ag, 5.0% Pb and 7.4% Zn
• 3.1m @ 19.0g/t Au, 25g/t Ag, 5.6% Pb and 6.2% Zn
• 2.0m @ 18.9g/t Au, 16g/t Ag, 4.3% Pb and 5.1% Zn
A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
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AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S O F O P E R AT I O N S
Hera Process Plant
Construction of the Hera Process Plant proceeded well
during the year, key milestones achieved during the year
include:
• Completion of project civils;
• Mechanical installation of most areas of the process
plant, including;
• Primary, secondary and tertiary grinding areas
• Gravity circuit and verti-mill
• Reagents area
• Rougher flotation tanks and thickeners
• Regrind mill and cleaner flotation circuit
• Leach circuit and concentrate filters
• Concentrate and stores sheds
As at 30 June 2014, early stage commissioning activities
commenced in June including on the following areas:
• Tertiary crushing circuit;
• Reclaim tunnel; and
• Rougher and cleaner flotation circuits.
Other Hera project construction activities during the year
included:
• Completion of Hera Accommodation Camp and
handover to camp manager
• Construction and commissioning of the of long term
gas-fired power station
• Construction and completion of Stage 1 of the
Tailings Storage Facility (TSF)
• Completion of the Hera Mine offices, washrooms and
ancillary buildings and infrastructure
Hera Exploration
AMI maintained a significant exploration effort around the
Hera deposit during the year. The Company hold a firm
belief that Cobar style deposits like Hera and Nymagee
hold very strong potential to evolve into deposits of very
significant scale.
Exploration activities at the Hera Project have focussed on
extensions to the Hera orebody to the south. Activities
included surface drilling, follow-up down-hole EM (DHEM)
6 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
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AURELIA METALS LTD — ANNUAL REPORT 2014 and the commencement of exploration drilling from
underground positions.
hole HRUD065 intersecting strong sulphide mineralisation
and visible gold in areas outside the existing Hera Reserve.
Highlight results from surface drilling at Hera South
included hole HRD052W3, which intersected 10m zone of
strong sulphide mineralisation and included a 2.2m zone of
massive sulphides. The hole recorded results of:
• HRD052W3: 2.0m @ 0.05g/t Au, 55g/t Ag, 0.8% Cu,
5.2% Pb and 4.2% Zn from 722.4m
Follow drilling above and to the south of this intersection,
confirmed the continuity of the Hera South mineralisation,
recording results of:
• HRD053: 6.0m @ 12g/t Ag, 2.6% Pb and 1.0% Zn
from 572m, and
2.0m @ 0.2g/t Au,18g/t Ag, 4.4% Pb and 1.1% Zn
from 594m and
5.0m @ 1.4g/t Au, 9g/t Ag, 2.1% Pb and 0.2% Zn from
601m, and
2.0m @ 0.15g/t Au, 29g/t Ag, 0.9% Cu, 5.6% Pb and
0.1% Zn from 617m
These results are considered encouraging, although not
indicative of Hera resource extensions in the immediate
term.
Initial results from the first drill hole from the Hera
underground were considered strongly encouraging, with
Underground exploration drilling of this area was
proceeding aggressively at the close of the year.
Hera Exploration - Regional
Exploration activity during the year included research
and development on a computer-based exploration tool
capable of combining a number of datasets as a means
of improving exploration success over AMI’s tenements in
Cobar region.
Exploration within the
regional tenement package
surrounding the Hera and Nymagee deposits generated
positive results in the year, including:
• A new large, high-intensity gravity anomaly (the
“Pyramid Prospect”) located 14km SSE of the Hera
Mine. The anomaly is of the same strength and
several times as large as that associated with the
Hera Deposit.
• The delineation of a robust, 1.5km long, anomalous
lead-in-soil trend termed “Hebe East”. The anomaly
is associated with anomalous topography and rock
chip sampling results to 0.2% Pb.
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AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S O F O P E R AT I O N S
N Y M A G E E
The Nymagee Copper deposit sits approximately 4.5km
north of the Hera deposit along the same mineralised
horizon. The deposit was subject to significant historical
mining up to 1917 which records a production of 422,000t
at 5.8% Cu. Following the discovery of high grade copper
mineralisation by AMI in 2010, attention has been directed
toward delivering a maiden Resource (December 2011),
advancing the project through feasibility studies, and
extending the scale of the Nymagee mineral system
through a continued exploration effort.
Nymagee North Exploration
During the year a number of drill holes and down hole
EM (DHEM) surveys were completed at Nymagee
North, targeting down plunge from strong Cu-Pb-Zn
mineralisation DHEM surveys and Aurelia has maintained
a view that Nymagee North may represent the upper
parts of a new ‘Cobar style’ ore system. Nymagee North
is located approximately 500m north of the Nymagee
Copper Deposit.
In the first half of the year, a number of strongly encouraging
drill results were returned, including:
• NMD084: 10m @ 1.4% Cu, 30g/t Ag and 1.9% Pb +
Zn from 545.5m, and
3m @ 1.8% Cu, 23g/t Ag and 1.0% Pb + Zn from
596m, and
3m @ 1.5% Cu, 32g/t Ag, and 2.3% Pb + Zn from
624m
• NMD085: 43.6m @ 0.5% Cu and 0.6% Pb+Zn from
584.4m including:
2.1m @ 1.9% Cu, 0.55g/t Au, 18g/t Ag from 584.4m
and
7.8m @ 0.5% Cu, 11g/t Ag, 2.7% Pb+Zn from 596.4m
and
1.4m @ 1.8% Cu, 27g/t Ag, 2.4% Pb+Zn from 642.9m
Follow up DHEM and drilling down plunge at Nymagee
North, culminated
in a zone of massive sulphide
mineralisation intersected in NMD092, some 180m down
plunge of previous drilling at Nymagee North.
This result is considered to be particularly significant,
and very encouraging in the context of how other large
Cobar-style mineralised systems evolve at depth. This drill
hole looks to have identified part of the mineralisation
causing the strong Down-Hole Electro-Magnetic (DHEM)
conductive response at Nymagee North. The potential
for the zone to have meaningful size and vertical extent
will be assessed with follow up down-hole geophysics and
structural logging.
8 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
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AURELIA METALS LTD — ANNUAL REPORT 2014 9
AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S O F O P E R AT I O N S
Deep Nymagee Drilling Programme
sulphide mineralisation at depth is considered encouraging.
During the year, three deeper exploration drill holes were
completed beneath the Nymagee copper deposit to test
for extensions to the Nymagee copper deposit at depth
and to provide platforms for downhole geophysics at
depth.
Holes NMD089, NMD089W1 and NMD091 each
intersected broad
low grade copper mineralisation,
representing depth extensions to the ‘footwall copper’
zones. Hole NMD091 also identified the re-development
of massive and semi-massive sulphides in the main lens
position from 889.5 to 891.5m hosting iron, zinc, lead and
copper sulphides. Although not considered to represent
economic grades or widths, the redevelopment of massive
Assays results for holes NMD089 and NMD089W1 are
consistent with the broad, low grade copper intervals
observed. Results include:
• NMD089: 45m @ 0.5% Cu from 623m, including;
2m @ 2.9% Cu and 26g/t Ag from 626m,
and 2m @ 1.8% Cu from 641m
• NMD089W1: 1m @ 3.7% Cu from 479m,
8m @ 1.5% Cu from 627m,
and 13m @ 0.9% Cu from 690m
The results now demonstrate the vertical continuity of
copper mineralisation for over 700m from surface, with
the copper mineralisation remaining open at depth.
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AURELIA METALS LTD — ANNUAL REPORT 2014 C O R P O R AT E
Director Appointment
PA C I F I C R O A D T R A N S A C T I O N
On 6th December 2013, AMI announced a strategic
transaction with Pacific Road Capital to accelerate
exploration and resource development at the Hera-
Nymagee Projects.
Phase 1 Funding
Phase 1 was a placement of 58.8m shares to Pacific Road
Capital at $0.2434 per share to raise $14.3 million which
completed on 10th December 2013. The transaction price of
$0.2434, being the VWAP calculated over the 30 days prior
to the date of the Agreement, represents a 21.7% premium
to the last closing price of AMI on day of announcement.
Phase 1 Funding Use of Proceeds
Phase 1 funding will be applied to:
• Board-approved exploration at Hera and Nymagee
Projects;
• Resource delineation and estimation at Hera and
Nymagee; and
• Working capital requirements, including financial risk
management such as hedging price protection costs
(up to $3 million).
Phase 2 Funding
Should AMI choose to raise further monies after Phase
1, Pacific Road Capital will hold a first right to subscribe
further funds, as Phase 2. In this event, AMI will call further
funds up to $10.7 million from Pacific Road, such funding
being subject to Pacific Road Capital‘s election.
• Phase 2 funding of up to $10.7 million at a 30 day
VWAP price from the time of AMI call with Phase
2 funds to include an additional of $0.7 million at
the Phase 1 funding price. This would bring the total
Phase 1 funding to $15 million.
• Up to $5 million of Phase 2 funds may be used
for debt service or Hera Project cost overrun if
applicable.
• Phase 2 funding price for those funds used for debt
service or Hera Project cost overrun to be priced at a
10% discount to the 30 day VWAP price.
• AMI to seek shareholder approval, and assist with
obtaining other necessary Australian regulatory
approvals, for Phase 2 funding if required.
Under the Agreement AMI appointed Pacific Road’s
Nominee, Mr Paul Espie, to AMI’s Board of Directors.
A summary biography of Mr Espie is presented below:
Paul established Pacific Road Group (“PRG”), an investment
banking business focussing on resources and infrastructure,
in 1986. He was Chairman of Oxiana Limited during the
development of the Sepon copper/gold deposit in Laos
(2000 to 2003) and prior to that Chairman of Cobar Mines
Pty Ltd following a management buy-out in 1993. He was
previously responsible for Bank of America operations in
Australia, New Zealand and Papua New Guinea: he was
Chairman of the Australian Infrastructure Fund and is a
Fellow of the Australian Institute of Company Directors and
Trustee of the Australian Institute of Mining & Metallurgy,
Educational Endowment Fund and Director of the Menzies
Research Centre.
Pacific Road will have the right to appoint a Director to the
AMI Board for so long as Pacific Road Capital holds at least
10% of issued capital in AMI, subject to limited exceptions.
Non-Dilute
Subject to the grant of an ASX waiver, AMI will, from
completion of Phase 2 funding grant Pacific Road an anti-
dilution right for so long as Pacific Road holds at least 10%
of issued capital in AMI, subject to limited exceptions.
P Y B A R A G R E E M E N T
During the quarter AMI reached an agreement with its
primary underground contractor, Pybar Mining Services
Pty Ltd (‘Pybar’), for a reduction in rates for the provision
of mining services in the period from 1 September 2013 to
31 October 2014. In consideration for this reduction, AMI
has issued Pybar 4 million AMI shares to be held in escrow
until 31 October 2014.
C H A N G E O F C O M PA N Y N A M E T O
A U R E L I A M E T A L S LT D
In June 2014 the Company completed a change of company
name from YTC Resources Ltd to Aurelia Metals Limited.
The change in name reflects the considerable changes to
the Company since its IPO in early 2007 in terms of the
Company’s commodity focus, its spread in ownership
structure and financial support, and our evolution from
explorer to near term producer.
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AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S O F O P E R AT I O N S
Table 1: Collar summary for Hera stope delineation drill holes in this report
Hole
GDA_E GDA_N
HRUD033
436357
6447414
HRUD034
436357
6447415
HRUD035
436358
6447415
HRUD036
436357
6447415
HRUD037
436357
6447416
HRUD040
436395
6447183
HRUD041
436395
6447183
HRUD042
436396
6447183
HRUD043
436396
6447183
HRUD044
436396
6447183
HRUD045
436396
6447183
HRUD046
436394
6447185
HRUD047
436396
6447185
HRUD048
436396
6447184
HRUD049
436396
6447185
HRUD050
436396
6447185
HRUD051
436396
6447184
HRUD052
436396
6447184
HRUD053
436416
6447161
HRUD054
436415
6447168
HRUD055
436417
6447162
HRUD056
436415
6447168
HRUD057
436417
6447163
RL
68
68
68
68
68
34
32
31
31
31
30
31
31
30
31
32
32
32
35
34
33
34
36
DIP
AZI_MGA Depth m
Comments
-38
-49
-54
-51
-40
17.8
-1
216.06
141.4
Delineation drilling Main North Lens
223.8
220.4
153.55
Delineation drilling Main North Lens
182.3
Delineation drilling Main North Lens
239
140.05
Delineation drilling Main North Lens
254.8
120.08
Delineation drilling Main North Lens
263.38
84.6
Delineation drilling Main North Lens
257.71
66.25
Delineation drilling Main North Lens
-28.29
246.41
73.25
Delineation drilling Main North Lens
-36.53
259.88
80.4
Delineation drilling Main North Lens
-53.4
246.71
103.3
Delineation drilling Main North Lens
-62.57
251.62
126.05
Delineation drilling Main North Lens
-48.86
294.11
127
Delineation drilling Main North Lens
-39.26
295.42
103.4
Delineation drilling Main North Lens
-31.22
286.28
-14.15
289.87
89.3
83.5
Delineation drilling Main North Lens
Delineation drilling Main North Lens
-1.92
294.46
81.27
Delineation drilling Main North Lens
-0.7
281.61
-24.97
275.35
45.45
215.81
34
191.7
25.08
215.31
55.62
192.2
66.68
219.29
77.6
77.97
60.1
86.1
61.8
94.3
90.2
116.4
110.6
Delineation drilling Main North Lens
Delineation drilling Main North Lens
Drill Site: 285 Ladderway
Drill Site: 285 Ladderway
Drill Site: 285 Ladderway
Drill Site: 285 Ladderway
Drill Site 285: Ladderway
Drill Site 315 Site 1
Drill Site 315
Drill Site 315
Drill Site 315
Drill Site 315
Drill Site 315
Drill Site 315
Drill Site 315
Drill Site 315
HRUD058
436482
6447159
-0.65
-27.57
260.35
HRUD059
436482
6447159
0.5
11.85
253.19
HRUD060
436482
6447159
-0.4
-15.43
252.45
113.95
HRUD061
436482
6447158
-0.2
-7.23
234.68
HRUD062
436482
6447158
-0.5
-20.01
239.64
HRUD063
436482
6447158
-0.8
-28.59
240.01
HRUD069
436491
6447140
0.147
3.85
255.57
HRUD070
436491
6447140
0.481
11.6
251.93
HRUD071
436491
6447140 0.004
0.75
242.2
128.2
137.5
131.2
125.6
122.15
140.4
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AURELIA METALS LTD — ANNUAL REPORT 2014 13
AURELIA METALS LTD — ANNUAL REPORT 2014 R E V I E W A N D R E S U LT S O F O P E R AT I O N S
TTable 2: Intersection summary for Hera stope delineation drill holes in this report
Hole ID
From
(m)
To
(m)
Intercept
(m)
Est.
true
width
(m)
Au
(g/t)
Ag
(g/t)
Cu
(%)
Pb
(%)
Zn
(%)
Comments
HRUD033
And
106.9
112.8
110
116
HRUD034
122.9
126.8
3.1
3.2
3.9
12.1
2
2.9
5.1
147.1
114
112
59.1
91.35
4.35
23
32
56
-
29
70
1
1
1
-
3
2
HRUD035
HRUD036
135
112
HRUD037
109.1
HRUD039
HRUD039
HRUD040
HRUD040
HRUD040
HRUD041
HRUD042
HRUD042
54
87
22
31
55
-
26
68
HRUD043
69.95
70.9
0.95
HRUD044
41.55
45.55
HRUD044
48.7
53.5
HRUD044
66
67
HRUD045
69.85
72.05
HRUD045
78
HRUD045
105.1
HRUD046
HRUD047
HRUD047
HRUD047
92
82.9
92.1
94
HRUD048
63.9
HRUD048
76
80
107
103
89
93.1
95
71
77
HRUD048
78.9
82.25
HRUD049
HRUD049
HRUD050
HRUD051
HRUD051
54
76
55.2
50.9
60.9
65.9
77
69
53
62
4
4.8
1
2.2
2
1.1
11
6.1
1
1
7.1
1
3.35
11.9
1
13.8
2.1
1.1
14
2.6
2.7
3.0
8.8
1.5
2.5
4.9
4.2
1.0
1.0
1.0
-
2.7
1.8
0.8
2.5
3.0
0.6
1.2
1.1
0.6
8.1
5.02
0.8
0.8
6.3
0.9
3.0
11.6
0.98
13.8
2.1
1.1
14.7
0.18
82.44
4.51
1.91
0.88
0.03
0.11
0.03
0.65
-
-
0.87
6.37
-
2.34
0.12
-
0.68
0.05
0.01
16.6
7.26
0.17
12.5
8.3
0.07
0.19
0.23
0.75
0.29
0.04
0.14
23
16
42
20
15
30
7
5
5
9
8
-
10
9
8
32
6
8
22
7
13
31
41
14
5
37
14
10
13
9
13
7
13
1.3
-
-
0.3
-
-
-
-
-
-
-
-
-
-
-
0.2
-
0.2
0.2
-
-
0.2
1.5
-
-
1.21
-
-
0.2
0.4
-
-
-
1.6
3.5
9.7
4.4
3.3
5.8
1
0.9
1.3
1.4
1.4
-
1.7
1.0
2.4
4.3
1.3
1.2
3.2
1.3
2.8
8.5
5.3
2.5
0.9
5.3
3.6
2.3
2.2
1.9
2.3
2.1
2.1
3.5
5.1
Main North Lens
Main North Lens
10.3
Main North Lens
Main North Lens
Main North Lens
Main North Lens
4.6
5.1
6.7
1.3
2.3
2.8 Weakly Mineralised
2.5 Weakly Mineralised
3.4 Weakly Mineralised
No Significant
Results
Main Lens
-
2.7
-
2.4
10.0
1.9 Weakly Mineralised
2.7 Weakly Mineralised
2.3
4.8
3.6
16.9
11
6.9
4.5
6.8
3.3
7.3
3.8
4.2
5.9
2.1
2.4
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
Main Lens
AURELIA METALS LTD — ANNUAL REPORT 2014 Hole ID
From
(m)
To
(m)
Intercept
(m)
HRUD052
HRUD052
HRUD053
HRUD054
HRUD054
HRUD054
51.8
73
50.1
53
63
72
HRUD055
42.9
54
75
52.1
56.1
64
82.1
44.9
HRUD058
108.75
111.9
HRUD059
100
104.35
HRUD060
100.8
104.9
HRUD061
108
111
HRUD062
108.95 110.05
HRUD063
HRUD069
Includes
118
103
105
119
112
111
HRUD070
104.9
108
HRUD071
Includes
99
108
140.1
110
2.2
1
2
3.1
1
10.1
2
3.15
4.35
4.1
3
1.1
1
9
5
3.1
41.1
2
Est.
true
width
(m)
2.03
0.93
1.47
2.57
0.83
8.4
1.85
2.93
4.32
3.99
2.98
1.05
0.92
9
5
2.9
41.1
2
0.07
0.05
1.15
-
10.15
5.07
175.25
2.61
15.6
43.2
23.49
54.9
0.12
13.69
24.27
18.98
1.03
18.9
41
3
12
18
16
19
50
15
59
34
52
61
24
16
26
25
2
16
Au
(g/t)
Ag
(g/t)
Cu
(%)
Pb
(%)
Zn
(%)
Comments
0.3
-
0.1
-
-
-
0.8
-
0.3
0.5
0.8
3.6
3.01
3.4
6.8
3.99
12.3
7.76
7.56
2.37
18.95
-
0.3
0.5
0.2
5.24
5.01
8.6
5.58
0.5
8.2
0.7
7.0
4.4
Main Lens
Main Lens
2.03
2.99
Main Lens South
2.8
3
6.6
7.8
5.4
17
11.6
11.7
8.2
3.15
7.4
12.5
6.17
1
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
Main Lens South
-
4.26
5.07
Main Lens South
15
AURELIA METALS LTD — ANNUAL REPORT 2014
R E V I E W A N D R E S U LT S O F O P E R AT I O N S
Table 3: Collar summary for Hera surface drill holes in this report
Hole
GDA_E
GDA_N
HRD053
436263
6446681
HRD052W3
436855
6446937
DIP
-68
-72
AZI_MGA
Depth
70
235.3
672.9
773.4
Comments
Hera South
Hera South
Table 4: Intersection summary for Hera surface drill holes in this report
Hole
From
(m)
To
(m)
Intercept
(m)
Est true
width
(m)
Au
(g/t)
Cu
(%)
Pb
(%)
Zn
(%)
Ag
(g/t)
Comments
HRUD053
And
And
And
572
594
601
617
578
596
606
619
HRD052W3
722.4
724.4
6
2
6
2
2
4.4
1.5
4.4
1.6
2
-
0.2
1.4
-
-
-
-
-
0.9
0.8
2.6
4.4
2.1
5.6
5.2
1.0
1.1
0.2
0.1
4.2
12
18
9
29
55
Hera South
Hera South
Hera South
Hera South
Hera South
Table 5: Collar summary for Nymagee surface drill holes in this report
Hole
GDA_E
GDA_N
RL
DIP
AZI_MGA
Depth
Comments
NMD089
435059
6452235
311.5
NMD089W1
435059
6452235
311.5
NMD091
435072
6452361
310
NMD092
434384
6453090
302.5
-77
-77
-70
-78
237.3
237.3
255
232
825.8
850.3
967.1
993.6
Nymagee Deeps
Nymagee Deeps
Nymagee Deeps
Nymagee North
Table 6: Intersection summary for Nymagee surface drill holes in this report
Hole
NMD089
Includes
And
NMD089W1
And
And
From
(m)
To
(m)
Intercept
(m)
Est true
width
(m)
Au
(g/t)
Cu
(%)
Pb
(%)
Zn
(%)
Ag
(g/t)
Comments
623
626
641
479
627
690
668
628
643
480
635
703
45
2
2
1
8
13
33
1.4
1.5
-
0.2
-
-
-
-
0.5
0.05
0.14
-
4.4
1.1
2.3
3.7
1.5
0.9
0.13
0.29
-
-
-
-
-
-
5
18
26
5
6
9
Nymagee Deeps
Nymagee Deeps
Nymagee Deeps
Nymagee Deeps
Nymagee Deeps
Nymagee Deeps
16
AURELIA METALS LTD — ANNUAL REPORT 2014 S T AT E M E N T O F R E S O U R C E S A N D R E S E R V E S
Hera Deposit Mineral Resource Estimate (AMI– 100%) – June 2011
Category
Tonnes
Indicated
2,113,000
Inferred
330,000
Total
2,444,000
NSR
(A$)
243
207
238
Au
g/t
4.2
3.5
4.1
Ag
g/t
17.0
14
16.7
Cu %
0.2
0.1
0.2
Pb
%
2.8
2.3
2.8
Zn
%
Au Eq
(g/t)
Contained Au
ozs Eq
3.9
3.3
3.8
9.2
7.5
8.6
677,200
Hera Deposit – DFS Mining Reserve (AMI-100%) – September 2011
Source
Tonnes
Au
(g/t)
Ag
(g/t)
Cu
(%)
Pb
(%)
Zn
(%)
Au Eq
(g/t)
Contained Gold
Ounces
(Au Eq.)
Development Sub-total
278,158
2.86
13.06
0.13
2.26
3.19
Stope Sub-Total
1,597,760
3.72
15.39
0.17
2.56
3.55
MINE PROBABLE RESERVE
1,875,918
3.59
15.04
0.16
2.51
3.50
7.00
423,471
Nymagee Deposit Mineral Resource Estimate (AMI– 95%) – December 2011
Description
INDICATED
Cut Off
Tonnes
Cu %
Pb %
Zn %
Ag g/t
Shallow Cu Resource (above 90mRL)
0.3% Cu
5,147,000
Deeper Cu Resource (below 90m RL)
0.75% Cu
1,984,000
Lead-Zinc-Silver Lens
5% Pb + Zn
364,000
INFERRED
Deeper Cu Resource (below 90m RL)
0.75% Cu
601,000
GLOBAL
Contained Metal (tonnes)
8,096,000
1.00
1.80
0.50
1.30
1.20
0.10
0.30
4.40
0.10
0.30
0.20
0.60
7.80
0.20
0.70
5
11
41
8
9
96,000t
27,000
53,000
69
Midway & 3KEL deposits – Doradilla JV (AMI earning 70%) – February 2008
Midway
3KEL
TOTAL
Category
Sn Cut-off
Tonnes (M)
% Sn
Tonnes (M)
% Sn
Tonnes (M)
% Sn
Inferred
Inferred
Inferred
0.1%
0.2%
0.5%
4.63
1.97
0.38
0.25
0.4
0.92
3.18
1.85
0.56
0.34
0.48
0.89
7.81
3.82
0.94
0.29
0.44
0.90
17
AURELIA METALS LTD — ANNUAL REPORT 2014 C O M P E T E N T P E R S O N S
S T AT E M E N T S
Competent Persons Statement – Exploration
Results
is based on
The information in this report that relates to Exploration
Results
information compiled by Rimas
Kairaitis, who is a Member of the Australasian Institute
of Mining and Metallurgy. Rimas Kairaitis is a fulltime
employee of Aurelia Metals and has sufficient experience
which is relevant to the style of mineralisation and type of
deposit under consideration and to the activity which he is
undertaking to qualify as a Competent Person as defined in
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves.’
Mr Kairaitis consents to the inclusion in this report of the
matters based on his information in the form and context
in which it appears.
Competent Persons Statement – Nymagee & Hera
Resource Estimate
The Resource Estimation for both Hera and Nymagee
deposits has been completed by Mr Dean Fredericksen,
the Chief Operating Officer of Aurelia Metals Ltd who
is a Member of the Australasian Institute of Mining and
Metallurgy. Mr Dean Fredericksen is a full time employee
of Aurelia Metals and has sufficient experience which
is relevant to the style of mineralisation and type of
deposit under consideration and to the activity which he is
undertaking to qualify as a Competent Person as defined in
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves.’
Mr Fredericksen consents to the inclusion in this report
of the matters based on his information in the form and
context in which it appears.
The information on the Nymagee and Hera Resource
estimates is extracted from the ASX Reports available on
the Aurelia Metals Website:
• Hera Resource Upgrade – 2 June 2011
• Maiden Nymagee Resource Estimate – 22 December
2011
The Company confirms that it is not aware of any new
information or data that materially affects the information
in the original market announcement and
included
that all material assumptions and technical parameters
underpinning the estimates
in the relevant market
announcement continue to apply and have not materially
changed. The Company confirms that the form and context
in which the Competent Person’s findings are presented
have not been materially modified from the original market
announcement.
Competent Persons Statement – Hera Ore Reserve
The Information in this report relating to Ore Reserves is
based on work undertaken by Mr Michael Leak of Optiro
1818 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
AURELIA METALS LTD — ANNUAL REPORT 2014 Pty Ltd under supervision of Mr Sean Pearce. This report
has been compiled by Sean Pearce, who is a Member of
the Australasian Institute of Mining and Metallurgy. Sean
Pearce is a full time employee of Aurelia Metals Resources
and has sufficient experience which is relevant to the style
of mineralisation and type of deposit under consideration
and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves.’ Mr Pearce consents
to the inclusion in this report of the matters based on his
information in the form and context in which it appears.
The information on the Hera Ore Reserve is extracted from
the ASX Report available on the Aurelia Website:
• Hera DFS Release – 19 September 2011
The Company confirms that it is not aware of any new
information or data that materially affects the information
included
in the original market announcement and
that all material assumptions and technical parameters
in the relevant market
underpinning the estimates
announcement continue to apply and have not materially
changed. The Company confirms that the form and context
in which the Competent Person’s findings are presented
have not been materially modified from the original market
announcement.
Competent Persons Statement – 3KEL-Midway
Resource Estimation
The resource estimates of oxide material at 3KEL and
Midway have been performed by Dr William Yeo, MAusIMM,
who is an employee of Hellman & Schofield Pty Ltd and
who qualifies as a Competent Person under the meaning of
the 2012 JORC Code. He consents to the inclusion of these
estimates, and the attached notes, in the form and context
in which they appear.
The information on the Nymagee and Hera Resource
estimates is extracted from the ASX Reports available on
the Aurelia Website:
• Inferred Resource for 3KEL and Midway Laterite
Deposits – 3 March 2008
The Company confirms that it is not aware of any new
information or data that materially affects the information
included
in the original market announcement and
that all material assumptions and technical parameters
in the relevant market
underpinning the estimates
announcement continue to apply and have not materially
changed. The Company confirms that the form and context
in which the Competent Person’s findings are presented
have not been materially modified from the original market
announcement.
19
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
2020 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
D I R E C T O R S R E P O R T
The following report is submitted in respect of the results
of Aurelia Metals Limited (“Aurelia” or “the Company”,
formerly YTC Resources Limited) and its subsidiaries,
together the consolidated group (“Group”), for the
financial year ended 30 June 2014, together with the state
of affairs of the Group as at that date.
D I R E C T O R S A N D O F F I C E R S
The names, qualifications and experience of the Company’s
Directors in office during the financial year and until the
date of this report are as follows. Directors and Officers
were in office for this entire period unless otherwise stated.
Mr Anthony Wehby - Chairman
Mr Wehby was a partner with PWC Australia (Coopers &
Lybrand) for 19 years during which time he specialised in
the provision of corporate finance advice to a wide range
of clients including those in the mining and exploration
sectors. Since 2001, Mr Wehby has maintained a financial
consulting practice, advising corporate clients considering
significant changes to their business activities. Mr Wehby
is a Fellow of the Institute of Chartered Accountants in
Australia and a Member of the Australian Institute of
Company Directors.
Mr Wehby is a Director of Royal Rehab, and he was the
Chairman of Tellus Resources Limited until December
2013.
Mr Rimas Kairaitis – Managing Director
Mr Kairaitis is a geologist with over 20 years’ experience
in minerals exploration and resource development in gold,
base metals and industrial minerals in Queensland and
NSW, working with companies including Shell Minerals,
Plutonic Resources, CRA (Rio Tinto) and Alkane Resources.
Mr Kairaitis was a founding Director of the mineral
exploration company LFB Resources NL (now a subsidiary
of Alkane Resources Limited). From 1999 to 2006 he
worked as a geological consultant to Alkane until becoming
a founding Director of Aurelia Metals Limited and its Chief
Executive Officer in 2007.
Mr Kairaitis has a strong exploration track record, leading
the geological field team to the discovery of the Tomingley
Gold deposit in NSW in 2001 and the McPhillamy’s Gold
Deposit in 2006.
He graduated with a Bachelor of Applied Science (Geology)
with first class Honours and University Medal in 1992 from
the University of Technology, Sydney. He is also a member
of the Australian Institute of Mining and Metallurgy.
AURELIA METALS LTD — ANNUAL REPORT 2014 In the last three years Mr Kairaitis has held no other listed
company directorships.
reviews and mining project evaluation work, primarily in
the base metals sector.
Mr Gary Comb
Mr Comb is an engineer with over 28 years’ experience
in the Australian Mining Industry, both with mining
companies and in mining contractor roles. He has a strong
track record in successfully commissioning and operating
base metal mines.
He spent four years as Chief Executive Officer of BGC
Contracting Pty Limited, the mining and civil contracting
arm of West Australian construction group BGC Limited.
From 2003, Mr Comb was Managing Director of Jabiru
Metals Limited, taking the Jaguar Copper/Zinc Project from
discovery through feasibility, construction to operations.
Jabiru Metals was taken over by Independence Group
Limited for A$532 million in 2011.
He is currently Chairman of Finders Resources Limited and
a Director of Ironbark Zinc Limited, and was Chairman of
Zenith Minerals Limited from 2 March 2007 until 11 June
2013.
Mr Paul Espie – Appointed 10 December 2013
Mr Espie established Pacific Road Group, a corporate finance
firm focusing on resources and infrastructure in 1986 and
Pacific Road Capital, a private equity investor in resources
internationally, in 2006. Prior to this, Paul was Managing
Director of Bank of America Australia.
He was Chairman of Oxiana Limited during the acquisition
and development of the Sepon copper/gold project in Laos
and prior to that Chairman of Cobar Mines Pty Ltd following
a management buy-out of the CSA copper mine.
He was Chairman of Australian Infrastructure Fund Ltd,
Freight Rail Corporation and the Australian Merchant
Bankers Association. He was also a Director of Hastings
Funds Management and Adelaide Brighton Ltd.
He is a Fellow of the Australian Institute of Company Directors
and the Australian Institute of Mining and Metallurgy and is
also a member of Australian Committee of the Eisenhower
Exchange Foundation, a Director of the Menzies Research
Centre and Trustee of the Australian Institute of Mining and
Metallurgy, Education Endowment Fund.
Mr Michael Menzies
Mr Menzies has more than 35 years’ experience in the mining
industry in a variety of operational and management roles
covering open cut and underground mining and processing
operations in each of base metals, gold and coal.
Mr Menzies has been retained by Glencore in a number
of capacities since 2010, including conducting operation
Mr Menzies was a director of Straits Resources Limited
from November 2013 until April 2014.
Mr Mark Milazzo
Mr Milazzo is a mining engineer with over 30 years’
experience in the development and management of
mines and mineral processing plants across a range of
commodities in Australia and overseas. This includes both
underground and surface operations, and covers a wide
range of mining applications, from small scale selective
to mechanised bulk extraction methods. He has been
involved in a number of new mine development and mine
expansion projects.
Past senior roles include General Manager of the Olympic
Dam Mine and Kambalda Nickel Operations with WMC
Resources, and General Manager with mining contractor
HWE Mining. Mr Milazzo is a Fellow of the Australasian
Institute of Mining and Metallurgy.
He is currently a Director of Red 5 Limited and Mirabela
Nickel Limited, and was a Director of Cortona Resources
Limited from 23 May 2011 until 9 January 2013.
Dr Guoqing Zhang – Appointed 13 March 2014
Dr Zhang is Chief Executive Officer of Yunnan Tin Australia
TDK Resources Pty Ltd and Chairman of China Yunnan
Tin Minerals Group Company Limited (Hong Kong Stock
Exchange), appointed 26 November 2010.
Dr Zhang was previously Deputy General Manager of
the Sino-Platinum Metal Company Limited, which is a
Shanghai listed subsidiary company of the Yunnan Tin
Group. Dr. Zhang is based in Australia and is a Director of
Australian companies controlled by the Yunnan Tin Group.
Dr Zhang has extensive experience in research and
development of metal alloys and has received a number
of Chinese national awards. Dr. Zhang has a B.Sc (Hon)
degree and Ph.D. in Material Science.
Mr Robin Chambers AO – Resigned 13 March 2014
Mr Robin Chambers is a lawyer with over 30 years’
experience in the resources sector. He is the Senior Partner
of Chambers & Company, an international law firm based
in Melbourne, and Special Counsel – China and Chief
Representative for its affiliate, the New York law firm of
Chadbourne & Parke, which has its China office in Beijing.
He was previously General Counsel of CRA Limited (now
Rio Tinto Limited).
21
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
Mr Chambers has advised a number of major Chinese state
owned enterprises on their investments in Australia over
more than 29 years. He has also advised Australian and
US corporations on a range of projects in China. He was
appointed as an Officer in the General Division of the Order
of Australia for his distinguished service to Australia-China
relations, particularly through the promotion of trade and
investment relationships in the minerals and metals sector,
and as an advisor on international corporation law.
Mr Chambers graduated with an Arts degree and an
Honours Law degree from the University of Melbourne and
with a Master of Laws degree from Duke University in the
United States.
Mr Chambers has held no other
directorships in the past three years.
listed company
Dr Gao is currently Acting Chairman of Yunnan Tin Co. Limited
(Shenzhen Stock Exchange), appointed 21 October 2006.
Ms Christine Ng – Retired 6 November 2013
Ms Christine Ng is an Executive Director of China Yunnan
Tin Minerals Group Co. Limited, which is a shareholder of
Aurelia Metals Limited.
Ms Ng has a Bachelor of Economics from the University of
Sydney and is fluent in English and Chinese.
Ms Ng is currently a Company Director of China Yunnan Tin
Minerals Group (Hong Kong Stock Exchange), appointed 31
August 2007.
Mr Yong Chen – Alternate for Dr Guoqing –
Appointed 5 June 2014
Dr Wenxiang Gao – Resigned 13 March 2014
Dr Gao has over 30 years’ experience as a senior mining
engineer in China. He graduated as a Master of Mining
Engineering from the Mining Academy of Kunming and
University of Science and Technology. He earned his Doctor
Degree in the School of Resources & Safety Engineering of
South Central University, China in June 2009.
Dr Gao commenced work with Yunnan Tin Group in 1984
and has held a number of senior roles before becoming its
General Manager.
Mr Chen is an accountant with more than 20 years’
experience in both Australia and China.
Mr Chen is a Director & CFO of Yunnan Tin Australia
Investment Holding Pty Limited, a subsidiary of Yunnan Tin
Group Limited based in China which is the world’s largest
tin producer.
He has worked in various accounting roles including 9
years as the GST & Investment Accountant with Sydney
Church of England Grammar School (Shore School) in
North Sydney.
22
AURELIA METALS LTD — ANNUAL REPORT 2014 Mr Chen has a Bachelor of Economics from the Shanghai
University of Finance & Economics and a Master of
Business in Accounting and Finance from the University of
Technology, Sydney.
Ms Susan Corlett – Alternate for Mr Paul Espie on 30
January 2014 and 17 July 2014
Ms Corlett is a geologist and executive with over 20 years’
experience in exploration, mining, and finance in Africa,
Australasia and the Pacific Rim.
Ms Corlett is currently a Non-Executive Director of Mawson
West Limited and an Investment Director of Pacific Road
Capital and is a Director of the not-for-profit charity, the
David Burgess Foundation.
Ms Corlett’s experience includes exploration and mine
geology with RGC Limited and Goldfields Limited, and
broad experience in the banking industry with Standard
Bank, Macquarie Bank and Deutsche Bank.
Ms Corlett holds a BSc Hons (Geology) from the University
of Melbourne, is a Member of the AusIMM and a graduate
of the Australian Institute of Company Directors.
Mr Richard Willson – Company Secretary & Chief
Financial Officer, Alternate for Mr Gary Comb
Appointed 20 November 2012, Alternate for Mr
Mark Milazzo Appointed 8 March 2013 and Alternate
for Mr Michael Menzies on 31 July 2013.
Mr Willson is an accountant with more than 20 years’
experience in public practice and in various financial
management and company secretarial roles within the
resources and agricultural sectors for both publicly listed
and private companies.
Mr Willson has a Bachelor of Accounting from the University
of South Australia, is a fellow of CPA Australia, and a Fellow
of the Australian Institute of Company Directors.
In addition to his role as Chief Financial Officer and
Company Secretary with Aurelia Metals Limited, Mr
Willson is a Non-Executive Director of the ASX listed
company Aus Tin Mining Limited and a Non-Executive
Director and Company Secretary of the not-for-profit
Unity Housing Company. Mr Willson was a Non-Executive
Director of Tellus Resources Limited until December 2013.
Directors’ Interests in the Shares and Options of the
Company
At the date of this report the interests of the Directors
in the shares and other equity securities of the Company
were:
Directors
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Mr Richard Willson
Total
Ordinary
Shares
Options over
Ordinary Shares
Performance Rights
845,000
4,468,544
250,000
-
100,000
200,000
-
860,003
510,000
-
-
-
600,000
600,000
500,000
-
-
500,000
-
250,000
250,000
-
-
-
-
250,000
-
-
-
-
-
-
-
-
-
-
37,574
7,271,121
100,000
2,800,000
50,000
300,000
23
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L R E P O R T
D I V I D E N D S
No dividend was paid or declared by the Company in the
period since the end of the previous financial year, and up
to the date of this report. The Directors do not recommend
that any amount be paid by way of dividend for the financial
year ended 30 June 2014.
C O R P O R AT E S T R U C T U R E
Aurelia Metals Limited (formerly YTC Resources Limited)
is a company limited by shares that is incorporated and
domiciled in Australia.
Aurelia has four wholly owned subsidiaries, Stannum Pty
Ltd (incorporated 15 September 2007), Defiance Resources
Pty Ltd (incorporated 15 May 2007), Hera Resources
Pty Ltd (incorporated 20 August 2009) and Nymagee
Resources Pty Ltd (incorporated 7 November 2011).
N AT U R E O F O P E R AT I O N S A N D
P R I N C I PA L A C T I V I T I E S
During the financial year, the Group’s principal activity was
mineral exploration and development. At the date of this
report the Group holds interests in gold, base metals and
tin projects in New South Wales.
O P E R AT I N G A N D F I N A N C I A L
R E V I E W
H E R A - N Y M A G E E P R O J E C T
The Hera-Nymagee Project represents Aurelia Metals’
flagship Project and consists of the Hera gold-base metal
deposit (Aurelia 100%) and the Nymagee copper deposit
(Aurelia 95%), and is located approximately 100km south-
east of Cobar, hosted in the Cobar Basin rocks of central
NSW. The Cobar Basin also hosts the major mineral
deposits at CSA (Cu-Ag), The Peak (Cu-Au) and Endeavor
(Cu-Pb-Zn-Ag).
Company activities for the period were dominated by
development activities at the Hera Project and exploration
activities at the Nymagee copper deposit and the Nymagee
North prospect.
H E R A P R O J E C T D E V E L O P M E N T
The 12 months to June 2014 saw an intense company
focus on the construction and development of the Hera
gold-lead-zinc project. By 30 June 2014, the Hera project
construction was substantially complete, with early stage
process plant commissioning activities commenced.
At the close of the year, the Hera underground mine was
well established, including:
24
AURELIA METALS LTD — ANNUAL REPORT 2014 • A total underground lateral development of 4,059
metres, including;
• The establishment of ore drives on the 205, 235, 335
Follow up drilling above and to the south of this intersection,
confirmed the continuity of the Hera South mineralisation,
recording results of:
and 360 levels;
• Primary ventilation commissioned and three 4m
vertical vent-shafts established and three sub-vertical
1.5m ladderways installed; and
• A surface ore (ROM) stockpile of > 15,000 tonnes
established.
Construction of the Hera Process Plant proceeded well
during the year, key milestones achieved during the year
include:
• Completion of project civils
• Mechanical installation of most areas of the process
plant, including;
• Primary, secondary and tertiary grinding areas
• Gravity circuit and verti-mill
• Reagents area
• Rougher flotation tanks and thickeners
• Regrind mill and cleaner flotation circuit
• Leach circuit and concentrate filters
• Concentrate and stores sheds
As at 30 June 2014, early stage commissioning activities
had commenced including on the following areas:
• Tertiary crushing circuit;
• Reclaim tunnel; and
• Rougher and cleaner flotation circuits.
Other Hera project construction activities during the year
included:
• Completion of the Hera Accommodation Camp and
handover to camp manager;
• Construction and commissioning of the of long term
gas-fired power station;
• Construction and completion of Stage 1 of the
Tailings Storage Facility (TSF); and
• Completion of the Hera Mine offices, washrooms and
ancillary buildings and infrastructure.
H E R A E X P L O R AT I O N
Exploration activities at the Hera Project focussed on
extensions to the Hera ore body to the south. Activities
included surface drilling, follow-up, down-hole EM
(DHEM) and the commencement of exploration drilling
from underground positions.
Highlight results from surface drilling at Hera South
included hole HRD052W3, which intersected a 10m zone
of strong sulphide mineralisation and included a 2.2m zone
of massive sulphides. The hole recorded results of:
• HRD053: 6.0m @ 12g/t Ag, 2.6% Pb and 1.0% Zn
from 572m, and
• 2.0m @ 0.2g/t Au,18g/t Ag, 4.4% Pb and 1.1% Zn
from 594m and
• 5.0m @ 1.4g/t Au, 9g/t Ag, 2.1% Pb and 0.2% Zn from
601m, and
• 2.0m @ 0.15g/t Au, 29g/t Ag, 0.9% Cu, 5.6% Pb and
0.1% Zn from 617m
These results are considered encouraging, although not
indicative of Hera resource extensions in the immediate
term.
Initial results from the first drill hole from the Hera
underground were considered strongly encouraging, with
hole HRUD065 intersecting strong sulphide mineralisation
and visible gold in areas outside the existing Hera Reserve.
Underground exploration drilling of this area was
proceeding aggressively at the close of the year.
H E R A R E G I O N A L E X P L O R AT I O N
regional tenement package
Exploration within the
surrounding the Hera and Nymagee deposits generated
positive results in the year, including:
• A new large, high-intensity gravity anomaly (the
“Pyramid Prospect”) located 14km SSE of the Hera
Mine. The anomaly is of the same strength and
several times as large as that associated with the
Hera Deposit.
• The delineation of a robust, 1.5km long, anomalous
lead-in-soil trend termed “Hebe East”. The anomaly
is associated with anomalous topography and rock
chip sampling results to 0.2% Pb.
N Y M A G E E N O R T H E X P L O R AT I O N
During the period a number of drill holes and down
hole EM (DHEM) surveys were completed at Nymagee
North, targeting down plunge from strong Cu-Pb-Zn
mineralisation. Aurelia maintains a view that Nymagee
North may represent the upper parts of a new ‘Cobar style’
ore system. Nymagee North is located approximately
500m north of the Nymagee Copper Deposit.
In the first half of the year, a number of strongly encouraging
drill results were returned, including:
• NMD084: 10m @ 1.4% Cu, 30g/t Ag and 1.9% Pb +
Zn from 545.5m, and
• 3m @ 1.8% Cu, 23g/t Ag and 1.0% Pb + Zn from
• HRD052W3: 2.0m @ 0.05g/t Au, 55g/t Ag, 0.8% Cu,
596m, and
5.2% Pb and 4.2% Zn from 722.4m
• 3m @ 1.5% Cu, 32g/t Ag, and 2.3% Pb + Zn from 624m
25
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
• NMD085: 43.6m @ 0.5% Cu and 0.6% Pb+Zn from
584.4m including:
• 2.1m @ 1.9% Cu, 0.55g/t Au, 18g/t Ag from 584.4m
and
• 7.8m @ 0.5% Cu, 11g/t Ag, 2.7% Pb+Zn from 596.4m
and
• 1.4m @ 1.8% Cu, 27g/t Ag, 2.4% Pb+Zn from 642.9m
Follow up DHEM and drilling down plunge at Nymagee
North, culminated
in a zone of massive sulphide
mineralisation intersected in NMD092, some 180m down
plunge of previous drilling at Nymagee North.
This result is considered to be particularly significant,
and very encouraging in the context of how other large
Cobar-style mineralised systems evolve at depth. This drill
hole looks to have identified part of the mineralisation
causing the strong Down-Hole Electro-Magnetic (DHEM)
conductive response at Nymagee North. The potential
for the zone to have meaningful size and vertical extent
will be assessed with follow up down-hole geophysics and
structural logging.
D E E P N Y M A G E E D R I L L I N G
P R O G R A M M E
During the year, three deeper exploration drill holes were
completed beneath the Nymagee copper deposit to test
for extensions to the Nymagee copper deposit at depth
and to provide platforms for downhole geophysics at
depth.
Holes NMD089, NMD089W1 and NMD091 each
intersected broad
low grade copper mineralisation,
representing depth extensions to the ‘footwall copper’
zones. Hole NMD091 also identified the re-development
of massive and semi-massive sulphides in the main lens
position from 889.5 to 891.5m hosting iron, zinc, lead and
copper sulphides. Although not considered to represent
economic grades or widths, the redevelopment of massive
sulphide mineralisation at depth is considered encouraging.
Assays results for holes NMD089 and NMD089W1 are
consistent with the broad, low grade copper intervals
observed. Results include:
26
AURELIA METALS LTD — ANNUAL REPORT 2014 • NMD089: 45m @ 0.5% Cu from 623m, including;
• 2m @ 2.9% Cu and 26g/t Ag from 626m, and
• 2m @ 1.8% Cu from 641m
• NMD089W1: 1m @ 3.7% Cu from 479m,
• 8m @ 1.5% Cu from 627m, and
• 13m @ 0.9% Cu from 690m
The results now demonstrate the vertical continuity of
copper mineralisation for over 700m from surface, with
the copper mineralisation remaining open at depth.
C O R P O R AT E
PA C I F I C R O A D T R A N S A C T I O N
On 6th December 2013, Aurelia announced a strategic
transaction with Pacific Road Capital to accelerate
exploration and resource development at the Hera-
Nymagee Project.
Phase 1 Funding
Phase 1 was a placement of 58.8m shares to Pacific Road
Capital at $0.2434 per share to raise $14.3 million which
completed on 10th December 2013. The transaction price
of $0.2434, being the VWAP calculated over the 30 days
prior to the date of the Agreement, represents a 21.7%
premium to the last closing price of Aurelia on the day of
announcement.
Phase 1 Funding Use of Proceeds
Phase 1 funding is being applied to:
• Board-approved exploration at the Hera-Nymagee
Project;
• Resource delineation and estimation at Hera and
Nymagee; and
• Working capital requirements, including financial risk
management such as hedging price protection costs
(up to $3 million).
$10.0 million balance of the Phase 2 funding to be
priced at a 30 day VWAP price from the time of
Aurelia call.
• Up to $5 million of Phase 2 funds may be used
for debt service or Hera Project cost overrun if
applicable.
• Phase 2 funding price for those funds used for debt
service or Hera Project cost overrun to be priced at a
10% discount to the 30 day VWAP price.
• Aurelia to seek shareholder approval, and assist with
obtaining other necessary Australian regulatory
approvals, for Phase 2 funding if required.
Director Appointment
Under the Agreement Aurelia appointed Pacific Road’s
Nominee, Mr Paul Espie, to Aurelia’s Board of Directors.
A summary biography of Mr Espie is presented on page 21.
Pacific Road will have the right to appoint a Director to
the Aurelia Board for so long as Pacific Road Capital holds
at least 10% of Aurelia’s issued capital, subject to limited
exceptions.
Non-Dilute
Subject to the grant of an ASX waiver, Aurelia will, from
completion of Phase 2 funding, grant Pacific Road an anti-
dilution right for so long as Pacific Road holds at least 10%
of Aurelia’s issued capital, subject to limited exceptions.
P Y B A R A G R E E M E N T
During the year Aurelia reached an agreement with its
primary underground contractor, Pybar Mining Services
Pty Ltd (‘Pybar’), for a reduction in rates for the provision of
mining services in the period from 1 September 2013 to 31
October 2014. In consideration for this reduction, Aurelia
issued Pybar 4 million Aurelia shares to be held in escrow
until 31 October 2014.
Phase 2 Funding
Should Aurelia choose to raise further monies after Phase
1, Pacific Road Capital will hold a first right to subscribe
further funds, as Phase 2. In this event, Aurelia will call
further funds up to $10.7 million from Pacific Road, such
funding being subject to Pacific Road Capital‘s election.
• Phase 2 funding of up to $10.7 million inclusive of
$0.7 million at the Phase 1 funding price, and the
C H A N G E O F C O M PA N Y N A M E T O
A U R E L I A M E T A L S LT D
In June 2014 the Company completed a change of company
name from YTC Resources Ltd to Aurelia Metals Limited.
The change in name reflects the considerable changes to
the Company since its IPO in early 2007 in terms of the
Company’s commodity focus, its spread in ownership
structure and financial support, and its evolution from
explorer to near term producer.
27
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
S T AT E M E N T O F R E S O U R C E S A N D R E S E R V E S
Hera Deposit Mineral Resource Estimate (AMI–100%) – June 2011
Category
Tonnes
Indicated
2,113,000
Inferred
330,000
Total
2,444,000
NSR
(A$)
243
207
238
Au g/t
Ag g/t
Cu %
Pb %
Zn %
Au Eq
(g/t)
Contained
Au ozs Eq
4.2
3.5
4.1
17.0
14
16.7
0.2
0.1
0.2
2.8
2.3
2.8
3.9
3.3
3.8
9.2
7.5
8.6
677,200
Hera Deposit – DFS Mining Reserve (AMI-100%) – September 2011
Source
Tonnes
Au (g/t) Ag (g/t) Cu (%)
Pb (%)
Zn (%)
Au Eq
(g/t)
Contained
Gold
Ounces
(Au Eq.)
Development Sub-total
278,158
2.86
13.06
Stope Sub-Total
1,597,760
3.72
15.39
0.13
0.17
2.26
2.56
3.19
3.55
MINE PROBABLE
RESERVE
1,875,918
3.59
15.04
0.16
2.51
3.50
7.00
423,471
Nymagee Deposit Mineral Resource Estimate (AMI–95%) – December 2011
Description
INDICATED
Cut Off
Tonnes
Cu %
Pb %
Zn %
Ag g/t
Shallow Cu Resource (above 90mRL)
0.3% Cu
5,147,000
Deeper Cu Resource (below 90m RL)
0.75% Cu
1,984,000
Lead-Zinc-Silver Lens
5% Pb + Zn
364,000
INFERRED
Deeper Cu Resource (below 90m RL)
0.75% Cu
601,000
GLOBAL
Contained Metal (tonnes)
8,096,000
1.00
1.80
0.50
1.30
1.20
0.10
0.30
4.40
0.10
0.30
0.20
0.60
7.80
0.20
0.70
96,000t
27,000
53,000
5
11
41
8
9
69
Midway & 3KEL deposits – Doradilla JV (AMI earning 70%) – February 2008
Midway
3KEL
TOTAL
Category
Sn Cut-off
Tonnes (M)
% Sn
Tonnes (M)
% Sn
Tonnes (M)
% Sn
Inferred
Inferred
Inferred
0.1%
0.2%
0.5%
4.63
1.97
0.38
0.25
0.4
0.92
3.18
1.85
0.56
0.34
0.48
0.89
7.81
3.82
0.94
0.29
0.44
0.90
28
AURELIA METALS LTD — ANNUAL REPORT 2014 C O M P E T E N T P E R S O N S S T AT E M E N T S
Competent Persons Statement – Exploration
Results
is based on
The information in this report that relates to Exploration
Results
information compiled by Rimas
Kairaitis, who is a Member of the Australasian Institute
of Mining and Metallurgy. Rimas Kairaitis is a fulltime
employee of Aurelia Metals and has sufficient experience
which is relevant to the style of mineralisation and type of
deposit under consideration and to the activity which he is
undertaking to qualify as a Competent Person as defined in
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves.’
Mr Kairaitis consents to the inclusion in this report of the
matters based on his information in the form and context
in which it appears.
Competent Persons Statement – Nymagee & Hera
Resource Estimate
The Resource Estimation for both Hera and Nymagee
deposits has been completed by Mr Dean Fredericksen,
the Chief Operating Officer of Aurelia Metals Ltd who
is a Member of the Australasian Institute of Mining and
Metallurgy. Mr Dean Fredericksen is a full time employee
of Aurelia Metals and has sufficient experience which
is relevant to the style of mineralisation and type of
deposit under consideration and to the activity which he is
undertaking to qualify as a Competent Person as defined in
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves.’
Mr Fredericksen consents to the inclusion in this report
of the matters based on his information in the form and
context in which it appears.
The information on the Nymagee and Hera Resource
estimates is extracted from the ASX Reports available on
the Aurelia Metals Website:
• Hera Resource Upgrade – 2 June 2011
• Maiden Nymagee Resource Estimate – 22 December
2011
The Company confirms that it is not aware of any new
information or data that materially affects the information
included in the original market announcement and that all
material assumptions and technical parameters underpinning
the estimates in the relevant market announcement continue
to apply and have not materially changed. The Company
confirms that the form and context in which the Competent
Person’s findings are presented have not been materially
modified from the original market announcement.
Competent Persons Statement – Hera Ore Reserve
The Information in this report relating to Ore Reserves is
based on work undertaken by Mr Michael Leak of Optiro
Pty Ltd under supervision of Mr Sean Pearce. This report
has been compiled by Sean Pearce, who is a Member of
the Australasian Institute of Mining and Metallurgy. Sean
Pearce is a full time employee of Aurelia Metals and has
sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration
and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves.’ Mr Pearce consents
to the inclusion in this report of the matters based on his
information in the form and context in which it appears.
The information on the Hera Ore Reserve is extracted from
the ASX Report available on the Aurelia Website:
• Hera DFS Release – 19 September 2011
The Company confirms that it is not aware of any new
information or data that materially affects the information
included
in the original market announcement and
that all material assumptions and technical parameters
underpinning the estimates
in the relevant market
announcement continue to apply and have not materially
changed. The Company confirms that the form and context
in which the Competent Person’s findings are presented
have not been materially modified from the original market
announcement.
Competent Persons Statement – 3KEL-Midway
Resource Estimation
The resource estimates of oxide material at 3KEL and
Midway have been performed by Dr William Yeo, MAusIMM,
who is an employee of Hellman & Schofield Pty Ltd and
who qualifies as a Competent Person under the meaning of
the 2012 JORC Code. He consents to the inclusion of these
estimates, and the attached notes, in the form and context
in which they appear.
The information on the Nymagee and Hera Resource
estimates is extracted from the ASX Reports available on
the Aurelia website:
• Inferred Resource for 3KEL and Midway Laterite
Deposits – 3 March 2008
The Company confirms that it is not aware of any new
information or data that materially affects the information
included
in the original market announcement and
that all material assumptions and technical parameters
underpinning the estimates
in the relevant market
announcement continue to apply and have not materially
changed. The Company confirms that the form and context
in which the Competent Person’s findings are presented
have not been materially modified from the original market
announcement.
29
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
S I G N I F I C A N T C H A N G E S I N T H E
S T AT E O F A F FA I R S
increased by $5,058,402. The
Total Group equity
movement was mainly due to the increase in contributed
equity of $15,180,489, including $14,323,823 of shares
being issued to Pacific Road Group during the year. This
was offset by the loss of $10,623,441 for the financial year
which was largely due to a loss on revaluation of gold put
options of $6,318,966 (revaluation loss).
A further $70 million was drawn on the Glencore project
finance facility, bringing the total loan drawn at year end to
$105 million. Deferred exploration and evaluation assets
increased by $3,079,128, net of an impairment adjustment
of $788,291. Mine properties increased by $85,474,613
(including capitalised project loan interest of $5,830,287)
as progress on the underground development continued,
and the processing mill and other surface infrastructure
neared completion. The estimated royalty payable on
gravity gold production from the Hera deposit increased
by $754,065. Ore inventory with a value of $2,349,771 is
recorded at year end.
S I G N I F I C A N T E V E N T S A F T E R T H E
B A L A N C E D AT E
The Directors are not aware of any matter or circumstance
that has arisen since the end of the year to the date of
this report which may significantly impact on the state of
affairs of the Company.
L I K E L Y D E V E L O P M E N T S A N D
E X P E C T E D R E S U LT S O F O P E R AT I O N S
The Directors have excluded from this report any further
information on the likely developments in the operations of
the Company and the expected results of those operations
in future financial years, as the Directors believe that it
would be speculative and prejudicial to the interests of the
Company.
E N V I R O N M E N T A L R E G U L AT I O N A N D
P E R F O R M A N C E
The Group carries out operations in New South Wales
that are subject to environmental regulations under both
Commonwealth and State legislation in relation to its
exploration activities. The Group has formal procedures
in place to ensure regulations are adhered to. During the
financial year there has been no significant breach of these
regulations.
S H A R E O P T I O N S
(i) Unissued shares under option
As at the date of this report, there were 3,990,000 un-
issued ordinary shares under options. The options are
unlisted and have various terms as set out below.
Number of
Options
Expiry
Exercise Price
(per share)
340,000
31-Dec-2014
950,000
31-Dec-2014
1,600,000
29-Nov-2015
1,100,000
29-Nov-2015
3,990,000
$0.40
$0.45
$0.35
$0.45
No option holder has any right under the options to
participate in any other share issue of the Company or any
other entity.
(ii) Shares issued as a result of the exercise of options
During the year no unlisted options were exercised.
(iii) Expiry of options
During the year 1,000,000 unlisted options expired.
P E R F O R M A N C E R I G H T S
(i) Unissued shares under performance right
As at the date of this report, there were 1,570,000 un-
issued ordinary shares subject to Performance Rights. The
Performance Rights are unlisted and have terms as set out
below.
Number of
Performance
Rights
Expiry
Performance
Hurdle
840,000
15-Mar-2016
730,000
18-Jun-2016
5 Day Aurelia VWAP
of 80 cents per share
Various share price
and operational
performance
measures
1,570,000
30
AURELIA METALS LTD — ANNUAL REPORT 2014 Refer to the remuneration report for further details.
Board Meetings
No Performance Right holder has any right under the
Performance Right to participate in any other share issue
of the Company or any other entity.
(ii) Shares issued as a result of the exercise of performance
rights
During the year 680,000 shares were issued as a result of
the exercise of Performance Rights.
(iii) Expiry of performance rights
During the year 260,000 unlisted performance rights
expired.
M E E T I N G S O F D I R E C T O R S
During the financial year, in addition to regular Board
discussions, the number of meetings of Directors attended
during the year by each director and the number of
meetings held was as follows:
Name
Attended
Eligible
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Mr Richard Willson
11
11
9
4
9
10
10
7
0
2
4
1
3
11
11
11
5
11
11
11
9
9
4
4
1
3
31
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
Board Committee Meetings
Name
Attended
Eligible
Attended
Eligible
Attended
Eligible
Audit
Committee
Finance
Committee
Nomination
Committee
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Mr Richard Willson
2
1
1
-
1
1
-
-
-
1
-
-
-
2
1
1
-
1
1
-
-
-
1
-
-
-
4
4
4
2
-
-
-
-
-
-
-
-
-
4
4
4
2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Name
Attended
Eligible
Attended
Eligible
Remuneration
Committee
Operations
Committee
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Mr Richard Willson
2
-
-
-
1
2
-
1
-
-
-
-
-
2
-
-
-
1
2
-
1
-
-
-
-
-
-
6
6
-
-
6
-
-
-
-
-
-
-
-
6
6
-
-
6
-
-
-
-
-
-
-
Attended – Number of Board/Board Committee Meetings attended by each Director/Alternate Director
Eligible - Number of Board/Board Committee Meetings held which were eligible to be attended by each Director/Alternate Director
32
AURELIA METALS LTD — ANNUAL REPORT 2014 Current members of various Board Committees at 30 June 2014:
Board Committee
Audit Committee
Finance Committee
Members of Each Committee
Mr Michael Menzies, Mr Mark Milazzo, Mr Anthony Wehby
Mr Gary Comb, Mr Paul Espie, Mr Rimas Kairaitis, Mr Anthony Wehby
Remuneration Committee
Mr Michael Menzies, Mr Mark Milazzo, Mr Anthony Wehby
Nomination Committee
Mr Gary Comb, Mr Paul Espie, Mr Anthony Wehby
Operations Committee
Mr Gary Comb, Mr Rimas Kairaitis, Mr Mark Milazzo
E M P L O Y E E S
The Company had 27 employees at 30 June 2014 (2013:
20 employees).
Of the 27 employees at 30 June 2014, 12 (44%) are female
(2013: 9 female 45%). None of the senior executives is
female. The Company’s Board has no female directors.
I N D E M N I F I C AT I O N A N D I N S U R A N C E
O F D I R E C T O R S A N D O F F I C E R S
The Company has not indemnified the directors and
executive officers for any breach of laws for which they may
be held personally liable. The Company has however paid
insurance premiums in respect of Directors’ and Officers’
and Employment practices liability for current officers
of the Company, including officers of the Company’s
controlled entities. The liabilities insured are damages
and legal costs that may be incurred in defending civil
or criminal proceedings that may be brought against the
Officers in their capacity as officers of entities in the Group
and related joint venture companies. The total amount
of insurance premiums paid has not been disclosed for
confidentiality reasons.
I N D E M N I F I C AT I O N O F A U D I T O R S
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.
R E M U N E R AT I O N R E P O R T ( A U D I T E D )
This remuneration report outlines the director and
executive remuneration arrangements of the Company
and the Group in accordance with the requirements of
the Corporations Act 2001 and its Regulations. For the
purposes of this report, key management personnel (KMP)
of the Group are defined as those persons having authority
and responsibility for planning, directing and controlling
the major activities of the Company and the Group, directly
or indirectly, including any Director (whether executive or
otherwise) of the Company, and includes key management
personnel.
Remuneration Policy and Committee
As part of
its Corporate Governance Policies and
Procedures, the Board has adopted a formal Remuneration
Committee Charter and has established a Remuneration
Committee.
is
responsible
The Remuneration Committee
for
determining and reviewing compensation arrangements for
the directors and executives. The committee 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.
At the committee’s discretion the nature and amount of
executive and director’s emoluments may be linked to the
Company’s financial and operational performance.
33
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
Details of Directors and Key Management Personnel
Directors
Position
Appointed
Resigned
Mr Anthony Wehby
Independent Non-Executive Director
Independent Non-Executive Chairman
Mr Rimas Kairaitis
Managing Director
Mr Gary Comb
Independent Non-Executive Director
Mr Paul Espie
Non-Executive Director
Mr Michael Menzies
Non-Executive Director
Mr Mark Milazzo
Independent Non-Executive Director
14-Sep-2006
13-Dec-2011
12-Jun-2008*
4-Jul-2012
10-Dec-2013
26-Mar-2013
6-Aug-2012
-
-
-
-
-
-
-
Dr Guoqing Zhang
Non-Executive Director
Alternate Director
13-Mar-2014
24-Nov-2011
-
13-Mar-2014
Mr Robin Chambers
Non-Executive Director
27-Mar-2007
13-Mar-2014
Dr Wenxiang Gao
Non-Executive Director
Non-Executive Chairman
27-Mar-2007
25-Feb-2008
13-Mar-2014
13-Dec-2011
Ms Christine Ng
Non-Executive Director
12-Jun-2008
6-Nov-2013
Mr Yong Chen
Alternate Director
Ms Susan Corlett
Alternate Director
Mr Richard Willson
Alternate Director
Executives
Mr Dean Fredericksen
Chief Operating Officer
Mr Sean Pearce
General Manager – Hera Project
Mr Richard Willson
Chief Financial Officer & Company Secretary
* Mr Kairaitis was also a Director from 24 March 2004 - 27 March 2007.
4-Jun-2014
5-Dec-2011
-
6-Nov-2013
17-Jul-2014
30-Jan-2014
17-Jul-2014
30-Jan-2014
4-Jul-2012
22-Sep-2012
20-Nov-2012
4-Jul-2012
22-Oct-2012
-
1-Mar-2011
1-Mar-2011
5-Feb-2010
-
-
-
34
AURELIA METALS LTD — ANNUAL REPORT 2014 Remuneration of Directors and Key Management Personnel
Short Term
Post
Employ-
ment
Share
Based
Payment
Directors
Fees
Salary
and Fees
Non-
Monetary
Super-
annuation
Options/
Performance
Rights
Total
$
$
$
$
$
$
2014 - Directors
Mr Anthony Wehby
60,000
-
-
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Mike Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
2014 - Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
Total 2014
2013 - Directors
-
308,174
28,027
50,000
27,842
50,000
50,000
15,102
34,863
38,087
19,162
7,500
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
297,577
301,044
237,739
20,238
32,471
-
5,550
25,204
5,319
-
-
4,625
1,397
3,224
-
-
24,923
26,039
18,760
45,700
45,700
38,083
-
-
38,083
-
7,802
7,802
111,250
407,105
100,902
27,842
50,000
92,708
16,499
45,889
45,889
(37,698)(i)
(18,536)
23,473
19,473
366,211
379,027
-
256,499
345,056
1,152,034
80,736
115,041
188,418
1,881,285
Mr Anthony Wehby
60,000
27,500
-
Mr Rimas Kairaitis
Mr Gary Comb
Mr Mike Menzies
Mr Mark Milazzo
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Richard Hill
Mr Stephen Woodham
2013 - Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
-
285,000
26,691
49,692
13,322
45,171
50,000
54,500
54,500
1,507
5,068
32,500
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
272,936
258,482
230,161
19,474
56,992
-
5,400
25,650
7,397
-
4,065
4,500
-
-
136
456
24,564
26,640
20,714
45,238
45,238
37,698
-
37,698
37,698
37,698
37,698
-
-
19,295
18,428
-
138,138
382,579
127,287
13,322
86,934
92,198
92,198
92,198
1,643
5,524
336,269
360,542
250,875
Total 2013
333,760
1,106,579
103,157
119,522
316,689
1,979,707
(i) Reversal of prior year share based payment income, due to vesting conditions not being met.
Remuneration
Consisting
of Options/
Performance
Rights
%
41%
11%
38%
-
-
41%
-
17%
17%
-
6%
5%
-
10%
33%
12%
30%
-
43%
41%
41%
41%
-
-
6%
5%
-
16%
35
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L R E P O R T
Shareholdings of Directors and Key Management Personnel (Consolidated)
The shareholdings of Directors and KMPs presented below include shares held directly, indirectly, and beneficially by the
Directors and other KMPs.
2014
Directors
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Mike Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
2013
Directors
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Mike Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
Balance at
the Start of
the Year
Granted During
the Year as
Compensation
On Exercise
of Share
Options
Other Changes
During the
Year
Balance at
the End of
the Year
745,000
4,468,544
250,000
-
-
-
-
860,003
510,000
-
-
-
-
-
20,000
6,853,547
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
200,000
100,000
-
300,000
100,000(a)
-
-
-
100,000(a)
200,000(a)
-
-
-
-
-
-
-
-
17,574(a)
417,574
845,000
4,468,544
250,000
-
100,000
200,000
-
860,003
510,000
-
-
-
200,000
100,000
37,574
7,571,121
Balance at
the Start of
the Year
Granted During
the Year as
Compensation
On Exercise
of Share
Options
Other Changes
During the
Year
Balance at
the End of
the Year
745,000
4,438,544
-
-
-
-
-
860,003
510,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
30,000(a)
250,000(a)
-
-
-
-
-
-
-
-
-
-
745,000
4,468,544
250,000
-
-
-
-
860,003
510,000
-
-
-
-
20,000(a)
300,000
20,000
6,853,547
(a) Acquired or disposed via on, or off market transaction.
6,553,547
36
AURELIA METALS LTD — ANNUAL REPORT 2014
All equity transactions with KMPs other than those arising
from exercise of remuneration options and performance
rights have been entered into under terms and agreements
no more favourable than those the Company would have
adopted if dealing at arm’s length.
Option Holdings of Directors and Key Management
Personnel (Consolidated)
The numbers of options over ordinary shares in the
Company held during the financial year by each director,
executive and key management personnel of Aurelia
Metals Limited and specified executive of the Group,
including their personally related parties, are set out below.
2014
Directors
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Mike Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
Mr Robin Chambers
Dr Wenxiang Gao
Ms Christine Ng
Mr Yong Chen
Ms Susan Corlett
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
Balance at
the Start of
the Year
Granted During
the Year as
Compensation
Exercised
During the
Year
Other Changes
During the
Year
Balance at
the End of
the Year
600,000
600,000
500,000
-
-
500,000
-
500,000
500,000
500,000
-
-
340,000
500,000
100,000
4,640,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(250,000)(a)
(250,000)(a)
(500,000)(a)
-
-
-
-
-
600,000
600,000
500,000
-
-
500,000
-
250,000
250,000
-
-
-
340,000
500,000
100,000
(1,000,000)
3,640,000
(a) Lapsed due to vesting conditions not being met
37
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L R E P O R T
2013
Directors
Mr Anthony Wehby
Mr Rimas Kairaitis
Mr Robin Chambers
Mr Gary Comb
Dr Wenxiang Gao
Mr Mike Menzies
Mr Mark Milazzo
Ms Christine Ng
Mr Yong Chen
Dr Guoqing Zhang
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
(b) Expired during the year
Balance at
the Start of
the Year
Granted During
the Year as
Compensation
Exercised
During the
Year
Other
Changes
During the
Year
Balance at
the End of
the Year
-
-
-
-
-
-
-
-
-
-
340,000
500,000
600,000
600,000
600,000
500,000
500,000
500,000
-
500,000
500,000
-
-
-
-
-
1,440,000
3,700,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(500,000)(b)
600,000
600,000
500,000
500,000
500,000
-
500,000
500,000
-
-
340,000
500,000
100,000
(500,000)
4,640,000
38
AURELIA METALS LTD — ANNUAL REPORT 2014
Performance Right Holdings of Directors and Key
Management Personnel (Consolidated)
The numbers of performance rights held during the financial
year by each director, executive and key management
personnel of Aurelia Metals Limited and specified executive
of the Group, including their personally related parties, are
set out below.
2014
Directors
Balance at the
Start of the Year
Granted During
the Year as
Compensation
Exercised
During the
Year
Other Changes
During the
Year
Balance at
the End of
the Year
Mr Rimas Kairaitis
250,000
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
410,000
320,000
50,000
1,030,000
-
-
-
-
-
-
-
250,000
(200,000)
(100,000)
-
(50,000)(a)
(25,000)(a)
-
(300,000)
(75,000)
160,000
195,000
50,000
655,000
2013
Directors
Balance at the
Start of the Year
Granted during
the Year as
Compensation
Exercised
During the
Year
Other Changes
During the
Year
Balance at
the End of
the Year
Mr Rimas Kairaitis
250,000
-
Executives
Mr Dean Fredericksen
Mr Sean Pearce
Mr Richard Willson
(a) Expired during the year
80,000
50,000
50,000
330,000
270,000
-
430,000
600,000
-
-
-
-
-
-
-
-
-
-
250,000
410,000
320,000
50,000
1,030,000
Compensation Options and Performance Rights:
Granted and Vested During the Year (Consolidated)
During the year, 300,000 Performance Rights previously
issued to key management personnel vested and were
exercised, Dean Fredericksen 200,000 and Sean Pearce
100,000. A further 75,000 Performance Rights previously
issued to key management personnel expired.
No other options or performance rights were granted or
vested in relation to key management personnel during the
financial year ended 30 June 2014.
Directors and Executives
A summary of the key terms of remuneration agreements
with directors and executives are outlined below:
Executive Directors and Executives
agreement may be terminated by Mr Kairaitis at any time
by giving three months’ notice in writing, or such shorter
period of notice as may be agreed. The Company may
terminate the agreement by the Board giving three months
written notice and making a payment equivalent to nine
months remuneration or by paying an amount equivalent
to twelve months remuneration or by giving one months’
notice for gross misconduct or a serious persistent beach
of the employment agreement or without notice in case
of Mr Kairaitis being convicted of a major criminal offence
which brings the Company into lasting disrepute, at
which time Mr Kairaitis would be entitled to that portion
of remuneration arising up to the date of termination.
Mr Kairaitis’ annual salary
inclusive of
superannuation for services as the Managing Director and
Executive Director. Mr Kairaitis is entitled to the private use
of a Company motor vehicle.
is $358,886
The Managing Director, Mr Rimas Kairaitis, is employed
under an executive employment agreement. The
The Chief Financial Officer and Company Secretary,
Mr Richard Willson, is employed under an executive
39
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L R E P O R T
employment agreement. The agreement may be terminated
by Mr Willson at any time by giving three months’ notice
in writing, or such shorter period of notice as may be
agreed. The Company may terminate the agreement by
giving three months written notice and making a payment
equivalent to nine months remuneration or by paying an
amount equivalent to twelve months remuneration or
by giving one months’ notice for gross misconduct or a
serious persistent beach of the employment agreement
or without notice in case of Mr Willson being convicted
of a major criminal offence which brings the Company
into lasting disrepute, at which time Mr Willson would
be entitled to that portion of remuneration arising up
to the date of termination. Mr Willson’s annual salary is
$257,087 inclusive of superannuation for services as the
Chief Financial Officer and Company Secretary.
The Chief Operating Officer, Mr Dean Fredericksen, is
employed under an executive employment agreement.
The agreement may be terminated by Mr Fredericksen at
any time by giving three months’ notice in writing, or such
shorter period of notice as may be agreed. The Company
may terminate the agreement by giving three months
written notice and making a payment equivalent to nine
months remuneration or by paying an amount equivalent
to twelve months remuneration or by giving one months’
notice for gross misconduct or a serious persistent beach of
the employment agreement or without notice in case of Mr
Fredericksen being convicted of a major criminal offence
which brings the Company into lasting disrepute, at which
time Mr Fredericksen would be entitled to that portion
of remuneration arising up to the date of termination.
Mr Fredericksen’s annual salary is $323,238 inclusive
of superannuation for services as the Chief Operations
Officer. Mr Fredericksen is entitled to five weeks annual
leave and the private use of a Company motor vehicle.
The General Manager – Hera Project, Mr Sean Pearce, is
employed under an executive employment agreement. The
agreement may be terminated by Mr Pearce at any time
by giving three months’ notice in writing, or such shorter
period of notice as may be agreed. The Company may
terminate the agreement by giving three months written
notice and making a payment equivalent to nine months
remuneration or by paying an amount equivalent to twelve
months remuneration or by giving one months’ notice
for gross misconduct or a serious persistent beach of the
employment agreement or without notice in case of Mr
Pearce being convicted of a major criminal offence which
brings the Company into lasting disrepute, at which time Mr
Pearce would be entitled to that portion of remuneration
arising up to the date of termination. Mr Pearce’s annual
salary is $340,858 inclusive of superannuation for services
as the General Manager – Hera Project. Mr Pearce is
entitled to the private use of a Company motor vehicle.
40
No performance conditions are currently stipulated in any
of the executive agreements.
Non-Executive Directors
The constitution and the ASX listing rules specify that the
aggregate remuneration of Non-Executive Directors shall
be determined from time to time by a general meeting.
The latest determination was an aggregate remuneration
excluding consulting fees of $600,000 per year. Directors’
fees are as follows:
• Chairman $60,000 p.a. plus superannuation or
equivalent
• Directors $50,000 p.a. plus superannuation or
equivalent
C O R P O R AT E G O V E R N A N C E
In recognising the need for the highest standards of
corporate behaviour and accountability, the Directors of
the Company support and have adhered to the principles
of sound corporate governance. The Board recognises
the recommendations of the Australian Stock Exchange
Corporate Governance Council, and considers that the
Company is in compliance with those guidelines, which are
of importance to the commercial operation of a junior listed
resources company. During the financial year, shareholders
continued to receive the benefit of an efficient and cost-
effective corporate governance policy for the Company.
The Company’s Corporate Governance Statement and
disclosures are contained elsewhere in the annual report.
A U D I T O R ’ S I N D E P E N D E N C E A N D
N O N - A U D I T S E R V I C E S
During the year the Company’s auditors did not provide
any non-audit services.
The Company has obtained an independence declaration
from its auditors, Ernst and Young, which forms part of this
report. A copy of that declaration is included at page 88 of
this report.
Signed on behalf of the Board in accordance with a
resolution of the Directors.
Mr Anthony Wehby
Non-Executive Chairman
4 September 2014
AURELIA METALS LTD — ANNUAL REPORT 2014 41
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
42
C O R P O R AT E G O V E R N A N C E
S T AT E M E N T
The Board of Directors of Aurelia Metals Limited is
responsible for the corporate governance of the Company.
The Board guides and monitors the business and affairs of
the Company on behalf of the shareholders by whom they
are elected and to whom they are accountable.
Upon listing the Company established a set of corporate
governance policies and procedures. These were revised
to take into account the Australian Stock Exchange
Corporate Governance Council’s (the Council’s) “Corporate
Governance Principles and Recommendations with 2010
Amendments”
further
information on corporate governance policies adopted by
the Company, refer to our website: www.aureliametals.
com
(the Recommendations). For
This report summarises the Company’s application of the
Corporate Governance Principles and Recommendations.
P R I N C I P L E 1 – L A Y S O L I D
F O U N D AT I O N S F O R M A N A G E M E N T
A N D O V E R S I G H T
Recommendation 1.1: Companies should establish the
functions reserved to the Board and those delegated to
Senior Executives and disclose those functions
The Board of Directors (hereinafter referred to as the
Board) is responsible for the corporate governance of the
Company. The Directors of the Company are required to
act honestly, transparently, diligently, independently, and
in the best interests of all shareholders in order to increase
shareholder value.
The Directors are responsible to the shareholders for the
performance of the Company in both the short and the
longer term and seek to balance sometimes competing
objectives in the best interests of the Company as a whole.
Their focus is to enhance the interests of shareholders
and other key stakeholders and to ensure the Company is
properly managed.
Role of the Board
The responsibilities of the Board include:
• Contributing to the development of and approving
the corporate strategy.
• Reviewing and approving business results, business
plans and financial plans.
• Ensuring regulatory compliance.
• Ensuring adequate risk management processes.
• Monitoring the Board composition, directors
selection and Board processes and performance
AURELIA METALS LTD — ANNUAL REPORT 2014 • Overseeing and monitoring:
• Organisational performance and the
achievement of the Company’s strategic goals
and objectives.
• Compliance with the Company’s Code of
Conduct.
• Monitoring financial performance including approval
of the annual report and half-year financial reports
and liaison with the Company’s auditors.
• Appointment and contributing to the performance
assessment of the Managing Director and Key
Management Personnel.
• Enhancing and protecting the reputation of the
Company.
• Reporting to shareholders.
Role of Senior Executives
The responsibilities of Senior Executives include:
• Managing organisational performance and the
achievement of the Company’s strategic goals and
objectives.
• Management of financial performance.
• Management of internal control.
Recommendation 1.2: Companies should disclose the
process for evaluating the performance of Senior Executives
Performance of senior executives is measured against
strategic goals approved by the Board. Performance is
measured on an ongoing basis.
P R I N C I P L E 2 – S T R U C T U R E T H E
B O A R D T O A D D VA L U E
Details of the members of the Board, their experience,
expertise, qualifications and independent status are set out
in the Directors’ Report.
The term in office held by each Director in office at the
date of this report is as follows:
Name
Term in office
Mr Anthony Wehby
8 years
Mr Rimas Kairaitis
Mr Gary Comb
Mr Paul Espie
Mr Michael Menzies
Mr Mark Milazzo
Dr Guoqing Zhang
6 years 3 months
2 year 3 months
10 months
1 year 5 months
2 year 2 Months
7 months
Recommendation 2.1: A majority of the Board should be
Independent Directors
In accordance with the definition of independence set out
in the ASX’s Principle of Good Governance, Mr Anthony
Wehby, Mr Gary Comb and Mr Mark Milazzo are considered
the only Independent Directors. Accordingly, a majority of
the Board is not considered independent.
The Directors constantly assess the structure and
composition of the Board.
Recommendation 2.2: The Chair should be an Independent
Director.
Mr Wehby is the Company’s Chairman, he is considered to
be independent.
Recommendation 2.3: The roles of Chair and Chief Executive
Officer should not be exercised by the same individual
The roles of Chair and Chief Executive Officer are not
occupied by the same individual.
Recommendation 2.4: The Board should establish a
Nomination Committee
The Board has formed a separate Nomination Committee.
The main responsibility of the Nomination Committee is in
assisting the Board to:
• Assess the membership of the Board having regard to
present and future needs of the Company.
• Assess the independence of Directors.
• Propose candidates for Board vacancies in
consideration of qualifications, experience and
domicile.
• Oversee Board succession.
• Evaluate Board performance.
• Ensure the mix of skills and diversity of the Board is
appropriate for the operations of the Company.
Recommendation 2.5: Companies should disclose the
process for evaluating the performance of the Board, its
Committees and Individual Directors
The Board has not adopted a formal performance review of
its members however there is open dialogue on an ongoing
basis throughout the year. The small size of the Group and
hands on management style requires an increased level of
interaction between directors and executives throughout
the year. Board members meet amongst themselves both
formally and informally. The Board considers that the
current approach that it has adopted with regard to the
review of its performance provides the best guidance and
value to the Group.
43
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
P R I N C I P L E 3 – P R O M O T E E T H I C A L
A N D R E S P O N S I B L E D E C I S I O N -
M A K I N G
Recommendation 3.1: Companies should establish a Code
of Conduct
The Company has developed a Code of Conduct ‘The Code’
which has been endorsed by the Board and applies to all
Directors and employees. The Code is regularly reviewed
to ensure it reflects the highest standards of behaviour and
professionalism and the practices necessary to maintain
confidence in the Company’s integrity.
In summary, the Code requires that at all times all Company
personnel act with the utmost integrity, objectivity and in
compliance with the letter and the spirit of the law and
company policies. This includes taking into account:
• Their legal obligations and the reasonable
expectations of their stakeholders.
• Their responsibility and accountability for reporting
and investigating reports of unethical practices.
Recommendation 3.2: Companies should establish a policy
concerning diversity and disclose the policy or a summary
of that policy. The policy should include requirements for
the board to establish measurable objectives for achieving
gender diversity for the Board to assess annually both the
objectives and progress in achieving them.
that it has an appropriate level of diversity throughout the
company.
Recommendation 3.3: Companies should disclose in each
annual report the measurable objectives for achieving
gender diversity set by the Board in accordance with the
diversity policy and progress towards achieving them.
The Company has not developed specific gender diversity
objectives. The Company is satisfied that it has an
appropriate level of gender diversity throughout the
Company.
Recommendation 3.4: Companies should disclose in each
annual report the proportion of women employees in the
whole organisation, women in senior executive positions
and women on the Board.
The details of the proportion of women employed by the
Company is disclosed in the Directors Report under the
heading ‘Employees’
P R I N C I P L E 4 – S A F E G U A R D
I N T E G R I T Y I N F I N A N C I A L
R E P O R T I N G
Recommendation 4.1: The Board should establish an Audit
Committee
The Board has formally adopted an Audit Committee
Charter and has formed a separate Committee.
The Company has not developed a specific diversity policy,
but aims to achieve an appropriate level of diversity across
both the Board and company. The Company is satisfied
It is the Committee’s responsibility to ensure that an
effective internal control framework exists within the
entity. This includes both internal controls to deal with
44
AURELIA METALS LTD — ANNUAL REPORT 2014 both the effectiveness and efficiency of significant business
processes, the safeguarding of assets, the maintenance of
proper accounting records, and the reliability of financial
and non-financial information. It is the Committee’s
responsibility to establish and maintain a framework of
internal control.
Recommendation 4.2: The Audit Committee should be
structured so that it:
• Consists only of Non-Executive Directors.
• Consists of a majority of Independent Directors.
• Is chaired by an independent chair, who is not Chair of
the Board.
• Has at least three members.
The Audit Committee consists of three directors, two of
whom are independent and all are non-executive. The
Chairman of the Committee is independent.
The Chairman of the Audit Committee is also the Chairman
of the Board. He is considered to be the most appropriate
Chairman of the Committee.
The Directors consider that the current structure and
composition of the Committee is appropriate for the size
and nature of the Group.
Recommendation 4.3: The Audit Committee should have a
formal charter
The main requirements of the Audit Committee Charter
are to ensure that the Board:
• Review, assess and approve the annual report,
half-year financial report and all other financial
information published by the Company or released to
the market
• Review the effectiveness of the organisation’s internal
control environment covering:
• Effectiveness and efficiency of operations.
• Reliability of financial reporting.
• Compliance with applicable laws and
regulations.
• Oversee the effective operation of the risk
management framework.
• Recommend the appointment, removal and
remuneration of the external auditors, and review
the terms of their engagement, the scope and quality
of the audit and assess performance and consider
the independence and competence of the external
auditor on an ongoing basis. The Board receives
certified independence assurances from the external
auditors.
• Review and approve the level of non-audit services
provided by the external auditors and ensure it does
not adversely impact on auditor independence. The
external auditor will not provide services to the
Company where the auditor would have a mutual
or conflicting interest with the Company; be in a
position where they audit their own work; function
as management of the Company; or have their
independence impaired or perceived to be impaired
in any way.
• Review and monitor related party transactions and
assess their probity.
The external auditor will attend the Annual General
Meeting and be available to answer shareholder questions
about the conduct of the audit and the preparation and
content of the audit report.
P R I N C I P L E 5 – M A K E T I M E L Y A N D
B A L A N C E D D I S C L O S U R E
Recommendation 5.1: Companies should establish written
policies designed to ensure compliance with ASX Listing
Rule disclosure requirements and to ensure accountability
at a senior executive level for that compliance and disclose
those policies or a summary of those policies
The Company Secretary and Managing Director have been
nominated as the persons responsible for communications
with the Australian Stock Exchange (ASX). This role
includes the responsibility for ensuring compliance with the
continuous disclosure requirements in the ASX listing rules
and overseeing and co-ordinating information disclosure
to ASX. The Board, Managing Director and Company
Secretary are responsible for disclosure to analysts, brokers
and shareholders, the media and the public.
The Company has written policies and procedures on
information disclosure that focus on continuous disclosure
of any information concerning the Company that a
reasonable person would expect to have a material effect
on the price of the Company’s securities.
P R I N C I P L E 6 – R E S P E C T T H E R I G H T S
O F S H A R E H O L D E R S
design
should
Recommendation 6.1: Companies
a communications policy
for promoting effective
communication with shareholders and encouraging their
participation at general meetings and disclose their policy
or a summary of that policy
The Board aims to ensure that shareholders are informed
of all major developments affecting the Company.
Shareholders are updated on the Company’s operations
via ASX announcements “Quarterly Activities Report”
and “Quarterly Cash Flow Report” and other disclosure
information. All recent ASX announcements and annual
reports are available on the ASX website, or alternatively,
by request via email, facsimile or post. In addition, a copy
of the annual report is distributed to all shareholders who
45
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L R E P O R T
elect to receive it, and all announcements including the
annual report are available on the Company’s website.
The Board encourages participation by shareholders at
the Annual General Meeting to ensure a high level of
accountability and to ensure that shareholders remain
informed about the Company’s performance and goals.
P R I N C I P L E 7 – R E C O G N I S E A N D
M A N A G E R I S K
Recommendation 7.1: Companies should establish policies
for the oversight and management of material business
risks and disclose a summary of those policies
The Board is committed to the identification, quantification
and management of risk throughout the Company’s
operations.
Considerable importance is placed on maintaining a strong
control environment. There is an organisational structure
with clearly drawn lines of accountability. Adherence to
the Code of Conduct is required at all times and the Board
actively promotes a culture of quality and integrity. The
Company conducts regular high level risk assessments for
its key operational risks.
should
implement
to design and
require
Recommendation 7.2: The Board
management
risk
management and internal control system to manage
the Company’s material business risks and report to it on
whether those risks are being managed effectively. The
Board should disclose that management has reported to it
as to the effectiveness of the Company’s management of its
material business risks
the
It is the Board’s responsibility to ensure that an effective
internal control framework exists within the entity.
This includes both internal controls to deal with both
the effectiveness and efficiency of significant business
processes, the safeguarding of assets, the maintenance
of proper accounting records, and the reliability of
financial and non-financial information. It is the Board’s
responsibility for the establishment and maintenance
of a framework of internal control. Regular high level
risk assessments conducted by management include the
adoption of mitigation strategies which are reported back
to the Aurelia Board.
Recommendation 7.3: The Board should disclose whether it
has received assurance from the Chief Executive Officer (or
equivalent) and the Chief Financial Officer (or equivalent)
that the declaration provided in accordance with section
295A of the Corporations Act is founded on a sound system
of risk management and internal control and that the
system is operating effectively in all material respects in
relation to financial reporting risks
46
The Managing Director and the Company Secretary,
namely Mr Kairaitis and Mr Willson have made the
following certifications to the Board in accordance with
Section 295A of the Corporations Act:
• That the Company’s financial reports are complete
and present a true and fair view, in all material
respects, of the financial condition and operational
results of the Company and its consolidated entities
in accordance with all mandatory professional
reporting requirements.
• That the above statement is founded on a sound
system of internal control and risk management
which implements the policies adopted by the
Board and that the Company’s risk management and
internal control is operating effectively and efficiently
in all material respects in relation to financial
reporting risks.
P R I N C I P L E 8 – R E M U N E R AT E FA I R L Y
A N D R E S P O N S I B L Y
Recommendation 8.1: The Board should establish a
Remuneration Committee
The Board has
formally adopted a Remuneration
Committee Charter and formed a separate Remuneration
Committee.
Recommendation 8.2: The Remuneration Committee
should be structured so that it:
• Consists of a majority of Independent Directors
• Is chaired by an Independent Director
• Has at least three members.
The Remuneration Committee consists of three Directors
of which two are independent. The Chairman of the
Remuneration Committee is independent.
Recommendation 8.3: Companies should clearly distinguish
the structure of non-executive directors’ remuneration
from that of executive directors and senior executives
It
is the Company’s objective to provide maximum
stakeholder benefit from the retention of a high quality
board and management by remunerating fairly and
appropriately with reference to relevant employment
market conditions. To assist in achieving the objective, the
Remuneration Committee may link the nature and amount
of executive and directors’ emoluments to the Company’s
financial and operational performance.
At the Remuneration Committee’s discretion the nature
and amount of executive and director’s emoluments may
be linked to the Company’s financial and operational
performance.
The Company does not have a policy in place relating to
the executives limiting their exposure to risk in relation to
AURELIA METALS LTD — ANNUAL REPORT 2014 the Company’s equity instruments issued to them as part
of remuneration.
For details of remuneration of directors and executives
please refer to the Directors’ Report.
There is no scheme to provide retirement benefits, other
than statutory superannuation, to non-executive directors.
Corporate Governance Compliance
During the financial year Aurelia has complied with
each of the 8 Corporate Governance Principles and the
corresponding Best Practice Recommendations, other than
in relation to the matters specified below:
Best Practice
Recommendation
2.1
3.2 & 3.3
4.2
Notification of Departure
Explanation of Departure
The Company does not have
a majority of independent
directors.
The majority of Directors consider that the current
structure and composition of the Board is optimum for the
size and nature of operations.
The Company does not have
a Policy concerning diversity
and has not defined specific
gender diversity objectives.
The Audit Committee is
chaired by the Chair of the
Board.
The Company recognises the benefits of diversity but has
not developed a specific diversity policy nor set specific
gender diversity objectives. The Company aims to achieve
an appropriate level of diversity across both the board
and company. The Company is satisfied that it has an
appropriate level of diversity throughout the Company.
The Chairman of the Audit Committee is also the Chairman
of the Company. The Directors consider that the structure
and composition of the Committee is appropriate for the
size and nature of the Group.
47
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
S T AT E M E N T O F C O M P R E H E N S I V E I N C O M E
F O R T H E Y E A R E N D E D 3 0 J U N E 2 0 1 4
Income
Management fee
Interest income
Gain on sale of investments in associates
Gain / (loss) on revaluation of financial assets
Research and development refund
Total income
Expenses
Compliance costs
Consulting and legal costs
Legal and other costs in relation to negotiation of financing for Hera –
Nymagee project
Audit fees
Employee benefits expense
Directors fees
Promotion
Administration expense
Travel expenses
Capitalised exploration costs written off
Loss on revaluation of investments
Depreciation and amortisation
Total Expenses
Profit / (Loss) Before Income Tax
Income tax expense
Profit / (Loss) After Income Tax
Other comprehensive income
Total Comprehensive Profit / (Loss) for the Period
Earnings Per Share for Loss Attributable to the Ordinary Equity
Holders of the Parent
Basic profit / (loss) per share (cents per share)
Diluted profit / (loss) per share (cents per share)
Consolidated
2014
$
2013
$
-)
260,750)
-)
(6,318,966)
85,286)
(5,972,930)
24,204)
398,377)
320,912)
4,674,619)
264,242)
5,682,354)
257,697)
243,442)
-)
86,383)
1,758,296)
345,056)
102,563)
394,854)
182,652)
788,291)
272,800)
218,477)
4,650,511)
(10,623,441)
-)
224,364)
537,405)
679,123)
77,264)
1,541,307)
333,760)
68,093)
390,220)
276,965)
9,826)
750,200)
258,255)
5,146,782)
535,572)
-)
(10,623,441)
535,572)
-)
-)
(10,623,441)
535,572)
(3.54)
(3.54)
0.21)
0.20)
Note
7(b)
3(a)
3(b)
8
4
15
19
19
The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
48
AURELIA METALS LTD — ANNUAL REPORT 2014
S T AT E M E N T O F F I N A N C I A L P O S I T I O N
F O R T H E Y E A R E N D E D 3 0 J U N E 2 0 1 4
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Materials on hand
Ore Inventory at net realisable value
Prepayments
Total Current Assets
Non Current Assets
Property plant and equipment
Financial assets
Deferred exploration and evaluation expenditure
Mine properties
Total Non Current Assets
Total Assets
LIABILITIES
Current Liabilities
Trade and other payables
Provisions
Borrowings
Total Current Liabilities
Non Current Liabilities
Provisions
Borrowings
Total Non Current Liabilities
Total Liabilities
Net Assets
EQUITY
Contributed equity
Reserves
Retained losses
Total Equity
Note
16(b)
5
6
7
8
9
10
11
12
11
12
13
14
15
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
Consolidated
2014
$
2013
$
21,590,959)
915,788)
87,464)
2,349,771)
117,253)
25,061,235)
16,312,989)
1,489,900)
-)
-)
118,792)
17,921,681)
939,283)
3,940,884)
19,228,531)
143,408,631)
167,517,329)
1,208,177)
10,532,650)
16,149,403)
57,934,018)
85,824,248)
192,578,564)
103,745,929)
8,739,703)
1,344,163)
397,653)
10,481,519)
3,857,218)
206,508)
-)
4,063,726)
8,248,049)
106,185,245)
114,433,294)
7,401,303)
29,675,551)
37,076,854)
124,914,813)
41,140,580)
67,663,751)
62,605,349)
85,361,160)
2,897,472)
(20,594,881)
67,663,751)
70,180,671)
2,396,118)
(9,971,440)
62,605,349)
49
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L S T AT E M E N T S
S T AT E M E N T O F C H A N G E S I N E Q U I T Y
F O R T H E Y E A R E N D E D 3 0 J U N E 2 0 1 4
Consolidated
Balance as at 1 July 2012
Total comprehensive profit / (loss) for the period
Transactions with Owners in Their Capacity as
Owners
Shares issued for the period
Costs of share issue
Share based payments
Balance as at 30 June 2013
Balance as at 1 July 2013
Total comprehensive profit / (loss) for the period
Transactions with Owners in Their Capacity as
Owners
Shares issued for the period
Costs of share issue
Share based payments
Balance as at 30 June 2014
Issued Share
Capital
Share Based
Payments
Reserve
Accumulated
Losses
$
$
$
Total
$
67,074,707
-)
2,030,934
-)
(10,507,012)
535,572)
58,598,629)
535,572)
3,196,582)
(90,618)
-)
70,180,671)
-)
-)
365,184)
2,396,118)
-)
-)
-)
(9,971,440)
3,196,582)
(90,618)
365,184)
62,605,349)
70,180,671)
-)
2,396,118)
-)
(9,971,440)
(10,623,441)
62,605,349)
(10,623,441)
15,983,823)
(803,334)
-)
85,361,160)
-)
-)
501,354)
2,897,472)
-)
-)
-)
(20,594,881)
15,983,823)
(803,334)
501,354)
67,663,751)
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
50
AURELIA METALS LTD — ANNUAL REPORT 2014 S T AT E M E N T O F C A S H F L O W S
F O R T H E Y E A R E N D E D 3 0 J U N E 2 0 1 4
Consolidated
Note
2014
$
2013
$
Cash Flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Research and development refund
Interest received
GST on purchases refunded from ATO
Net Cash Flows Used in Operating Activities
16 (a)
Cash Flows from Investing Activities
Purchase of property, plant and equipment
Exploration and evaluation expenditure
Development expenditure
Purchase of gold put options and associated costs
Additional consideration to amend Hera royalty
Net Cash Flows Used in Investing Activities
Cash Flows from Financing Activities
Proceeds from issue of shares
Borrowings
Loan repayments
Interest on borrowings
Share issue costs
Facility establishment costs
Net Cash Flows from Financing Activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and Cash Equivalents at End of Year
16 (b)
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
- )
93,064)
(2,839,053)
(3,648,585)
547,384)
627,283)
8,065,066)
6,400,680)
264,242)
538,220)
1,721,718)
(1,031,341)
(10,761)
(161,998)
(3,574,349)
(4,680,649)
(82,975,871)
(18,564,594)
-)
-)
(5,027,720)
(1,100,000)
(86,560,981)
(29,534,961)
14,390,331)
2,946,582)
72,138,564)
35,000,000)
(34,384)
(12,906)
(803,334)
(240,000)
85,438,271)
5,277,970)
16,312,989)
21,590,959)
-)
-)
(90,618)
(6,063,857)
31,792,107)
1,225,805)
15,087,184)
16,312,989)
51
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
N O T E S T O F I N A N C I A L
S T AT E M E N T S
1 . C O R P O R AT E I N F O R M AT I O N
The financial report of Aurelia Metals Limited and its
subsidiaries for the year ended 30 June 2014 was authorised
for issue in accordance with a resolution of the Directors
on 4 September 2014.
Aurelia Metals Limited is a company limited by shares
incorporated in Australia whose shares are publicly traded
on the Australian Stock Exchange. The Company is a for-
profit entity.
On the 2nd June 2014 Aurelia Metals Ltd changed its name
from YTC Resources Limited.
Aurelia Metals has four 100% owned subsidiaries, Stannum
Pty Ltd (incorporated 15 September 2007), Defiance
Resources Pty Ltd (incorporated 15 May 2007), Hera
Resources Pty Ltd (incorporated 20 August 2009) and
Nymagee Resources Pty Ltd (incorporated 7 November
2011).
The nature of the operations and principal activities of the
Group are mineral exploration and development.
2 A . S U M M A R Y O F S I G N I F I C A N T
A C C O U N T I N G P O L I C I E S
The significant accounting policies that have been adopted
by Aurelia Metals Limited are as follows:
(a) Basis of Preparation
is a general-purpose financial
The financial report
report which has been prepared in accordance with
the requirements of the Corporations Act 2001, the
Australian Accounting Standards and other authoritative
pronouncements of the Australian Accounting Standards
Board. The financial report has been prepared on a
historical cost basis, except deferred acquisition costs
which are measured at fair value.
The financial report is presented in Australian dollars,
which is the functional currency of the Company.
(b) Compliance with IFRS
The financial report complies with Australian Accounting
Standards as issued by the Australian Accounting Standards
Board and International Financial Reporting Standards as
issued by the International Accounting Standards Board.
(c) New Accounting Standards and Interpretations
Changes in accounting policy and disclosures
The accounting policies adopted are consistent with
those of the previous financial year, except that the Group
has adopted new and amended Australian Accounting
Standards and AASB interpretations where applicable
from 1 July 2013, which were assessed to have no material
impact on the Company, as follows:
52
AURELIA METALS LTD — ANNUAL REPORT 2014 Reference
Title
AASB 10
AASB 12
AASB 13
Consolidated Financial Statements
Disclosure of Interests in Other Entities
Fair Value Measurement
AASB 119
Employee Benefits
AASB 2012-2
Amendments to Australian Accounting
Standards - Disclosures - Offsetting Financial
Assets and Financial Liabilities
AASB 2011-4
Amendments to Australian Accounting
Standards to Remove Individual Key
Management Personnel Disclosure
Requirements [AASB 124]
Application date
of standard
Application date
for Group
1 January 2013
1 January 2013
1 January 2013
1 January 2013
1 July 2013
1 July 2013
1 July 2013
1 July 2013
1 January 2013
1 July 2013
1 July 2013
1 July 2013
(d) Accounting Standards and Interpretations Issued
but not Yet Effective
The following table sets out new Australian Accounting
Standards and Interpretations that have been issued but
are not yet mandatory and which have not been early
adopted by the Company for the annual reporting period
ending 30 June 2014, and have been assessed to have no
material impact on the Company.
Reference
Title
Application date
of standard
Application date
for Group
AASB 2012-3
Amendments to Australian Accounting Standards -
Offsetting Financial Assets and Financial Liabilities
1 January 2014
1 July 2014
AASB 9
Financial Instruments
1 January 2018
1 July 2018
AASB 2013-3
Annual
Improvements
2010–2012 Cycle
Annual
Improvements
2011–2013 Cycle
Amendments to AASB 136 – Recoverable
Amount Disclosures for Non-Financial Assets
1 January 2014
1 July 2014
Annual Improvements to IFRSs 2010–2012 Cycle
1 July 2014
1 July 2014
Annual Improvements to IFRSs 2011–2013 Cycle
1 July 2014
1 July 2014
AASB 1031
Materiality
1 January 2014
1 July 2014
AASB 2013-9
Amendments to Australian Accounting Standards
– Conceptual Framework, Materiality and Financial
Instruments
Amendments to IAS
16 and IAS 38
Clarification of Acceptable Methods of Depreciation
and Amortisation (Amendments to IAS 16 and IAS
38)
1 January 2014
1 July 2014
1 January 2016
1 July 2016
IFRS 15
Revenue from Contracts with Customers
1 January 2017
1 July 2017
53
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
All other new Australian Accounting Standards that have
been issued but are not yet effective are not expected to
have a material impact on the group.
(e) Basis of Consolidation
The consolidated financial statements comprise the
financial statements of Aurelia Metals Limited and its
subsidiaries (as outlined in Note 1).
Control is achieved when the Group is exposed, or has
rights, to variable returns from its involvement with the
investee and has the ability to affect those returns through
its power over the investee. Specifically, the Group controls
an investee if and only if the Group has:
(f) Cash and Cash Equivalents
Cash and cash equivalents in the balance sheet comprise
cash at bank and on hand and short-term deposits with an
original maturity of three months or less that are readily
convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value.
For the purposes of the cash flow statement, cash and cash
equivalents consist of cash and cash equivalents as defined
above, net of outstanding bank overdrafts. Bank overdrafts
are included within interest-bearing loans and borrowings
in current liabilities on the balance sheet.
(g) Trade and Other Receivables
• Power over the investee (i.e. existing rights that give
it the current ability to direct the relevant activities of
the investee)
Trade receivables, which generally have 30-90 day terms,
are recognised and carried at original invoice amount less
an allowance for any uncollectible amounts.
• Exposure, or rights, to variable returns from its
involvement with the investee, and
• The ability to use its power over the investee to affect
its returns
When the Group has less than a majority of the voting
or similar rights of an investee, the Group considers all
relevant facts and circumstances in assessing whether it
has power over an investee, including:
• The contractual arrangement with the other vote
holders of the investee
• Rights arising from other contractual arrangements
• The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an
investee if facts and circumstances indicate that there
are changes to one or more of the three elements of
control. Consolidation of a subsidiary begins when the
Group obtains control over the subsidiary and ceases
when the Group loses control of the subsidiary. Assets,
liabilities, income and expenses of a subsidiary acquired or
disposed of during the year are included in the statement
of comprehensive income from the date the Group gains
control until the date the Group ceases to control the
subsidiary.
The financial statements of subsidiaries are prepared for the
same reporting period as the Company, using consistent
accounting policies. Adjustments are made to bring into
line any dissimilar accounting policies that may exist.
In preparing the consolidated financial statements, all
intercompany balances and transactions, income and
expenses and profit and losses resulting from intra-group
transactions, have been eliminated in full.
An estimate for doubtful debts is made when collection
of the full amount is no longer probable. Bad debts are
written off when identified.
(h) Inventories / Materials on Hand
Gold bullion, metal in concentrate, metal in circuit and ore
stockpiles are physically measured or estimated and valued
at the lower of cost or net realisable value. Net realisable
value is the estimated future sales price of the product the
entity expects to realise when the product is processed
and sold, less estimated costs to complete production and
bring the product to sale. Where the time value of money
is material, these future prices and costs to complete are
discounted. Until mine properties are in production, any
differences in cost and net realisable value are capitalised
to the respective asset in development.
If the ore stockpile is not expected to be processed in
12 months after the reporting date, it is included in non
current assets and the net realisable value is calculated on
a discounted cash flow basis.
Cost is determined by using the weighted-average method
and comprises direct purchase costs and an appropriate
portion of fixed and variable overhead costs, including
depreciation and amortisation, incurred in converting
materials into finished goods, based on the normal
production capacity. The cost of production is allocated to
joint products using a ratio of spot prices by volume at each
month end. Separately identifiable costs of conversion of
each metal are specifically allocated.
Materials and supplies on hand are valued at the lower of
cost or net realisable value. Any provision for obsolescence
is determined by reference to specific items of stock. A
regular review is undertaken to determine the extent of
any provision for obsolescence.
54
AURELIA METALS LTD — ANNUAL REPORT 2014 (i) Property, Plant and Equipment and Mine
Properties
probable of economic extraction in the future and is
recognised in exploration and evaluation assets.
Items of property, plant and equipment and producing
mines are stated at cost, less accumulated depreciation,
amortisation and accumulated impairment losses.
Initial recognition
The initial cost of an asset comprises its purchase price
or construction cost, any costs directly attributable to
bringing the asset into operation, the initial estimate of
the rehabilitation obligation, and, for qualifying assets
(where relevant), borrowing costs. The purchase price or
construction cost is the aggregate amount paid and the fair
value of any other consideration given to acquire the asset.
The capitalised value of a finance lease is also included in
property, plant and equipment.
Mine properties also consist of the fair value attributable
to mineral reserves and the portion of mineral resources
considered to be probable of economic extraction at the
time of an acquisition. When a mine construction project
moves
into the production phase, the capitalisation
of certain mine construction costs ceases, and costs
are either regarded as part of the cost of inventory or
expensed, except for costs which qualify for capitalisation
relating to mining asset additions, improvements or
new developments, underground mine development or
mineable reserve development.
Depreciation/amortisation
Accumulated mine development costs are depreciated/
amortised on a unit-of-production basis over the
economically recoverable reserves of the mine concerned,
except in the case of assets whose useful life is shorter
than the life of the mine, in which case the straight-line
method is applied. The unit of account for run of mines
(ROM) costs is tonnes of ore, whereas the unit of account
for post-ROM costs are recoverable ounces of gold and
recoverable tonnes of lead/zinc. Rights and concessions are
depleted on the unit-of-production (UOP) basis over the
economically recoverable reserves of the relevant area. The
unit-of-production rate calculation for the depreciation/
amortisation of mine development costs takes into account
expenditures incurred to date, together with sanctioned
future development expenditure. The estimated fair value
attributable to the mineral reserves and the portion of
mineral resources considered to be probable of economic
extraction at the time of the acquisition is amortised on
a UOP basis whereby the denominator is the proven and
probable reserves and the portion of resources expected to
be extracted economically. The estimated fair value of the
mineral resources that are not considered to be probable
of economic extraction at the time of the acquisition is
not subject to amortisation, until the resource becomes
Other plant and equipment, is calculated on a straight-line
basis over their estimated useful lives as follows:
• Plant and equipment over 4 to 8 years
• Land – not depreciated
• Motor vehicles – 7 years
• Leasehold improvements – 6 years
Impairment
The carrying values of plant and equipment are reviewed
for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent
cash inflows, the recoverable amount is determined for the
cash-generating unit to which the asset belongs.
If any indication of impairment exists and where the
carrying values exceed the estimated recoverable amount,
the assets or cash-generating units are written down to
their recoverable amount.
The recoverable amount of plant and equipment is the
greater of fair value less costs to sell and value in use. In
assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time
value of money and the risks specific to the asset.
Impairment losses are recognised in the income statement.
Gains and losses on disposals are determined by comparing
proceeds with the carrying amount. These are included in
the income statement.
Derecognition
Items of property, plant and equipment and producing
mines are derecognised upon disposal or when no further
future economic benefits are expected from its use or
disposal.
(j) Recoverable Amount of Assets
At each reporting date, the Company assesses whether
there is any indication that an asset may be impaired.
Where an indicator of impairment exists, the Company
makes a formal estimate of recoverable amount. Where
the carrying amount of an asset exceeds its recoverable
amount the asset is considered impaired and is written
down to its recoverable amount.
Recoverable amount is the greater of fair value less costs
to sell and value in use. It is determined for an individual
asset, unless the asset’s value in use cannot be estimated
to be close to its fair value less costs to sell and it does not
55
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
generate cash inflows that are largely independent of those
from other assets or groups of assets, in which case, the
recoverable amount is determined for the cash-generating
unit to which the asset belongs.
In assessing value in use, the estimated future cash flows
are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset.
(k) Exploration and Evaluation Expenditure
Expenditure on acquisition, exploration and evaluation
relating to an area of interest is carried forward where
rights to tenure of the area of interest are current and;
i)
ii)
It is expected that expenditure will be recouped
through successful development and exploitation
of the area of interest or alternatively by its sale
and/or;
Exploration and evaluation activities are
continuing in an area of interest but at balance
date have not yet reached a stage which permits
a reasonable assessment of the existence or
otherwise of economically recoverable reserves.
If facts and circumstances suggest that the carrying amount
of any recognised exploration and evaluation assets may
be impaired, the entity must perform impairment tests on
those assets in accordance with AASB 136 “Impairment of
Assets”. Impairment of exploration and evaluation assets
is to be assessed at a cash generating unit or group of cash
generating units level provided this is no larger than an
area of interest. Any impairment loss is to be recognised
as an expense in accordance with AASB 136. Accumulated
costs in relation to an abandoned area are written off to
the income statement in the period in which the decision
to abandon the area is made.
Mines under construction
When the technical feasibility and commercial viability
of extracting a mineral resource have been demonstrated
then any
capitalised exploration and evaluation
expenditure is reclassified as capitalised ‘Mine properties
under construction ’. Prior to reclassification, capitalised
exploration and evaluation expenditure is assessed for
impairment.
Producing mines
Upon completion of the mine construction phase, assets
are transferred into “Property, plant and equipment” or
“Mine properties”.
(l) Trade and Other Payables
Trade payables and other payables are carried at amortised
cost. They represent liabilities for goods and services
provided to the Company prior to the end of the financial
year that are unpaid and arise when the Company becomes
obliged to make future payments in respect of the purchase
of these goods and services. The amounts are unsecured
and are usually paid within 30 days of recognition.
(m) Provisions and Employee Benefits
Provisions are recognised when the Company has a present
obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the
obligation.
Where the Company expects some or all of a provision to be
reimbursed, the reimbursement is recognised as a separate
asset but only when the reimbursement is virtually certain.
The expense relating to any provision is presented in the
income statement net of any reimbursement.
If the effect of the time value of money is material,
provisions are determined by discounting the expected
future cash flows at a pre-tax rate that reflects current
market assessments of the time value of money and,
where appropriate, the risks specific to the liability. Where
discounting is used, the increase in the provision due to the
passage of time is recognised as a finance cost.
EMPLOYEE LEAVE BENEFITS
Wages, salaries, annual leave, long service leave and sick
leave
Liabilities for wages and salaries, including non-monetary
benefits, annual leave, long service leave and accumulating
sick leave expected to be settled within 12 months of the
reporting date are recognised in respect of employee’s
services up to the reporting date. They are measured at
the amounts expected to be paid when the liabilities are
settled. Liabilities for non-accumulating sick leave are
recognised when the leave is taken and are measured at
the rates paid or payable.
(n) Leases
is,
The determination of whether an arrangement
or contains, a lease is based on the substance of the
arrangement at the inception date. The arrangement is
assessed for whether fulfilment of the arrangement is
dependent on the use of a specific asset or assets or the
arrangement conveys a right to use the asset or assets, even
if that right is not explicitly specified in an arrangement.
Finance leases that transfer substantially all the risks and
benefits incidental to ownership of the leased item to the
Group, are capitalised at the commencement of the lease
at the fair value of the leased property or, if lower, at the
present value of the minimum lease payments. Lease
56
AURELIA METALS LTD — ANNUAL REPORT 2014 payments are apportioned between finance charges and
reduction of the lease liability so as to achieve a constant
rate of interest on the remaining balance of the liability.
Finance charges are recognised in finance costs in the
statement of profit or loss.
measured at the fair value of the consideration received or
receivable to the extent it is probable that the economic
benefits will flow to the Company and the income can
be reliably measured. The following specific recognition
criteria must also be met before income can be recognised:
A leased asset is depreciated over the useful life of the
asset. However, if there is no reasonable certainty that the
Group will obtain ownership by the end of the lease term,
the asset is depreciated over the shorter of the estimated
useful life of the asset and the lease term.
Operating lease payments are recognised as an operating
expense in the statement of profit or loss on a straight-line
basis over the lease term.
(o) Borrowing Costs
Interest
Income is recognised as interest accrues using the effective
interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the
interest income over the relevant period using the effective
interest rate. This is the rate that exactly discounts
estimated future cash receipts through the expected life
of the financial asset to the net carrying amount of the
financial asset.
Borrowing costs directly attributable to the acquisition,
construction or production of an asset that necessarily
takes a substantial period of time to get ready for its
intended use or sale are capitalised as part of the cost of
the asset. All other borrowing costs are expensed in the
period in which they occur. Borrowing costs consist of
interest and other costs that an entity incurs in connection
with the borrowing of funds.
(p) Income Recognition
Income, including management fees, is recognised and
(q) Share-Based Payment Transactions
The Company provides benefits to employees (including
directors) in the form of share-based payment transactions,
whereby employees render services in exchange for shares
or rights over shares (‘equity-settled transactions’).
The cost of these equity-settled transactions with
employees is measured by reference to the fair value at the
date at which they are granted. The fair value is determined
by an internal valuation using the Black Scholes model or
Trinomial Barrier Option model.
57
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
In valuing equity-settled transactions, no account is taken
of any performance conditions, other than conditions
linked to the price of the shares of Aurelia (‘market
conditions’).
The cost of equity-settled transactions is recognised,
together with a corresponding increase in equity, over the
period in which the performance conditions are fulfilled,
ending on the date on which the relevant employees
become fully entitled to the award (‘vesting date’).
The cumulative expense recognised for equity-settled
transactions at each reporting date until vesting date
reflects (i) the extent to which the vesting period has
expired and (ii) the number of awards that, in the opinion
of the Directors of the Company, will ultimately vest. This
opinion is formed based on the best available information
at balance date. No adjustment is made for the likelihood
of market performance conditions being met as the effect
of these conditions is included in the determination of fair
value at grant date.
No expense is recognised for awards that do not ultimately
vest, except for awards where vesting is conditional upon a
market condition.
Where the terms of an equity-settled award are modified,
as a minimum an expense is recognised as if the terms had
not been modified. In addition, an expense is recognised
for any increase in the value of the transaction as a result of
the modification, as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated
as if it had vested on the date of cancellation, and any
expense not yet recognised for the award is recognised
immediately. However, if a new award is substituted for
the cancelled award, and designated as a replacement
award on the date that it is granted, the cancelled and
new award are treated as if they were a modification of
the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is
reflected as additional share dilution in the computation
of earnings per share.
(r) Income Tax
Current tax assets and liabilities for the current and prior
periods are measured at the amount expected to be
recovered from or paid to the taxation authorities based
on the current period’s taxable income. The tax rates and
tax laws used to compute the amount are those that are
enacted or substantively enacted by the balance sheet
date.
income tax
is provided on all temporary
Deferred
differences at the balance sheet date between the tax
bases of assets and liabilities and their carrying amounts
for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable
temporary differences:
• Except where the deferred income tax liability arises
from the initial recognition of an asset or liability in
a transaction that is not a business combination and,
at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and
• In respect of taxable temporary differences
associated with investments in subsidiaries,
associates and interests in joint ventures, except
where the timing of the reversal of the temporary
differences can be controlled and it is probable that
the temporary differences will not reverse in the
foreseeable future.
Deferred income tax assets are recognised for all deductible
temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that
taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused
tax assets and unused tax losses can be utilised:
• Except where the deferred income tax asset relating
to the deductible temporary difference arises from
the initial recognition of an asset or liability in a
transaction that is not a business combination and,
at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and
• In respect of deductible temporary differences
associated with investments in subsidiaries,
associates and interests in joint ventures, deferred
tax assets are only recognised to the extent that it is
probable that the temporary differences will reverse
in the foreseeable future and taxable profit will be
available against which the temporary differences can
be utilised.
The carrying amount of deferred income tax assets is
reviewed at each balance sheet date and reduced to the
extent that it is no longer probable that sufficient taxable
profit will be available to allow all or part of the deferred
income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at
each balance sheet date and are recognised to the extent
that it has become probable that future taxable profit will
allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured
at the tax rates that are expected to apply to the year
when the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance sheet date.
Income taxes relating to items recognised directly in equity
are recognised in equity and not in the income statement.
58
AURELIA METALS LTD — ANNUAL REPORT 2014 Deferred tax assets and deferred tax liabilities are offset
only if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred
tax assets and liabilities relate to the same taxable entity
and the same taxation authority.
(s) Other Taxes
Income, expenses and assets are recognised net of the
amount of GST except:
• Where the GST incurred on a purchase of goods
and services is not recoverable from the taxation
authority, in which case the GST is recognised as part
of the cost of acquisition of the asset or as part of the
expense item as applicable; and
• Receivables and payables are stated with the amount
of GST included.
The net amount of GST recoverable from, or payable to,
the taxation authority is included as part of receivables or
payables in the balance sheet.
Cash flows are included in the cash flow statement on a
gross basis and the GST component of cash flows arising
from investing and financing activities, which is recoverable
from, or payable to, the taxation authority are classified as
operating cash flows.
Commitments and contingencies are disclosed net of
the amount of GST recoverable from, or payable to, the
taxation authority.
(t) Contributed Equity
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issue of new shares or options
are shown directly in equity as a deduction, net of tax, from
proceeds.
(u) Operating Segments
An operating segment is a component of an entity
that engages in business activities from which it may
earn income and incur expenses (including income and
expenses relating to transactions with other components
of the same entity), whose operating results are regularly
reviewed by the entity’s chief operating decision maker
to make decisions about resources to be allocated to the
segment and assess its performance and for which discrete
financial information is available. This includes start up
operations which are yet to earn income. Management
will also consider other factors in determining operating
segments such as the existence of a line manager and the
level of segment information presented to the Board of
Directors.
Operating segments have been identified based on the
information provided to the chief operating decision
makers – being the executive management team.
The group aggregates two or more operating segments
when they have similar economic characteristics, and the
segments are similar in each of the following respects:
• Nature of the products and services
• Nature of the production processes
• Type or class of customer for the products and
services
• Methods used to distribute the products or provide
the services, and if applicable
• Nature of the regulatory environment
Operating segments that meet the quantitative criteria as
prescribed by AASB 8 are reported separately. However,
an operating segment that does not meet the quantitative
criteria is still reported separately where information about
the segment would be useful to users of the financial
statements. Information about other business activities
and operating segments that are below the quantitative
criteria are combined and disclosed in a separate category
for “all other segments”.
(v) Profit / (Loss) Per Share
Basic profit / (loss) per share
Basic profit / (loss) per share is calculated by dividing
the profit / (loss) attributable to equity holders of the
company, excluding any costs of servicing equity other
than dividends, by the weighted average number of
ordinary shares, adjusted for any bonus elements.
Diluted profit / (loss) per share
Diluted earnings per share is calculated as net profit / (loss)
attributable to members of the Company, adjusted for:
• Costs of servicing equity (other than dividends);
• The after tax effect of dividends and interest
associated with dilutive potential ordinary shares that
have been recognised as expenses; and
• Other non-discretionary changes in income or
expenses during the period that would result from the
dilution of potential ordinary shares;
divided by the weighted average number of ordinary shares
and dilutive potential ordinary shares, adjusted for any
bonus elements.
(w) Financial Instruments
i. Financial assets
Investments and financial assets in the scope of AASB 139
Financial Instruments: Recognition and Measurement are
categorised as either financial assets at fair value through
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AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
profit or loss, loans and receivables, held-to-maturity
investments, or available-for-sale financial assets. The
classification depends on the purpose for which the
investments were acquired or originated. Designation is re-
evaluated at each reporting date, but there are restrictions
on reclassifying to other categories.
When financial assets are recognised initially, they are
measured at fair value, plus, in the case of assets not at
fair value through profit or loss, directly attributable
transaction costs.
Recognition and derecognition
All regular way purchases and sales of financial assets are
recognised on the trade date i.e., the date that the Group
commits to purchase the asset. Regular way purchases
or sales are purchases or sales of financial assets under
contracts that require delivery of the assets within the
period established generally by regulation or convention in
the market place. Financial assets are derecognised when
the right to receive cash flows from the financial assets
has expired or when the entity transfers substantially all
the risks and rewards of the financial assets. If the entity
neither retains nor transfers substantially all of the risks
and rewards, it derecognises the asset if it has transferred
control of the assets.
Subsequent valuation
After initial recognition, the Group measures financial
assets, including derivatives that are assets, at their fair
values, without any deduction for transaction costs it may
incur on sale or other disposal, except for the following
financial assets:
• Loans and receivables as defined in paragraph, which
shall be measured at amortised cost
• using the effective interest method;
• Held-to-maturity investments as defined in
paragraph, which shall be measured at amortised
cost using the effective interest method; and
• Investments in equity instruments that do not have a
quoted market price in an active market
• and whose fair value cannot be reliably measured and
derivatives that are linked to and must be settled by
delivery of such unquoted equity instruments, which
shall be measured at cost.
The Group assesses, at each reporting date, whether there
is any objective evidence that a financial asset or a group
of financial assets is impaired. A financial asset or a group
of financial assets is deemed to be impaired if, and only
if, there is objective evidence of impairment as a result
of one or more events that has occurred after the initial
recognition of the asset (an incurred ”loss event”) and that
loss event has an impact on the estimated future cash
flows of the financial asset or the group of financial assets
that can be reliably estimated.
60
ii. Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as
financial liabilities at fair value through profit or loss, loans
and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value
and, in the case of loans and borrowings and payables,
net of directly attributable transaction costs. The Group’s
financial liabilities may include trade and other payables,
loans and borrowings, including bank overdrafts, and
derivative financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their
classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss
include financial liabilities held for trading and financial
liabilities designated upon initial recognition as at fair value
through profit or loss.
Financial liabilities are classified as held for trading if
they are acquired or incurred for the purpose of selling or
repurchasing in the near term. This category also includes
derivative financial instruments entered into by the Group
that are not designated as hedging instruments in hedge
relationships as defined by AASB 139. Separated embedded
derivatives are also classified as held for trading unless they
are designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised
in the statement of profit or loss.
Financial liabilities designated upon initial recognition at
fair value through profit or loss are designated at the initial
date of recognition, and only if the criteria in AASB 139
are satisfied. The Group has not designated any financial
liability as at fair value through profit or loss.
Loans and borrowings
interest-bearing
initial recognition,
loans and
After
borrowings are subsequently measured at amortised cost
using the Effective Interest Rate (“EIR”) method. Gains and
losses are recognised in profit or loss when the liabilities
are de-recognised as well as through the EIR amortisation
process.
Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that
are an integral part of the EIR. The EIR amortisation is
included in finance costs in the statement of profit or loss.
This category generally applies to interest-bearing loans
and borrowings. For more information refer Note 12.
AURELIA METALS LTD — ANNUAL REPORT 2014 De-recognition
A financial liability is de-recognised when the obligation
under the liability is discharged or cancelled, or expires.
When an existing financial liability is replaced by another
from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified,
such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of
a new liability. The difference in the respective carrying
amounts is recognised in the statement or profit or loss.
iii. Offsetting of financial instruments
Financial assets and financial liabilities are offset and the
net amount is reported in the consolidated statement of
financial position if there is a currently enforceable legal
right to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the assets and
settle the liabilities simultaneously.
(x) Associates
The Group’s investment in its associates is accounted for
using the equity method of accounting in the consolidated
financial statements and at cost in the parent. The
associates are entities over which the Group has significant
influence and that are neither subsidiaries nor joint
ventures.
The Group generally deems they have significant influence
if they have over 20% of the voting rights.
Under the equity method, investments in associates are
carried in the consolidated statement of financial position
at cost plus post-acquisition changes in the Group’s
share of net assets of the associates. Goodwill relating
to an associate is included in the carrying amount of the
investment and is not amortised. After application of
the equity method, the Group determines whether it is
necessary to recognise any impairment loss with respect
to the Group’s net investment in associates. Goodwill
included in the carrying amount of the investment in
associate is not tested separately, rather the entire carrying
amount of the investment is tested for impairment as a
single asset. If an impairment is recognised, the amount is
not allocated to the goodwill of the associate.
The Group’s share of its associates’ post-acquisition profits
or losses is recognised in the statement of comprehensive
income, and its share of post-acquisition movements in
reserves is recognised in reserves. The cumulative post-
acquisition movements are adjusted against the carrying
amount of the investment. Dividends receivable from
associates are recognised in the parent entity’s statement
of comprehensive income as a component of other income.
When the Group’s share of losses in an associate equals
or exceeds its interest in the associate, including any
unsecured long-term receivables and loans, the Group
does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the associate.
The reporting dates of the associates and the Group are
identical and the associates’ accounting policies conform
to those used by the Group for like transactions and events
in similar circumstances.
(y) Comparative Information
Where necessary, the prior year financial data was restated
for comparability purposes.
61
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
2 B . C R I T I C A L A C C O U N T I N G
E S T I M AT E S A N D A S S U M P T I O N S
The preparation of the financial statements requires
management to make
judgements, estimates and
assumptions that affect the reported amounts in the
financial statements.
in relation to assets,
Management continually evaluates its judgements and
estimates
liabilities, contingent
liabilities, income and expenses. Management bases its
judgements and estimates on historical experience and
on other various factors it believes to be reasonable under
the circumstances, the result of which form the basis of the
carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from
these estimates under different assumptions and conditions.
the
identified
Management has
following critical
accounting policies for which significant judgements,
estimates and assumptions are made. Actual results may
differ from these estimates under different assumptions
and conditions and may materially affect financial results
or the financial position reported in future periods.
(a) Significant Accounting Judgements
i. Exploration and evaluation expenditure
Exploration and evaluation expenditure is capitalised
when either, costs are expected to be recouped through
successful development and exploitation of the area of
interest; or alternatively by its sale: or exploration and/or
evaluation activities in the area have not reached a stage
which permits a reasonable assessment of the existence
or otherwise of economically recoverable reserves. Costs
incurred on mining tenements are allocated to specific
geological structures within the mining tenement. Where
specific geological structures within tenement are yet
to be identified, the costs are allocated across the entire
tenement on a proportional basis. In determining this,
assumptions, including the maintenance of title, ongoing
expenditure and prospectivity are made and in the event
that these assumptions no longer hold valid then this
expenditure may, in part or full, be expensed through
the income statement in future periods – see Note 8 for
disclosure of carrying values.
ii. Production start date
Company considers various relevant criteria to assess when
the production phase is considered to have commenced. At
this point, all related amounts are reclassified from ‘Mines
under construction’ to ‘Producing mines’ and/or ‘Property,
plant and equipment.’ Some of the criteria used to identify
the production start date include, but are not limited to:
• Level of capital expenditure incurred compared with
the original construction cost estimate
• Completion of a reasonable period of testing of the
mine plant and equipment (“Commissioning Period”)
• Ability to produce metal in saleable form (within
specifications)
• Ability to sustain ongoing production of metal at
commercial production level
When a mine development/construction project moves
into the production phase, the capitalisation of certain
mine development/construction costs ceases and costs
are either regarded as forming part of the cost of inventory
or expensed, except for costs that qualify for capitalisation
relating to mining asset additions or improvements,
underground mine development or mineable reserve
development. It is also at this point that depreciation/
amortisation commences.
Revenue generated during a development or commissioning
period from the production and sale of metal is considered
to be integral to the development of the mine and is
therefore credited to the mine development asset.
Revenue earned after the production start date is credited
to the profit and loss.
(b) Significant Accounting Estimates and
Assumptions
i. Share-based payment transactions
The Company measures the cost of equity-settled
transactions with employees by reference to the fair
value of the equity instruments at the date at which
they are granted. The fair value is determined by using a
Black-Scholes or Trinomial Barrier Option Model formula
taking into account the terms and conditions upon which
the instruments were granted. The accounting estimates
and assumptions relating to equity-settled share-based
payments would have no impact on the carrying amounts
of assets and liabilities within the next annual reporting
period but may impact expenses and equity.
The Company assesses the stage of each mine under
construction to determine when a mine moves into the
production phase. This being when the mine is substantially
complete, ready and available for its intended use. The
criteria used to assess the start date are determined based
on the unique nature of each mine construction project,
such as the complexity of the project and its location. The
ii. Deferred acquisition costs in relation to Hera
The Company measures the deferred acquisition costs by
reference to the fair value of net present value of future
cash outflows. The following assumptions have been taken
into account: risk free bond rate, gold price, possibility of
payment.
62
AURELIA METALS LTD — ANNUAL REPORT 2014 3 . E X P E N S E S
Expenses from Continuing Operations
Profit (loss) before income tax includes the following specific
expenses:
(a) Employee Benefits Expense
Salaries and on-costs
Options and Performance Rights expense
Employee benefits expense and directors fees include superannuation
expense of
(b) Administration Expense
Bank fees
Insurance
Printing and stationery
Postage and freight
Subscriptions
Telephone
IT expenses
Leased office premises
Leasing office equipment
Other
Consolidated
2014
$
2013
$
1,256,942
1,176,123
501,354
365,184
1,758,296
1,541,307
94,008
93,095
8,258
85,540
21,871
1,850
28,835
34,253
90,210
62,472
6,439
55,126
2,797
103,079
18,295
2,454
29,349
33,859
95,367
60,000
11,021
33,999
394,854
390,220
63
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
4 . I N C O M E T A X
The major components of income tax expense
Income Statement
Current Income Tax
Current income tax charge
Deferred Income Tax
Relating to origination and reversal of temporary differences
Unrecognised tax losses
Income tax expense reported in the income statement
Consolidated
2014
$
2013
$
(201,686)
39,152)
1,237,831)
3,026,483)
(1,036,145)
(3,065,635)
-
-
A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Company’s
applicable income tax rate is as follows:
Accounting profit / (loss) before income tax
(10,623,441)
535,572)
At the Company’s statutory income tax rate (30%)
Share based payments & other non-assessable items
Income tax benefit (expense) not brought to account
Income tax reported in the income statement
The Group had formed a tax consolidated group at 30 June 2014.
(3,187,032)
(201,687)
3,388,719)
-
160,671)
(199,823)
39,152)
-)
Consolidated
Deferred Income Tax
Statement of
Financial Position
2014
$
2013
$
Statement of
Comprehensive Income
2014
$
2013
$
Deferred income tax at 30 June relates to the following:
Deferred Tax Liabilities
Deferred exploration and evaluation
expenditure
(14,297,147)
(12,957,193)
(2,677,625)
(1,453,216)
Receivables
(45,249)
(12,221)
1,516,056)
(904,280)
Deferred Tax Assets
Provisions
2,754,829
2,417,992)
125,424)
64,712)
Carried forward losses not recognised
11,587,567
10,551,422)
1,036,145)
2,292,784)
Net deferred tax
Deferred tax income/(expense)
-
-)
-
-)
At 30 June 2014 the Group had carried forward tax losses totalling $59,183,097 (2013: $44,623,199).
64
AURELIA METALS LTD — ANNUAL REPORT 2014
5 . T R A D E A N D O T H E R R E C E I VA B L E S - C U R R E N T
Other receivables
Receivable from Australian Taxation Office
Accrued interest
Consolidated
2014
$
2013
$
206,214)
9,344)
646,370)
1,439,819)
63,204)
40,737)
915,788)
1,489,900)
All of the above are non-interest bearing and generally receivable on 30 day terms. Due to the short term nature their
carrying value approximates their fair value.
6 . P R O P E R T Y , P L A N T A N D E Q U I P M E N T
Property, plant and equipment at cost
Accumulated depreciation amortisation and impairment
Total property, plant and equipment
Property, Plant and Equipment is Represented by the Following:
Motor Vehicles
At 1 July, net of accumulated depreciation and impairment
Additions
Depreciation expense
At 30 June, net of accumulated depreciation and impairment
Plant and equipment
At 1 July, net of accumulated depreciation and impairment
Additions
Disposals
Depreciation expense
At 30 June, net of accumulated depreciation and impairment
Leasehold improvements
At 1 July, net of accumulated amortisation and impairment
Additions
Amortisation expense
At 30 June, net of accumulated amortisation and impairment
Land 1
At 1 July
Additions
At 30 June
1 – Land assets are held at cost and are not depreciated.
2,019,103)
2,009,320)
(1,079,820)
(801,143)
939,283)
1,208,177
221,258)
280,833)
-)
(56,153)
165,105)
-)
(59,575)
221,258)
692,316)
9,782)
-)
(214,812)
487,286)
762,303)
147,272)
-)
(217,259)
692,316)
19,603)
39,414)
-)
(7,711)
11,892)
-)
(19,811)
19,603)
275,000)
275,000)
-)
-)
275,000)
275,000)
65
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
Consolidated
2014
$
2013
$
7 . F I N A N C I A L A S S E T S
(a) Carrying Values of Financial Assets
Note
Shares in Aus Tin Mining Limited
Options in Aus Tin Mining Limited
Gold put options
(b) Gold Put Options
At 1 July
Gain / (loss) on revaluation during the period
204,600)
355,431)
477,400)
355,431)
7(b)
3,380,853)
9,699,819)
3,940,884)
10,532,650)
9,699,819)
5,025,200)
(6,318,966)
4,674,619)
3,380,853)
9,699,819)
28,912 oz. of gold put options were purchased on 26th April
2013 at a strike price of $AUD 1,500 per ounce. The options
expire in 6 quarterly tranches with the first tranche expiring
in April 2015. The options give Aurelia the right, but not the
obligation, to sell gold at the strike price. The options are
revalued each period using a Black-Scholes methodology,
with revaluation adjustments appearing as gains / (losses)
in the statement of comprehensive income.
Consolidated
2014
$
2013
$
21,131,532)
54,727,629)
(1,903,001)
(1,222,311)
-)
(37,355,915)
19,228,531)
16,149,403)
16,149,403)
45,609,237)
3,867,419)
4,449,038)
-)
-)
3,456,869)
(37,355,915)
(788,291)
(9,826)
19,228,531)
16,149,403)
8 . D E F E R R E D E X P L O R AT I O N A N D
E VA L U AT I O N E X P E N D I T U R E
At cost
Accumulated impairment
Transfer to mine development
Total exploration and evaluation
At 1 July
Exploration expenditure during the year
Increase in deferred acquisition costs
Transfer to mine properties
Impairment charge recognised
At 30 June
66
AURELIA METALS LTD — ANNUAL REPORT 2014
The recoverability of the carrying amount of the deferred
exploration and evaluation expenditure is dependent on
successful development and commercial exploitation, or
alternatively the sale, of the respective areas of interest.
An impairment charge of $788,291 has been recognised
in 2014 (2013: $9,826). Impairment has been recognised
on exploration expenditure incurred on tenements where
prospectivity will not be pursued or has deteriorated.
Movements in the provision for impairment loss were as
follows:
At 1 July
Tenements relinquished during the year
Charge for the year
At 30 June
9 . M I N E P R O P E R T I E S
Mines Under Construction:
At 1 July
(1,222,311)
(1,749,236)
107,601)
(788,291)
536,751)
(9,826)
(1,903,001)
(1,222,311)
Consolidated
2014
$
2013
$
Note
57,934,018)
3,734,098)
Development expenditure during the year
Transfers from exploration and evaluation expenditure
Increase / (decrease) in deferred acquisition costs
21
Amortisation of project loan facility establishment costs
Interest on project borrowings
At 30 June
78,257,231)
19,696,900)
-)
37,355,915)
754,065)
633,030)
(3,189,957)
-)
5,830,287)
337,062)
143,408,631)
57,934,018)
Mine properties relate to expenditure incurred in the development of the Hera project under the terms and conditions of
Mining Licence No. 1686 (Act 1992) granted 16th May 2013.
1 0 . T R A D E A N D O T H E R PA Y A B L E S
Trade payables
Accrued expenses
Consolidated
2014
$
2013
$
665,202)
8,074,501)
8,739,703)
800,048)
3,057,170)
3,857,218)
Trade payables are non-interest bearing and generally payable on 7 to 30 day terms and due to the short term nature of
these payables their carrying value is assumed to approximate their fair value.
67
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
1 1 . P R O V I S I O N S
Current
Annual leave
Long Service Leave
Deferred Acquisition costs
Non – Current
Deferred acquisition costs
Hera rehabilitation provision (a)
Note
21
21
Consolidated
2014
$
2013
$
287,778)
43,066)
1,013,319)
1,344,163)
206,508)
-)
-)
206,508)
6,803,049)
1,445,000)
8,248,049)
7,062,303)
339,000)
7,401,303)
(a) The Group makes full provision for the future cost of rehabilitating the Hera mine site and related production facilities at the time of developing
the mine and installing and using those facilities. The rehabilitation provision represents the present value of rehabilitation costs relating to mine
sites, which are expected to be incurred up to February 2022. These provisions have been created based on Aurelia’s internal estimates. Assumptions
based on the current economic environment have been made, which management believes are a reasonable basis upon which to estimate the future
liability. These estimates are reviewed regularly to take into account any material changes to the assumptions. However, actual rehabilitation costs
will ultimately depend upon future market prices for the necessary rehabilitation works required that will reflect market conditions at the relevant
time. Furthermore, the timing of rehabilitation is likely to depend on when the mine ceases to produce at economically viable rates. This, in turn, will
depend upon future gold, lead and zinc prices, which are inherently uncertain. During the period $1,106,000 has been provided for as a result of further
development at the Hera project site.
1 2 . B O R R O W I N G S
Current
Finance leases (a)
Non Current
Glencore borrowings:
Facility A
Facility B
Facility C
Facility E
Glencore facilities drawn
Add: Interest accrued on borrowings
Total Glencore borrowings
Less: Facility establishment costs
Net Glencore borrowings
Add: Finance leases – non current (a)
Total non current borrowings
68
Consolidated
2014
$
2013
$
397,653)
-)
20,000,000)
20,000,000)
50,000,000)
10,000,000)
30,000,000)
-)
5,000,000)
5,000,000)
105,000,000)
35,000,000)
4,833,236)
383,099)
109,833,236)
35,383,099)
(5,354,518)
104,478,718)
1,706,527)
(5,707,548)
29,675,551)
-)
106,185,245)
29,675,551)
AURELIA METALS LTD — ANNUAL REPORT 2014 The key terms of the Glencore loan facilities are summarised below:
Facility A
Limit:
A$20 million Converting Note Facility
Conversion:
Interest Rate:
Use of Funds:
Convertible at Aurelia’s option at $0.251 per share
3M AUD BBSW + 4%
Hera Development, Nymagee feasibility study and development, working capital
Maturity Date:
60 months after date of shareholder approval
Drawdown Period:
12 months date of shareholder approval
Facility B
Limit:
A$50 million Converting Note Facility
Conversion:
Interest Rate:
Use of Funds:
Convertible at Aurelia’s option at 60 day VWAP Price prior to conversion
3M AUD BBSW + 4%
Hera Development, Nymagee feasibility study and development, working capital
Maturity Date:
60 months after date of shareholder approval
Drawdown Period:
12 months from date of shareholder approval
Facility C
Limit:
A$30 million Debt Facility
Interest Rate:
Use of Funds:
3M AUD BBSW + 4.5%
Hera Development, Nymagee feasibility study and development, working capital
Maturity Date:
60 months after date of shareholder approval
Drawdown Period:
18 months from date of shareholder approval
Facility D
Limit:
A$50 million Debt Facility
Interest Rate:
Use of Funds:
3M AUD BBSW + 4.5%
Nymagee development
Maturity Date:
42 months after first drawdown
Drawdown Period:
12 months after completion of approved Nymagee bankable feasibility study or
earlier with Glencore consent
Facility E
Limit:
A$5m Debt Facility
Interest Rate:
Use of Funds:
3M AUD BBSW + 4.5%
Purchase of precious and/or base metal option cover.
Maturity Date:
42 months after first drawdown
Drawdown Period:
12 months from date of shareholder approval
(a) Finance leases have been used to fund light vehicles, and some fixed and mobile plant for the crushing/screening circuit of the processing mill.
Terms: Fixed monthly repayments in advance; Period 3-5 years; Fixed interest rates ranging between 6.66% - 7.13%; Nil residual. Aurelia has provided
$950,000 as additional security held in a Term Deposit, and secured by Westpac by way of a charge. This charge will be released when the Hera project
reaches positive cash flow which is defined as a continuous six month period where average debt service cover is greater than 1.1
69
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
1 3 . C O N T R I B U T E D E Q U I T Y
(a) Issued and Paid Up Capital
Ordinary shares fully paid
(b) Movements in Ordinary Shares on Issue
2014
Opening balance
Issue of shares (i)
Issue of shares (i)
Issue of shares (ii)
Issue of shares (iii)
Issue of shares (iv)
Issue of shares (v)
Less: Share issue costs
Closing Balance
2013
Opening balance
Issue of shares
Issue of shares
Less: Share issue costs
Closing Balance
Consolidated
2014
$
2013
$
85,361,160)
70,180,671)
Date
Number of shares
$
1-Jul-2013
13-Sep-2013
3-Oct-2013
14-Oct-2013
9-Dec-2013
10-Dec-2013
07-Apr-2014
30-Jun-2014
1-Jul-2012
26-Mar-2013
28-Jun-2013
30-Jun-2013
262,669,890)
917,459)
332,541)
4,000,000)
874,126)
58,848,902)
680,000)
-)
328,322,918)
70,180,671)
183,492)
66,508)
1,160,000)
250,000)
14,323,823)
-)
(803,334)
85,361,160)
252,724,334)
9,390,000)
555,556)
-)
262,669,890)
67,074,707)
2,946,582)
250,000)
(90,618)
70,180,671)
(i)
(ii)
(iii)
(iv)
(v)
In lieu of cash as consideration for services rendered to the Company.
Issued as consideration for a reduction in contract mining rates in accordance with an agreement with Aurelia’s mining contractor.
Issued as consideration for the acquisition of 100% of EL6258 as announced to the market on 1st November 2012.
Share placement to Pacific Road Capital Management Pty Ltd as announced 6th December 2013.
Shares issued upon the exercise of employee performance rights.
(c) Ordinary Shares
Ordinary shares have the right to receive dividends as declared and, in the event of a winding up of the Parent, to participate
in the proceeds from sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary
shares entitle their holder to one vote, either in person or proxy, at a meeting of the Company.
(d) Capital Risk Management
When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain
optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure
that ensures the lowest costs of capital available to the entity.
In order to maintain or adjust capital structure, the entity may adjust the amount of dividends paid to shareholders, return
capital to shareholders, issue new shares, enter into joint ventures or sell assets.
The entity does not have a defined share buy-back plan.
No dividends were paid in the year ending 30 June 2014.
70
AURELIA METALS LTD — ANNUAL REPORT 2014 Consolidated
2014
$
2013
$
1 4 . R E S E R V E S
Option and performance rights reserve
2,897,472
2,396,118
(a) Movements
Carrying amount at beginning of financial year
Options and performance rights vested (previously issued) during the year
Carrying amount at the end of the financial year
(b) Details of Options and Performance Rights Issued or Lapsed
2,396,118
2,030,934
501,354
2,897,472
365,184
2,396,118
2014
Opening balance
Exercise of 680,000 performance rights
Expiry of 250,000 options at $0.35
Expiry of 750,000 options at $0.45
Expiry of 70,000 performance rights
Expiry of 190,000 performance rights
Vesting of previously issued performance rights
Closing balance
2013
Opening balance
Expiry of 100,000 options at $0.40
Expiry of 350,000 options at $0.45
Issue of 1,850,000 options at $0.35
Issue of 1,850,000 options at $0.45
Expiry of 1,175,000 options at $0.40
Issue of 1,670,000 performance rights
Closing balance
Date
1-Jul-2013
7-Apr-2014
9-Apr-2014
9-Apr-2014
9-Apr-2014
9-Apr-2014
Number
7,500,000
(680,000)
(250,000)
(750,000)
(70,000)
(190,000)
-)
30-Jun-2014
5,560,000)
$
2,396,118)
-)
-)
-)
-)
-)
501,354)
2,897,472)
1-Jul-2012
4-Sep-2012
4-Sep-2012
29-Nov-2012
29-Nov-2012
31-Dec-2012
12-Apr-2013
30-Jun-2013
3,755,000)
2,030,934)
(100,000)
(350,000)
1,850,000)
1,850,000)
(1,175,000)
1,670,000)
7,500,000)
-)
-)
196,082)
82,443)
-)
86,659)
2,396,118)
71
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
1 5 . R E T A I N E D L O S S E S
Movements in retained losses were as follows:
Balance at beginning of year
Net profit / (loss) attributable to members of Aurelia Metals Limited
Balance at end of year
1 6 . C A S H F L O W S T AT E M E N T
(a) Reconciliation of the Net Loss After Tax to the Net Cash Flows Used in
Operating Activities
Net profit / (loss) after tax
Adjustments for:
Share based payments
Capitalised exploration costs written off
Depreciation and amortization
Gain on sale of investments in associates
Loss on revaluation of investments
(Profit) / loss on revaluation of commodity derivatives
GST not included in net profit / (loss)
Changes in assets and liabilities:
(Increase) / decrease in receivables
(Increase) / decrease in prepayments
Increase / (decrease) in trade and other payables
Increase / (decrease) in provisions
Changes in asset and liability values not related to net profit / (loss)
Net cash flow used in operating activities
(b) Reconciliation of Cash
Cash at bank and in hand
Short-term deposits (i)
Total cash (ii)
Consolidated
2014
$
2013
$
(9,971,440)
(10,623,441)
(20,594,881)
(10,507,012)
535,572)
(9,971,440)
Consolidated
2014
$
2013
$
(10,623,441)
535,572)
501,354)
788,291)
218,477)
-)
272,800)
6,318,966)
7,932,547)
365,184)
9,827)
258,255)
(320,912)
750,200)
(4,674,619)
1,324,314)
574,112)
1,539)
4,882,485)
1,137,655)
(5,604,105)
6,400,680)
(1,331,483)
15,044)
3,063,826)
51,480)
(1,078,029)
(1,031,341)
9,420,959
12,170,000
21,590,959
12,882,989
3,430,000
16,312,989
(i) Of the $12,170,000 short term deposits held at 30 June 2014 ($3,430,000 at 30 June 2013), $3,970,000 (30 June 2013: $3,430,000) has been
pledged as security, and cannot currently be withdrawn.
(ii) Of the $21,590,959 cash held at 30 June 2014 ($16,312,989 at 30 June 2013), $11,265,799 (30 June 2013: $14,399,593) is held in Hera
Resources Pty Limited, as a result of borrowings drawn on the Glencore loan facilities, but not used at year end. Under the terms of these facilities,
funds drawn are only available for use in the development of the Hera – Nymagee project, and may not be used for other purposes.
72
AURELIA METALS LTD — ANNUAL REPORT 2014 1 7 . E X P E N D I T U R E C O M M I T M E N T S
Operating Lease Commitments
The Group has entered into commercial leases on certain
services and items of plant and machinery. These leases
have an average life of between three and five years with
no renewal option included in the contracts. There are no
restrictions placed upon the Group by entering into these
leases.
Future minimum rentals payable under non-cancellable
operating leases as at 30 June 2014 are as follows:
Within one year
After one year but not more than 5 years
More than 5 years
2014
$
2013
$
2,057,208
4,256,179
-
180,746
344,105
-
6,313,387
524,851
Finance Lease and Hire Purchase Commitments
The Group has finance leases and hire purchase contracts
for various items of plant and machinery.
Future minimum lease payments under finance leases and
hire purchase contracts together with the present value of
the net minimum lease payments are as follows:
2014
$
2013
$
Minimum
Payments
Present Value
of Payments
Minimum
Payments
Present Value
of Payments
Within one year
531,059)
397,653)
-)
-)
After one year but not more than five years
1,939,439)
1,706,527)
-)
-)
More than five years
-)
-)
-)
-)
Total minimum lease payments
2,470,498)
2,104,180)
-)
-)
Less: amounts representing finance charges
(366,318)
-)
-)
-)
Present value of minimum lease payments
2,104,180)
2,104,180)
-)
-)
Commitments
At 30 June 2014, the Group has commitments of
$29,424,942 (2013: $10,756,580) including $18.1 million
Hera mining lease minimum annual expenditure (2013:
$19.0 million); $7.2 million underground mining contractor
(2013 – nil); and $1.5 million (2013: $4.1 million) for
completion of the processing mill.
73
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
1 8 . S U B S E Q U E N T E V E N T S
The Directors are not aware of any matter or circumstance that
has arisen since the end of the year to the date of this report which
may significantly impact on the state of affairs of the Company.
1 9 . P R O F I T / ( L O S S ) P E R S H A R E
Profit / (Loss) used in calculating basic and dilutive EPS
Weighted average number of ordinary shares outstanding during the
period used in the calculation of basic EPS
Weighted average number of ordinary shares outstanding during the
period used in the calculation of diluted EPS
Basic profit / (loss) per share (cents per share)
Diluted profit / (loss) per share (cents per share)
2 0 . A U D I T O R ’ S R E M U N E R AT I O N
The auditor of Aurelia Metals Limited is Ernst & Young.
Amounts received or due and receivable by Ernst & Young for:
Audit or review of the financial report of the Company and any other
entity in the Group.
There were no other services provided by Ernst & Young other than as disclosed above.
Consolidated
2014
$
2013
$
(10,623,441)
535,572)
299,876,645)
255,224,325)
299,876,645)
262,724,325)
(3.54)
(3.54)
0.21)
0.20)
86,383)
77,264)
74
AURELIA METALS LTD — ANNUAL REPORT 2014
2 1 . H E R A P R O J E C T D E F E R R E D
A C Q U I S I T I O N C O S T S
On 18 June 2009, the Company reached agreement to
purchase a 100% interest in the Hera Project and an 80%
interest in the adjacent Nymagee Joint Venture from CBH
Resources Limited (CBH).
The total cost of the acquisition was as follows:
• Initial purchase price of $12,000,000 paid in cash.
• 5% gold royalty on gravity gold dore production from
the Hera deposit, capped at 250,000 oz Au.
• During the reporting period ending 30 June 2013, the
Consolidated Entity made a payment of $1,000,000
to amend the terms of the acquisition, which includes
reducing the gold royalty from 5% to 4.5%.
The Consolidated
recorded deferred
Entity has
consideration of $7,816,368 ($7,062,303 at 30 June
2013) representing the net present value of projected
royalty payments due under the revised terms of the
acquisition, calculated based on information available as
at 30 June 2014. The deferred consideration is revalued
at each reporting date in accordance with AASB 3 with a
corresponding adjustment to exploration and evaluation
assets acquired.
The Consolidated Entity had provisionally calculated the
fair value of the identifiable net assets. The fair values at
acquisition date were subsequently determined to be as
follows:
2014
Fair Value as
Reported
Transfers
Fair Value
Adjustments
Total
Consideration
$
$
$
$
Mine development assets
Other property, plant and equipment
Fair value of identifiable net assets
19,922,303
140,000
20,062,303
-
-
-
754,065
20,676,368
-
140,000
754,065
20,816,368
Cost of the combination at 30 June 2014:
Cash consideration (paid)
Deferred consideration (re-valued at 30 June 2014)
$
13,000,000
7,816,368
20,816,368
2013
Fair Value as
Reported
Transfers
Fair Value
Adjustments
Total
Consideration
$
$
$
$
Exploration and evaluation assets
19,655,391)
(19,655,391)
-
-
Mine development assets
-)
19,655,391
266,912
19,922,303
Other property, plant and equipment
Fair value of identifiable net assets
140,000)
19,795,391)
-
-
-
140,000
266,912
20,062,303
Cost of the combination at 30 June 2013:
Cash consideration (paid)
Additional consideration paid during the reporting period
Deferred consideration (re-valued at 30 June 2013)
$
12,000,000
1,000,000
7,062,303
20,062,303
75
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
2 2 . O P E R AT I N G S E G M E N T S
Identification of Reportable Segments
Corporate office activities are not allocated to operating
segments and form part of the reconciliation to net loss
after tax.
identified
The Consolidated Entity has
its operating
segments based on the internal reports that are reviewed
and used by the Managing director and the Board
of Directors (the chief operating decision makers) in
assessing performance and in determining the allocation
of resources.
Accounting Policies and Inter-Segment Transactions
The accounting policies used by the Company in reporting
segments are the same as those contained in note 2A to
the accounts. The following items are not allocated to
operating segments as they are not considered part of the
core operations of any segment:
The Consolidated Entity operates entirely in the industry of
exploration for and development of minerals in Australia.
The operating segments are identified by management
based on the size of the exploration tenement. The
reportable segments are split between the Hera – Nymagee
project, being the most significant current project of the
Company, and all other tenements. Financial information
about each of these segments is reported to the Managing
Director and Board of Directors on a monthly basis.
• Interest and other income
• Gain or loss on sale of financial assets
• Research & development grant
• Corporate costs
• Depreciation and amortisation of property, plant and
equipment
The following represents profit and loss and asset and
liability information for reportable segments for the years
ended 30 June 2014 and 30 June 2013.
Segment Results
Year Ended 30 June 2014
Hera –
Nymagee
project
Other
Exploration
Projects
Total
Segment loss - revaluation of financial asset
(6,318,966)
-)
(6,318,966)
Deferred exploration costs written-off
Segment net profit / (loss) after tax
-)
(788,291)
(788,291)
(6,318,966)
(788,291)
(7,107,257)
Reconciliation of Segment Net Profit / (Loss) After Tax to
Net Profit / (Loss) After Tax:
Interest income
Other income
Loss on revaluation of investments
Research and development refund
Corporate operating costs
Corporate asset depreciation and amortisation
Net loss after tax per the statement of comprehensive income
260,750)
-)
(272,800)
85,286)
(3,370,943)
(218,477)
(10,623,441)
Year Ended 30 June 2013
Segment income - revaluation of financial asset
4,674,619)
-)
4,674,619)
Deferred exploration costs written-off
Segment net profit after tax
-)
(9,827)
(9,827)
4,674,619)
(9,827)
4,664,792)
76
AURELIA METALS LTD — ANNUAL REPORT 2014 Segment Results
Hera –
Nymagee
project
Other
Exploration
Projects
Total
Reconciliation of Segment Net Loss after Tax to Net Loss
After Tax
Interest income
Other income
Loss on sale/revaluation of investments in associates
Research and development refund
Corporate operating costs
Corporate asset depreciation and amortisation
Net profit after tax per the statement of comprehensive income
Segment Assets and Liabilities for the Year Ended 30 June
2014 are as follows:
Segment Assets at 30 June 2014
Cash and cash equivalents
Trade and other receivables
Property, plant and equipment
Financial Assets
Inventory – Ore / product in circuit
Materials on hand
398,377
24,204
(429,288)
264,242
(4,128,500)
(258,255)
535,572
11,265,799
22,630
315,002
3,380,853
2,349,771
87,464
-
-
-
-
-
-
11,265,799
22,630
315,002
3,380,853
2,349,771
87,464
Deferred exploration and evaluation expenditure
15,913,268
3,315,263
19,228,531
Mines under development
143,408,631
-
143,408,631
176,743,418
3,315,263
180,058,681
Reconciliation of Segment Assets to Total Assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Corporate plant and equipment
Financial assets
Total Assets Per the Balance Sheet at 30 June 2014
10,325,160
893,158
117,253
624,281
560,031
192,578,564
77
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
Segment Results
Segment Liabilities at 30 June 2014
Trade and other payables
Deferred acquisition costs – current
Deferred acquisition costs – non current
Hera rehabilitation provision
Borrowings
Reconciliation of Segment Liabilities to Total Liabilities
Trade and other payables
Provisions
Total Liabilities Per the Balance Sheet at 30 June 2014
Segment Assets and Liabilities for the Year Ended 30 June
2013 are as follows:
Segment Assets at 30 June 2013
Cash and cash equivalents
Trade and receivables
Property, plant and equipment
Financial assets
Hera –
Nymagee
project
Other
Exploration
Projects
Total
8,054,198
1,013,319
6,803,049
1,445,000
106,582,898
123,898,464
-
8,054,198
1,013,319
6,803,049
1,445,000
106,582,898
123,898,464
-
-
-
685,505
330,844
124,914,813
14,399,593
27,387
375,202
9,699,819
-
-
-
-
14,399,593
27,387
375,202
9,699,819
Deferred exploration and evaluation expenditure
12,583,108
3,566,295
16,149,403
Mines under development
57,934,018
-
57,934,018
95,019,127
3,566,295
98,585,422
Reconciliation of Segment Assets to Total Assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Corporate plant and equipment
Investments in associates
Financial assets
Total Assets Per the Balance Sheet at 30 June 2013
78
1,913,396
1,462,513
118,792
832,975
477,400
355,431
103,745,929
AURELIA METALS LTD — ANNUAL REPORT 2014 Segment Results
Segment Liabilities at 30 June 2013
Trade and other payables
Deferred acquisition costs
Hera rehabilitation provision
Borrowings
Reconciliation of Segment Liabilities to Total Liabilities
Trade and other payables
Provisions
Total Liabilities Per the Balance Sheet at 30 June 2013
Hera –
Nymagee
project
Other
Exploration
Projects
Total
42,566
7,062,303
339,000
29,675,551
37,119,420
-
-
-
-
-
42,566
7,062,303
339,000
29,675,551
37,119,420
3,814,652
206,508
41,140,580
79
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
2 3 . PA R E N T C O M PA N Y I N F O R M AT I O N
Information relating to the parent entity of the Group, Aurelia Metals Limited:
Current assets
Non current assets
Total assets
Current liabilities
Non current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Accumulated losses
Total shareholders’ equity
2014
$
2013
$
11,335,570)
3,494,701)
59,786,992)
58,467,016)
71,122,562)
61,961,717)
1,016,350)
4,021,160)
-)
-)
1,016,350)
4,021,160)
70,106,212)
57,940,557)
85,361,155)
70,180,671)
2,897,472)
2,396,118)
(18,152,415)
(14,636,232)
70,106,212)
57,940,557)
Profit / (loss) for the year
(3,516,183)
(4,129,220)
Commitments
Commitments contracted for at reporting date but not recognised as liabilities are
as follows:
Within one year
After one year but not longer than 5 years
2014
$
2013
$
225,003
286,039
511,042
190,834)
344,105)
534,939)
Commitments include lease of head office premises, lease of office equipment, and telecommunications services contract.
80
AURELIA METALS LTD — ANNUAL REPORT 2014 2 4 . F I N A N C I A L R I S K M A N A G E M E N T
O B J E C T I V E S A N D P O L I C I E S
The Group’s management of financial risk is aimed at
ensuring cash flows are sufficient to:
• Withstand significant changes in cash flow at risk
scenarios and still meet all financial commitments as
and when they fall due; and
• Maintain the capacity to fund project development,
The Group is exposed to the following financial risks:
liquidity risk, credit risk, and market risk (including foreign
exchange risk, commodity price risk and interest rate risk).
The Directors are responsible for monitoring and managing
financial risk exposures of the Group.
The Group’s financial
instruments consist mainly of
borrowings, deposits with banks, derivatives, payables and
receivables.
exploration and acquisition strategies.
The Group holds the following financial instruments:
The Group continually monitors and tests its forecast
financial position against these criteria.
Financial Assets
Cash at bank
Term deposits
Receivables
Derivatives (Put Options)
Other financial assets
Total financial assets
Financial Liabilities
Trade and other payables
Borrowings
Total financial liabilities
2014
$
2013
$
9,420,959
12,882,989
12,170,000
3,430,000
915,788
1,489,900
3,380,853
9,699,819
560,031
832,831
26,447,631
28,335,539
8,739,703
3,857,218
112,570,446
35,383,099
121,310,149
39,240,317
a) Liquidity Risk
Liquidity risk arises from the possibility that the group
might encounter difficulty in settling its debts or otherwise
meeting its obligations related to financial liabilities.
Prudent liquidity risk management implies maintaining
sufficient cash to meet obligations when due. The Group
manages liquidity risk by continuously monitoring forecast
and actual cash flows. As the Group is still in a development
phase funds are generated from equity subscriptions and
by drawing down on borrowing facilities.
Maturities of financial liabilities:
• Payables: Trade and other payables are expected to
be settled within 12 months.
• Borrowings: The table below shows the Group’s
financial arrangements at 30 June 2014 in their
relevant contractual maturity groupings.
81
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
Contractual Maturities of Loans
<1 Yr
1-2 Yrs
2-3 Yrs
3-4 Yrs
4-5 Yrs
Total
Glencore Facility A - matures 15/3/18
Glencore Facility B - matures 15/3/18
Glencore Facility C – matures 15/3/18
Glencore Facility E - matures 15/8/16
-
-
-
-
13,962,375
7,684,106
-
-
21,646,481
6,534,091
13,659,333
32,134,713
3,706,907
5,963,490
20,745,124
1,352,246
4,090,851
-
-
-
-
52,328,137
30,415,521
5,443,097
Equipment Loans
Total
397,653
426,685
449,007
419,349
411,486
2,104,180
397,653
25,982,304
31,846,787
53,299,186
411,486
111,937,416
b) Credit Risk Exposures
Credit risk represents the loss that would be recognised if
counterparties failed to perform as contracted.
The credit risk on financial assets of the entity which have
been recognised in the Consolidated Statement of Financial
Position is the carrying amount, net of any provision for
doubtful debts.
risk
Credit
is managed through the maintenance
of procedures which ensure, to the extent possible,
that counterparties to transactions are of sound
creditworthiness. Such monitoring is used in assessing
receivables for impairment.
No receivables are considered past due or impaired.
c) Foreign Currency Risk
The Group undertakes transactions impacted by foreign
currencies; hence exposures to exchange rate fluctuations
arise. Although the majority of the Group costs, including
development expenditure, are in Australian dollars many
of these costs are affected either directly or indirectly by
movements in exchange rates. When the Group begins
to earn revenue from the sale of commodities in 2015
most of the revenue will be affected by movements in the
USD:AUD exchange rate.
Currently the Group does not hedge against this risk. The
group considers the effects of foreign currency risk on its
financial position and financial performance and assesses
its option to hedge based on current economic conditions
and available market data.
d) Commodity Price Risk
There was no commodity price risk in the 2013/14 year
because there were no commodity sales. However the
Group is mindful that future revenue is exposed to
commodity price fluctuations, particularly gold, lead and
zinc prices. Price risk relates to the risk that the fair value
of future cash flows of commodity sales will fluctuate
because of changes in market prices largely due to supply
and demand factors for commodities. The Group will be
exposed to commodity price risk due to the sale of gold,
lead, zinc and copper on physical prices determined by the
market at the time of sale.
Gold price risk is managed with the use of hedging
strategies through the purchase of gold put options to
establish gold “floor prices” in Australian dollars over part
of the group’s future gold production. Currently 28,912
ounces are optioned at a strike price of $AUD 1,500 per
ounce. These options give Aurelia the right, but not the
obligation, to sell gold at the strike price thereby allowing
Aurelia to retain exposure to any future rises in the gold
price while providing protection to a fall in the gold price
below the strike price. As there is no obligation to deliver
into the options there is no obligation to produce the
gold. Gold prices, gold futures and economic forecasts are
constantly monitored to determine whether to implement
a hedging program.
As there have been no commodity sales during the current
financial year no price sensitivity analysis can be performed.
e) Interest Rate Risk
Exposure to interest rate risk arises on financial assets and
liabilities recognised at reporting date whereby a future
change in interest rates will affect future cash flows or the
fair value of fixed rate financial instruments. The group
has long term financial liabilities on which it pays interest
and also holds cash and short term deposits on which it
receives interest.
The Group has not entered in any hedging activities to
cover interest rate risk. In regard to its interest rate risk
the Group continually analyses its exposure. Within this
analysis consideration is given to alternative financing
options, potential renewal of existing positions, alternative
investments and the mix of fixed and variable interest
rates.
The Group has performed a sensitivity analysis relating
to its exposure to interest rate risk at balance date. This
sensitivity analysis demonstrates the effect on the current
year results and equity which could result from a change in
interest rates.
82
AURELIA METALS LTD — ANNUAL REPORT 2014 Trade and other receivables, payables, derivatives and
available for sale assets, are not interest bearing. Based
on the cash and loan balances at the end of the financial
year, if interest rates were to change by + or – 2% with all
other variables remaining constant, the estimated impact
on pre-tax profits and equity would have been as follows:
Interest Rate Sensitivity
Decrease Interest Rates
by 2%
Increase Interest Rates
by 2%
Carrying
Amount
Profit
Equity
Profit
Equity
$
$
$
$
$
2014
Financial Assets:
Borrowings net of cash and cash
equivalents assets
2013
Financial Assets:
Note
(1,2)
(90,346,457)
Borrowings net of cash and cash
equivalents assets
(1,2)
(19,070,110)
-
-
-
-
-
-
-
-
(1) Cash and cash equivalents include only short-term deposits with floating rates in AUD.
(2) Under current accounting policy, interest is capitalised to mine properties in the statement of financial position, therefore any change to interest
rates does not impact current period profit.
f) Capital Risk Management
The Group’s capital management strategy is to maximise
shareholder value by debt financing its development
aspirations. The group believes this will reduce the cost of
capital and maximise shareholder returns but it does bring
an increased level of risk. The Group has sought to reduce
this risk by ensuring part of the debt (44%) is convertible to
equity, that interest rates are favourable, that commodity
prices are protected and that non development activities
including exploration and acquisitions are funded from
equity.
The Group’s capital structure consists of borrowings and
equity. The Group continues to monitor the capital of
Aurelia by assessing the financial risks and adjusting the
capital structure in response to changes in the risks. The
Group is continually evaluating financing and capital
raising opportunities.
The Group is not subject to any externally imposed capital
requirements.
Aurelia’s capital structure consists of:
Capital Structure
Borrowings (i)
Cash and cash equivalents
Net borrowings
Equity
Total Capital (net borrowings and equity)
2014
$
2013
$
(111,937,416)
(35,383,099)
21,590,959
16,312,989
(90,346,457)
(19,070,110)
67,663,751
62,605,349
(22,682,706)
43,535,239
(i) Borrowings is the total of amounts outstanding, and excludes facility establishment costs of $5,354,518 (2013: $5,707,548)
83
AURELIA METALS LTD — ANNUAL REPORT 2014
F I N A N C I A L S T AT E M E N T S
g) Fair Value
The carrying values of financial assets and financial liabilities
recorded in the financial statements approximate their fair
values, including the value of borrowings which are adjusted
for capitalised transaction costs. Capitalised transaction
costs are determined in accordance with the accounting
policies disclosed in Note 2 to the financial statements. The
fair value is estimated based on parameters such as interest
rates, specific country risk factors, individual creditworthiness
and the risk characteristics of the financing.
Fair Value Hierarchy
The Group uses the following hierarchy for determining
and disclosing the fair value of financial instruments by
valuation technique:
Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities.
Level 2: other techniques for which all inputs that have a
significant effect on the recorded fair value are observable,
either directly or indirectly.
Level 3: techniques that use inputs which have a significant
effect on the recorded fair value that are not based on
observable market data.
The Group held the following financial instruments
carried at fair value in the statement of financial
position, and measured at fair value through profit
or loss:
2014
Assets
Shares in Aus Tin Mining Limited
Options in Aus Tin Mining Limited
Gold Put Options
Liabilities
Deferred acquisition costs
2013
Assets
Shares in Aus Tin Mining Limited
Options in Aus Tin Mining Limited
Gold Put Options
Liabilities
Deferred acquisition costs
Level 1
$
Level 2
$
Level 3
$
204,600
-
-
-
355,431
3,380,853
-
7,816,368
477,400
-
-
-
355,431
9,699,819
-
7,062,303
-
-
-
-
-
-
-
-
84
AURELIA METALS LTD — ANNUAL REPORT 2014 During the reporting period ended 30 June 2014, and 30
June 2013, there were no transfers between level 1 and
level 2 fair value measurements.
2 5 . S H A R E B A S E D PA Y M E N T
A R R A N G E M E N T S
Technique and inputs used to value financial assets and
liabilities:
Shares – market value of shares listed on the Australian
Stock Exchange (ASX).
Options – revalued each period using a Black-Scholes
methodology, with revaluation adjustments appearing as
gains / (losses) in the statement of comprehensive income.
Inputs include: current share price, strike price, years to
maturity, risk-free rate and volatility.
Gold put options – revalued each period using a Black-
Scholes methodology, with revaluation adjustments
appearing as gains / (losses)
in the statement of
comprehensive income. Inputs include: current gold price,
strike price, years to maturity, gold lease rate, risk-free rate
and volatility.
Deferred acquisition costs – revalued each period by
reference to the fair value of net present value of future
cash outflows. Inputs include: risk free bond rate, foreign
exchange rate, gold price and possibility of payment.
(a) Recognised Share Based Payments Expenses
The expense recognised for executive and employee
services received during the year is shown in the table
below:
Consolidated
2014
$
2013
$
501,354
365,184
Expenses arising from the
equity settled share based
payment transactions -
eligible employees and
directors
(b) Type of Share Based Payment Plan
Employee Share Option Plan and Performance Rights
Plan
The Company has established an Employee Share Option
Plan (ESOP) and a Performance Rights Plan. The objective
of these is to assist in the recruitment, reward, retention
and motivation of employees of Aurelia Metals. An
individual may receive the options or nominate a relative
or associate to receive the options. The plans are open to
directors and eligible employees of Aurelia Metals.
85
AURELIA METALS LTD — ANNUAL REPORT 2014 F I N A N C I A L S T AT E M E N T S
(c) Options and Performance Rights Granted as at 30 June 2014
Grant
Date
Expiry
Date
Exercise
Price
Balance
at Start of
the Year
Number
Granted
During
the Year
Number
Exercised
During
the Year
Number
Lapsed
During
the Year
Number
Balance at
the End of
the Year
Number
Exercisable
at the End
of the Year
Number
6-May-11
31-Dec-14
$0.40
340,000
6-May-11
31-Dec-14
$0.45
950,000
15-Mar-12
15-Mar-16
-
840,000
29-Nov-12 29-Nov-15
$0.35
1,850,000
29-Nov-12 29-Nov-15
$0.45
1,850,000
12-Apr-13
18-Jun-16
-
1,670,000
Weighted average exercise price
0.41
7,500,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
340,000
340,000
950,000
950,000
840,000
-
250,000
1,600,000
1,600,000
750,000
1,100,000
-
680,000
260,000
730,000
80,000
680,000 1,260,000
5,560,000
2,970,000
-
0.43
0.41
0.39
(d) Options and Performance Rights Granted as at 30 June 2013
Grant
Date
Expiry
Date
Exercise
Price
Balance
at Start of
the Year
Number
Granted
During
the Year
Number
Exercised
During
the Year
Number
Lapsed
During
the Year
Number
Balance at
the End of
the Year
Number
Exercisable
at the End
of the Year
Number
1-Jan-10
31-Dec-12
$0.40
1,275,000
6-May-11
31-Dec-14
$0.40
340,000
6-May-11
31-Dec-14
$0.45
1,300,000
15-Mar-12
15-Mar-16
-
840,000
-
-
-
-
29-Nov-12 29-Nov-15
$0.35
29-Nov-12 29-Nov-15
$0.45
12-Apr-13
18-Jun-16
-
-
-
-
1,850,000
1,850,000
1,670,000
3,755,000 5,370,000
Weighted average exercise price
0.42
0.40
-
-
-
-
-
-
-
-
-
1,275,000
-
-
-
340,000
340,000
350,000
950,000
950,000
-
-
-
-
840,000
1,850,000
1,850,000
1,670,000
-
-
-
-
1,625,000
7,500,000
1,290,000
0.41
0.41
0.44
86
AURELIA METALS LTD — ANNUAL REPORT 2014
(e) Weighted Average Remaining Contractual Life
The weighted average remaining contractual life for the
options outstanding as at 30 June 2014 is 1.3 years (2013:
2.2 years).
(i) Share holdings
For details of shareholdings, refer to the remuneration report section
of the Directors Report (page 36 of this report).
(ii) Options and performance rights holdings
For details of options and performance rights holdings, refer to the
remuneration report section of the Directors Report (page 37 of this report).
(f) Fair Value of Options Granted
There were no options issued during the year.
(g) Fair Value of Performance Rights
There were no performance rights issued during the year.
As at the date of this report, there were 1,570,000 un-
issued ordinary shares subject to performance rights. The
performance rights are unlisted and have terms as set out
below.
Number of
Performance
Rights
Expiry
Performance Hurdle
840,000
15-Mar-2016
730,000
18-Jun-2016
5 Day Aurelia VWAP of
80 cents per share
Various share price
and operational
performance measures
1,570,000
2 6 . C O N T I N G E N T L I A B I L I T I E S
There are no contingent liabilities that require disclosure.
2 7 . D I V I D E N D S
No dividend was paid or declared by the Company in the
period since the end of the previous financial year, and up
to the date of this report. The Directors do not recommend
that any amount be paid by way of dividend for the financial
year ended 30 June 2014. The balance of the Company’s
franking account is nil (2013: Nil).
2 8 . K E Y M A N A G E M E N T P E R S O N N E L
Share, Option & Performance Rights Holdings of
Directors, Executives and Key Management Personnel
Short-term employee benefits
Post-employment benefits
Share based payments
Total
Consolidated
2014
$
1,577,826
115,041
188,418
1,881,285
2013
$
1,543,496
119,522
759,750
2,422,768
D I R E C T O R S D E C L A R AT I O N
In accordance with a resolution of the Directors of Aurelia
Metals Limited, we state that:
In the opinion of the Directors:
(a) The financial statements and notes of the consolidated
entity are in accordance with the Corporations Act
2001, including:
(i) Giving a true and fair view of the consolidated
entity’s financial position as at 30 June 2014 and of
its performance for the year ended on that date; and
(ii) Complying with Australian Accounting Standards
(including the Australian Accounting Interpretations)
and the Corporations Regulations 2001;
(b) The financial statements and notes also comply with
International Financial Reporting Standards as disclosed
in Note 2A (b); and
(c) There are reasonable grounds to believe that the
Company will be able to pay its debts as and when they
become due and payable.
(d) This declaration has been made after receiving the
declarations required to be made to the Directors in
accordance with section 295A of the Corporations Act
2001 for the financial year ending 30 June 2014.
On behalf of the Board
Anthony Wehby
Non-Executive Chairman
4 September 2014
87
AURELIA METALS LTD — ANNUAL REPORT 2014 A U D I T O R ’ S I N D E P E N D E N C E D E C L A R AT I O N
88
AURELIA METALS LTD — ANNUAL REPORT 2014Liability limited by a scheme approvedunder Professional Standards Legislation680 George StreetSydney NSW 2000 AustraliaGPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555Fax: +61 2 9248 5959ey.com/auAuditor’s Independence Declaration to the Directors of Aurelia MetalsLimitedIn relation to our audit of the financial report of Aurelia Metals Limited for the financial year ended 30June 2014, to the best of my knowledge and belief, there have been no contraventions of the auditorindependence requirements of theCorporations Act 2001 or any applicable code of professional conduct.Ernst & YoungRyan FiskPartnerSydney4 September 2014 I N D E P E N D E N T A U D I T R E P O R T
89
AURELIA METALS LTD — ANNUAL REPORT 2014Independent auditor's report to the members of Aurelia Metals LimitedReport on the financial reportWe have audited the accompanying financial report of Aurelia Metals Limited, which comprises theconsolidated statement of financial position as at 30 June 2014, the consolidated statement ofcomprehensive income, the consolidated statement of changes in equity and the consolidated statementof cash flows for the year then ended, notes comprising a summary of significant accounting policies andother explanatory information, and the directors' declaration of the consolidated entity comprising thecompany and the entities it controlled at the year's end or from time to time during the financial year.Directors' responsibility for the financial reportThe directors of the company are responsible for the preparation of the financial report that gives a trueand fair view in accordance with Australian Accounting Standards and theCorporations Act 2001 and forsuch internal controls as the directors determine are necessary to enable the preparation of the financialreport that is free from material misstatement, whether due to fraud or error. In Note 2B, the directorsalso state, in accordance with Accounting Standard AASB 101Presentation of Financial Statements,thatthe financial statements comply with International Financial Reporting Standards.Auditor's responsibilityOur responsibility is to express an opinion on the financial report based on our audit. We conducted ouraudit in accordance with Australian Auditing Standards. Those standards require that we comply withrelevant ethical requirements relating to audit engagements and plan and perform the audit to obtainreasonable assurance about whether the financial report is free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures inthe financial report. The procedures selected depend on the auditor's judgment, including the assessmentof the risks of material misstatement of the financial report, whether due to fraud or error. In makingthose risk assessments, the auditor considers internal controls relevant to the entity's preparation andfair presentation of the financial report in order to design audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity'sinternal controls. An audit also includes evaluating the appropriateness of accounting policies used andthe reasonableness of accounting estimates made by the directors, as well as evaluating the overallpresentation of the financial report.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis forour audit opinion.IndependenceIn conducting our audit we have complied with the independence requirements of theCorporations Act2001. We have given to the directors of the company a written Auditor’s Independence Declaration, acopy of which is included in the directors’ report.680 George StreetSydney NSW 2000 AustraliaGPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555Fax: +61 2 9248 5959ey.com/au I N D E P E N D E N T A U D I T R E P O R T
90
AURELIA METALS LTD — ANNUAL REPORT 2014OpinionIn our opinion:a.the financial report of Aurelia Metals Limited is in accordance with theCorporations Act 2001,including:igiving a true and fair view of the consolidated entity's financial position as at 30 June 2014and of its performance for the year ended on that date; andiicomplying with Australian Accounting Standards and theCorporations Regulations 2001;andb.the financial report also complies withInternational Financial Reporting Standards as disclosedin Note 2.Report on the remuneration reportWe have audited the Remuneration Report included in the directors' report for the year ended 30 June2014. The directors of the company are responsible for the preparation and presentation of theRemuneration Report in accordance with section 300A of theCorporations Act 2001. Our responsibilityis to express an opinion on the Remuneration Report, based on our audit conducted in accordance withAustralian Auditing Standards.OpinionIn our opinion, the Remuneration Report of Aurelia Metals Limited for the year ended 30 June 2014,complies with section 300A of theCorporations Act 2001.Ernst & YoungRyan FiskPartnerSydney4 September 2014 91
AURELIA METALS LTD — ANNUAL REPORT 2014 A D D I T I O N A L A S X
I N F O R M AT I O N
S H A R E H O L D E R I N F O R M AT I O N
Additional information required by the Australia Stock
Exchange Limited Listing Rules and not disclosed elsewhere
in this report.
This additional information was applicable as at 25 August
2014.
DISTRIBUTION OF SECURITY HOLDERS
Analysis of numbers of listed equity security holders by size
of holding
Distribution of Security Holders
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 –
Total on Register
194
606
547
1299
256
2902
There are 205 holders of less than a marketable parcel of
shares.
92 A U R E L I A M E TA L S LT D — A N N U A L R E P O R T 2 0 1 4
92
AURELIA METALS LTD — ANNUAL REPORT 2014 AMI Statement of Top 20 Shareholders
Shares
% of Issued Shares
58,848,902
17.92%
30,630,504
16,560,316
15,799,600
12,643,564
12,141,905
9,390,000
6,000,000
4,514,177
4,400,000
4,238,000
4,167,244
4,000,000
3,873,114
3,589,419
3,293,744
3,142,000
2,680,000
2,541,045
2,000,000
9.33%
5.04%
4.81%
3.85%
3.70%
2.86%
1.83%
1.37%
1.34%
1.29%
1.27%
1.22%
1.18%
1.09%
1%
0.96%
0.82%
0.77%
0.61%
204,453,534
123,869,384
328,322,918
62.26%
37.74%
100%
The number of securities disclosed above is as per
substantial notices given to the Company. Substantial
Shareholder interests in securities may change without
requiring the Holder to provide notice of the change,
therefore resulting in a difference between their
disclosure and other disclosures in this report.
HOLDER NAME
PACIFIC ROAD CAPITAL
YUNNAN TIN AUSTRALIA
PERSHING AUSTRALIA NOMINEES
HSBC CUSTODY NOMINEES
J P MORGAN NOMINEES AUSTRALIA
YUNNAN TIN (YTC) HOLDINGS PTY
GLENCORE AUSTRALIA HOLDINGS
LUJETA PTY LTD
NATIONAL NOMINEES LIMITED
1
2
3
4
5
6
7
8
9
10
RBC INVESTOR SERVICES
11 WEST TRADE ENTERPRISES PTY LTD
12
13
14
15
16
SMIFF PTY LTD
PYBAR HOLDINGS PTY LTD
BNP PARIBAS NOMS (NZ) LTD
1215 CAPITAL PTY LTD
JOJO ENTERPRISES PTY LTD
17 WEST TRADE ENTERPRISES PTY
18 MR BRIAN HENRY MCCUBBING &
19
20
B&M JACKSON PTY LTD
KIMBRIKI NOMINEES PTY LTD
Top 20 Total
Other Shareholders
Total on Issue
S T AT E M E N T O F R E S T R I C T E D
S E C U R I T I E S
There are no restricted securities.
S U B S T A N T I A L S H A R E H O L D E R S
Substantial Shareholders of the Company are as follows:
Substantial Shareholders
Pacific Road Capital Management Pty Ltd
ATF the YTC Managed Investment Trust
58,848,902
Glencore Australia Holdings Pty Ltd*
25,930,316
Yunnan Tin Aust TDK Resources Pty Ltd**
24,237,433
* The Holder is a member of the Glencore International Group
** The Holder is a wholly owned subsidiary of Yunnan Tin Company
Group Limited
93
AURELIA METALS LTD — ANNUAL REPORT 2014
A D D I T I O N A L A S X I N F O R M AT I O N
U N Q U O T E D S E C U R I T I E S
Holder
# Options over Ordinary Shares
Expiry Date
Exercise Price
Employee Options
Employee Options
Director Options
Director Options
Performance Rights
Performance Rights
340,000
31 December 2014
950,000
31 December 2014
1,600,000
29 November 2015
1,100,000
29 November 2015
840,000
15 March 2016
730,000
18 June 2016
$0.40
$0.45
$0.35
$0.45
$Nil
$Nil
Total Unlisted Securities on Issue
5,560,000
V O T I N G R I G H T S
The Voting Rights attached to each class of equity security
are as follows;
Ordinary Shares
Each ordinary share is entitled to one vote when a poll is
called otherwise each member present at a meeting or by
proxy has one vote on a show of hands.
Options
These securities have not voting rights.
94
AURELIA METALS LTD — ANNUAL REPORT 2014 Tenement
Project
Name
Location
Holder
Size (km2)
ML53
ML90
ML5295
ML5828
PLL847
EL4232
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
0.04867
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
0.3391
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
0.003339
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
0.01538
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
Nymagee
Nymagee NSW
Nymagee Resources Pty Ltd
EL4458
Nymagee
Nymagee NSW
Nymagee Resources Pty
Ltd
ML1686
EL6162
Hera
Hera
Nymagee NSW
Hera Resources Pty Ltd
Nymagee NSW
Hera Resources Pty Ltd
Aurelia
Interest
95%
95%
95%
95%
95%
95%
95%
100%
100%
0.1227
14.5
11.6
13.079
130
EL6226
Kadungle
EL6258
Doradilla
EL6673
Baldry
EL6699
Tallebung
70km north-west of
Parkes, central-west
NSW
50km southeast of
Bourke, north-west NSW
32km north-east of
Parkes, central-west
NSW
70km north-west of
Condobolin, central-west
NSW
EL7524
Barrow
EL7529
Lyell
EL7661
Crowie Creek
20km west of Nymagee;
western NSW
20km west of Nymagee;
western NSW
70km north-west of
Condobolin, central-west
NSW
EL7447
Box Creek
Nymagee NSW
Defiance Resources Pty Ltd
Defiance Resources Pty Ltd
43.5
100%
Stannum Pty Ltd
110.2
100%
Defiance Resources Pty Ltd
69.6
100%
Stannum Pty Ltd
Defiance Resources Pty Ltd
72.5
145
60.9
100%
100%
100%
Defiance Resources Pty Ltd
8.7
100%
Hera Resources Pty Ltd
133.4
100%
95
AURELIA METALS LTD — ANNUAL REPORT 2014 2 CORPORATION PLACE • PO BOX 7058 • ORANGE NSW 2800
ASX Code: AMI • ABN: 37 108 476 384
Ph +61 2 6363 5200 Fx +61 2 6361 4711 Em office@aureliametals.com Wb www.aureliametals.com