Austral Gold Limited
Annual Report 2017

Plain-text annual report

ANNUAL REPORT 30 JUNE 2017 All figures reported in USD 1 AUSTRAL GOLD LIMITED ANNUAL REPORT 20172 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017CONTENTS Corporate Directory ............................................................ 4 Chairman’s Letter ................................................................. 6 Review of Activities .............................................................. 8 Directors’ Report ............................................................... 20 Financial Statements ......................................................... 35 Directors’ Declaration ....................................................... 68 Independent Auditor’s Report .......................................... 70 Additional Information ...................................................... 78 3 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017CORPORATE DIRECTORY 4 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017CORPORATE DIRECTORY Directors: Eduardo Elsztain Saul Zang Pablo Vergara del Carril Stabro Kasaneva Wayne Hubert Robert Trzebski Ben Jarvis Chairman & Non-Executive Director Non-Executive Director Non-Executive Director Executive Director Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Company Secretary: Registered Principal Office: Andrew Bursill Franks & Associates Suite 2, Level 10 70 Phillip Street Sydney NSW 2000 Suite 203, 80 William Street Sydney NSW 2011 Tel: +61 2 9380 7233 Email: info@australgold.com.au Web: www.australgold.com.au Buenos Aires, Argentina Office: Bolivar 108 Chile Offices: Share Registries: Auditors: Principal Bankers: Solicitors: Listed: Buenos Aires (1066) Argentina Tel: +54 (11) 4323 7500 Fax: +54 (11) 4323 7591 Antofagasta Office 14 de Febrero 2065, of. 1103 Antofagasta, Chile Tel: +56 (55) 2892 241 Fax: +56 (55) 2893 260 Santiago Office Lo Fontecilla 201 of. 334 Santiago, Chile Tel: +56 (2) 2374 8560 Computershare Investor Services Australia GPO Box 2975 Melbourne VIC 3001 Tel: Tel: +61 3 9415 5000 (outside Australia) 1300 850 505 (within Australia) Computershare Investor Services Canada 510 Burrard Street, 2nd Floor Vancouver, BC V6C 3B9 Tel: +1 604 661 9400 Fax: +1 604 661 9549 KPMG www.kpmg.com.au National Australia Bank Limited www.nab.com.au David Selig Level 12, 60 Carrington Street Sydney NSW 2000 Australia Australian Securities Exchange ASX: AGD TSX Venture Exchange TSXV: AGLD Place of Incorporation: Western Australia Other offices: Vancouver, Canada Office 1630-609 Granville Street Vancouver, BC V7Y 1A1 Tel: +1 604 568 2496 Tel: +1 778 987 1929 5 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 CHAIRMAN’S LETTER Dear Shareholders, The 2017 financial year (‘FY17’) has been another year of significant progress for Austral Gold. We expanded our asset base, constructed a new processing facility at our flagship Guanaco mine in Chile and strengthened our team. Combined, these put us in a solid position as we look to continue to grow and seek value enhancing opportunities. Austral Gold continued to deliver stable production and FY17 was the fifth consecutive year where we met or exceeded production guidance. We expect to be able to grow future production as Austral Gold realises the benefits from the investment we have made in expanding production capacity in Chile, and from the increase in our ownership of the Casposo mine in Argentina from 51% to 70%. The Board is proud of some key milestones Austral Gold achieved in FY17 and early FY18: • • We commenced open pit mining operations on the Central Vein at Amancaya, which is a high grade gold and silver vein hosted deposit approximately 70 kilometres from the Guanaco mine. The pre-feasibility study completed for the combined operation of both Guanaco and Amancaya has demonstrated robust economics and a life of mine of five years from current reserves. The Amancaya ore is being trucked to the nearby plant at Guanaco, which has greatly reduced the capital expenditure. We expect Amancaya to be a platform for long term production in Chile, with significant exploration opportunity to potentially expand mining operations on the property, which we consider to represent a significant vein camp. • We completed construction of the 1,500 tonnes per day agitation leach and Merrill-Crowe processing plant in Chile to process production from our Guanaco and Amancaya mining operations. • We connected to the Taltal Wind Farm and commenced a power supply agreement with the northern Chile power grid. This grid connection should not only decrease current power consumption costs by more than 50%, but it should also significantly reduce the carbon footprint of the Guanaco operation by avoiding the diesel consumption that is currently used to generate power at the on-site power plant. • Following the acquisition of our initial interest in the Casposo mine from Troy Resources in FY16, we exercised the option to acquire a further 19% in March 2017. There have now been three full quarters of production at Casposo and Austral Gold personnel have acted quickly to enhance the operations and spearhead the resumption of gold and silver production. 6 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 • We ramped up exploration activities throughout the year with the most prospective results realised to date including the discovery of a new high grade gold vein at the Amancaya property. • Our CEO, Stabro Kasaneva structured and strengthened the corporate and technical teams to manage the scale up of our operations, and to lead efforts to continuously improve operations and pursue further value adding opportunities. • Major work was done to establish a platform of long term reserves at our operations. During FY17, a maiden reserve and resource estimate, in accordance with both NI 43-101 and JORC2012, for both the Guanaco and Amancaya mines was completed. Similarly, for the re-commissioned Casposo mine, a new resource and reserve estimate was completed by independent consultants in September 2016 which coincided with the relaunch of production at the Casposo mine. • We completed the acquisition of Argentex Mining Corporation in August 2016, which owns the Pingüino Project, an advanced stage Silver-Gold-Zinc-Lead-Indium development project located in Santa Cruz, Argentina. In the last 15 years, 6 mines have been constructed in Santa Cruz, making it one of the most prolific precious metal provinces in the world, including world class deposits such as Cerro Vanguardia and Cerro Negro. • Lastly, we successfully dual listed on the TSX-V, a key exchange for resource stocks, under the ticker AGLD. The Company now trades on both the ASX (AGD) and the TSX-V. We continue to invest in value-accretive projects. On 13 July 2017, we entered into a binding Letter of Intent to acquire the San Guillermo and Reprado projects in Chile from Revelo Resources Corporation. These projects are strategically located around and along strike to the Amancaya property, which we believe is prospective for further exploration discovery of additional precious metals mineralisation. Safety is a key focus for our Company. We are working at integrating this culture across our new operation at Casposo, Argentina, the new open pit operation at Amancaya and the new processing plant at Guanaco. We remain committed to the well-being of our employees and the communities in which we operate and continue to promote the highest health, safety and environmental standards. We are committed to supporting the local communities in which we operate through local hiring of personnel and community and education initiatives. Austral Gold is well placed for FY18. Our strategic acquisitions, backed by an experienced management team, strong technical team with a proven operational and exploration track record, exceptional networking in Chile and Argentina and a deep knowledge of the mining industry in both countries provide the platform for continued growth. We anticipate this will be a landmark year of growth and development as we ramp up processing at the new agitation leach plant from the combined Guanaco mine and Amancaya mine in Chile, continue to streamline and enhance production at Casposo in Argentina, secure further brownfield opportunities in both Chile and Argentina and explore new strategic opportunities. Stabro Kasaneva and his team are to be commended for their efforts this year. I can assure fellow shareholders that we indeed have one of the best exploration and mine development teams in South America and this gives us a major strategic advantage as we continue to build Austral Gold into a leading precious metals company. Our Board is committed to this stated vision. I also believe gold and silver prices have begun a new, long-term bull market and I expect Austral Gold to deliver value to investors by increasing both our revenues and the capital value of our mineral resources. I would like to thank our shareholders for their continued support, all of our employees and contractors, and our Board members for their hard work and dedication throughout the year. Eduardo Elsztain Chairman 7 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 REVIEW OF ACTIVITIES Austral Gold Limited (‘the Company’ or ‘Austral’) and its subsidiaries (‘the Group’) is a growing precious metals mining and exploration company building a portfolio of assets in South America. The Company’s flagship Guanaco and Amancaya mines in Chile are low-cost gold and silver producing mines with further exploration upside. The Company is also operator and 70% owner of the Casposo mine in San Juan, Argentina, which has had several quarters of production since being recommissioned in September 2016. With an experienced and highly regarded major shareholder, Austral Gold is strengthening its asset base by investing in new precious metals projects in Chile and Argentina that have near-term development potential. 8 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017CHILE Guanaco Gold and Silver Mine, (100% interest) The 100% owned Guanaco mine has been producing gold since the first doré bar was poured in October 2010 and remains the Company’s flagship asset. Guanaco is located approximately 220km SE of Antofagasta in Northern Chile at an elevation of 2,700m and 45km from the Pan American Highway. Guanaco is located in the Paleocene/Eocene belt, a structural trend which runs north/south through the centre of Chile, and hosts several large gold and copper mining operations including Zaldivar, El Peñon and Escondida. Currently, the majority of the ore processed from the Guanaco operation comes from the Cachinalito underground system and nearby vein systems with higher average grades. Gold mineralisation at Guanaco is controlled by pervasively silicified, E/NE trending sub- vertical zones with related hydrothermal breccias. Silicification grades outward into advanced argillic alteration and further into zones with propylitic alteration. In the Cachinalito vein system, most of the gold mineralisation is concentrated between depths of 75m and 200m and is contained in elongated shoots. High grade ore shoots (up to 180 g/t Au), 0.5m to 3.0m wide, have been exploited, but the lower grade halos, below 3 g/t Au, can reach up to 20m in width. The alteration pattern and the mineralogical composition of the Guanaco ores have led to the classification as a high-sulfidation epithermal deposit. Operations (Guanaco/Amancaya & Casposo) Projects (Pingüino) Guanaco/Amancaya Antofagasta Province, Chile Casposo San Juan Province, Argentina Pingüino Santa Cruz Province, Argentina 9 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Amancaya Gold and Silver Mine (100% interest) In July 2014, the Group acquired the Amancaya Project (‘Amancaya’) from Yamana Gold Inc which is located approximately 60km south-west of the Guanaco mine. Amancaya is a low sulphidation epithermal gold-silver deposit consisting of eight mining exploration concessions covering 1,755 hectares (and a further 1,390 hectares of second layer mining claims). Prestripping was finalised and open-pit mining operations began in April 2017. The Amancaya ore is being trucked to the new plant at Guanaco for processing where it is being stockpiled until the new agitation leach plant is fully commissioned. New Plant and Technical Report on Combined Resources Construction of a new agitation leach plant at Guanaco mine site has been completed with processing currently in a commissioning phase. The Company released the results of an independent resource and reserve estimate in accordance with the CIM Definitions 2014 in National Instrument (“NI”) 43-101 and Joint Ore Reserves Committee Code, 2012 (JORC12) on 8 June 2017. Highlights from the estimate confirms the high-grade nature of the Amancaya project: Amancaya:  Total Indicated resource of 804,690 tonnes at 9.64 g/t gold and 80.7 g/t silver for 277,352 Gold Equivalent (“AuEq”) ounces, including a maiden probable reserve of 948,053 tonnes grading 6.77 g/t gold and 63.2 g/t silver for 232,074 AuEq ounces which includes a maiden open pit probable reserve of 254,596 tonnes grading 7.56 g/t gold and 119.5 g/t silver for 74,993 AuEq ounces; and  Total Inferred resource of 959,554 tonnes at 6.79 g/t gold and 36.1 g/t Ag for 220,000 AuEq ounces. Guanaco:  Measured and Indicated resource of 2,193,000 tonnes grading 2.9 g/t gold and 13.0 g/t silver for 217,000 AuEq ounces, including;  Total reserves of 489,635 tonnes grading 2.99 g/t gold and 3.6 g/t silver for 47,907 AuEq ounces, including Proven reserves of 189,613 tonnes grading 3.41 g/t gold and 4.1 g/t silver for 21,106 AuEq ounces and Probable reserves of 300,022 tonnes grading 2.73 g/t gold and 3.4 g/t silver for 26,801 AuEq ounces.  Inferred resource: 1,200,000 tonnes grading 2.6 g/t gold and 12.9 g/t silver for 110,000 AuEq ounces. 10 In addition, the Company recently announced the discovery of high grade gold mineralisation along the Nueva Vein at Amancaya. Results have indicated the presence of high grade gold hosted by quartz veining along this 2.8km structure. San Guillermo and Reprado Properties As announced on 18 July 2017, Austral Gold executed a binding letter to acquire the San Guillermo and Reprado projects from Revelo Resources Corp. (‘Revelo’; TSX-V: RVL) for consideration of up to ten million Austral Gold ordinary shares (capped at US$0.21/share) and subject to existing Net Smelter Royalties (‘NSR’) and an additional NSR of up to 1%. The offer is subject to due diligence, entering into a definitive agreement and customary regulatory and exchange approvals. The San Guillermo properties consist of concessions totalling 12,175 hectares that surround the Company’s high grade gold and silver Amancaya project, which Austral began mining via open pit operations this year. The Reprado project consists of concessions totalling 3,960 hectares situated approximately 20km north of the Company’s Amancaya project. Historical drilling undertaken by Teck Resources Ltd. intersected gold in low sulphidation quartz veins trending essentially E-W. Revelo and Austral Gold had previously signed an Option and Sale agreement dated 8 February 2016 over the San Guillermo project. Under this agreement total payments and work commitments of US$5.1m would have been due. This agreement will be terminated upon entering a definitive agreement with Revelo. Austral Gold concessions in northern Chile after the agreement with Revelo AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Production Total production from the heap-leach process reached a total of 44,275 gold ounces and 58,832 silver ounces for the 12-month period ended 30 June 2017. For the 12-month period ended 30 June 2016, the average operating cash cost was US$759/AuEq oz. Mining During the year mining was focused mainly at the Cachinalito and Dumbo underground areas with a total of 548,309 tonnes mined. The crushed and leached ore totalled 505,711 tonnes for the quarter at an average grade of 3.96 g/t Au and 8.44 g/t Ag. During the year ended 30 June 2017, a total of 8,330 metres of underground mine development was advanced, of which 2,312 metres related to developments and accesses and 6,018 metres to advances in production. Guanaco Operational Performance 12 months ending 30 June 2017 2016 Total Ore Processed (t) 505,711 502,257 Average Plant grade (g/t Au) Average Plant grade (g/t Ag) Gold produced (oz) Silver produced (oz) C1 Cash Cost (US$/AuEq oz) All-in Sustaining Cost (US$/Au oz) 3.96 8.44 2.82 8.24 44,275 39,776 58,832 47,667 759 908 761 914 Realised gold price (US$/Au oz) 1,251 1,160 Realised silver price (US$/Ag oz) 17 16 Safety Six (6) lost-time accidents (LTAs) occurred and eight (8) nil-lost-time accidents (NLTAs) were reported involving employees and third party contractors of the Group during the year ended 30 June 2017. All accidents were investigated and corrective actions were identified and implemented to prevent recurrence. Safety and environmental protection are core values of the Group. The implementation of safety best practices along with a sound risk management program are key priorities for Austral Gold. Mine Exploration Program Exploration activities in the first half of 2017 were focused on resource drilling and exploration at Amancaya to enable the Company to complete a Mineral Resource and Ore Reserve estimate in accordance with NI 43-101 and JORC2012. This supported a robust financial return from the project with a four year life of mine plan via an initial open pit operation on the Central Vein to be followed by an underground operation. Subsequently the Company focussed on a short drill program on the San Guillermo property, focussing on veining previously identified to the south of the Company’s Central Vein. Drilling identified a number of narrow veins with anomalous mineralisation. Given the narrowness and geology further review of this area of the property is expected to be required before any additional work is considered. Brownfield activities during the year at Amancaya have seen the majority of exploration activity. This entailed an initial gradient IP test over the Central Vein to determine a signature for this vein hosted mineralisation, as well as ground magnetics and Very Low Frequency (VLF) surveys. Following positive results in terms of these methods identifying structures and potential mineralisation a broader program of ground magnetics and VLF surveying commenced over the Amancaya property. A significant amount of vein like structures were identified and trenches were excavated on the structures defined in these surveys, targeting float geochemistry anomalies. A total of 136 trenches were excavated. Mapping and sampling commenced and results were released in August 2017, most notably the discovery of high grade gold mineralisation along the Nueva Vein. This area is a priority exploration target for the Company, with a program of infill trenching and geophysics expected to be completed to help define initial drill targets. Subject to results the Company expects to commence a preliminary drilling campaign during the year. Trench geochemistry results at Amancaya property (including high grade discovery at Nueva Vein) 11 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017ARGENTINA Casposo Mine, San Juan (70% interest) The Casposo mine consists of an underground mining operation and processing plant. The mine and plant are located 10km NW of the township of Calingasta, 150km from San Juan, capital of San Juan province. The Casposo gold–silver mineralisation occurs in both the rhyolite and underlying andesite, where it is associated with banded quartz–chalcedony veins, typical of low sulphidation epithermal environments. Mineralisation at Casposo occurs along a 10km long W–NW to E-SE-trending regional structural corridor, with the main Kamila Vein system forming a sigmoidal set 500m-long near the centre. The Mercado Vein system is the northwest continuation of Kamila, and is separated by an E–W fault from the Kamila Deposit. The Casposo Norte deposit is located on a parallel structure approximately two kilometres north of Kamila. Gold Equivalent Long Section of Casposo Block Model Underground Mine The Casposo Mine consists of a number of narrow steeply dipping ore bodies known as Aztec, B-Vein, B-Vein1, Inca0, Inca1, Inca2A, Inca2B, Mercado, and Julieta. The main production from the underground mine to date has been from Inca1, Aztec, and Inca2A. The mining method used at the Casposo Mine is Longitudinal Longhole Retreat. Mine production is made up 12 of a combination of ore development through sill drifts (34%) and stope production (66%). The processing and recovery method is well known and widespread throughout the gold and silver mining industry namely Merrill Crowe. Gold Recovery from the plant is ~91% and 83% for silver. AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Production and Safety The table below summarises the latest three quarter results since the recommissioning of the mine. Casposo Operational Performance Total Ore processed (t) Gold recovery (%) Silver recovery (%) Average Plant Grade (g/t Au) Average Plant Grade (g/t Ag) Gold produced (oz)* Share of Gold produced (oz)** Silver produced (oz)* Share of Silver produced (oz)** C1 Cash Cost (US$/AuEq oz) All-in Sustaining Cost (US$/AuEq oz) Realised gold price (US$/Au oz) Realised silver price (US$/Ag oz) June Quarter 2017 March Quarter 2017 December Quarter 2016 65,124 48,602 66,328 89% 86% 2.4 224 4,360 3,052 374,583 262,208 981 1,311 1,254 17 89% 86% 2.5 217.75 3,487 2,008 288,327 167,777 1,058 1,353 1,214 17 91% 84% 2.3 241.37 4,489 2,289 434,607 221,650 969 1,200 1,212 16 * Production on 100% basis ** Calculation of production on a prorata basis following the % ownership interest of Austral Gold in Casposo (70% share) March 2017 quarter production (51% share to 5 March; 70% share to 31 March) and December 2016 quarter production (51% share) of the area between the Julieta resource and current operations, known as “The Gap” was also undertaken. The Cerro Norte vein area was selected as the most prospective near mine target and initial trenching was planned to supplement sporadic work done to date. Expected production for the calendar year 2017 is 50,000 gold equivalent ounces with a goal of reaching an AISC of US$957 per ounce, as per the Casposo Gold-Silver Mine Technical Report, dated 7 September 2016, with an effective date of 30 of June 2016 and available on SEDAR under the Company’s profile. From a safety perspective, there were eight (8) lost-time accidents (LTA) and eight (8) nil-lost-time accidents (NLTA) involving employees of Casposo and third party contractors since recommissioning of the mine. Safety and environmental protection are core values of the Company. The implementation of best practice safety standards along with a sound risk management program are key priorities for Austral Gold. Exploration Activities Exploration activity in FY17 has focused on brownfield exploration at Casposo mine. This commenced with the consolidation of the previous owner’s database. There are numerous high grade grab, trench and drilling samples from structures and veins within the mine properties and a review and prioritisation of these was commenced. Follow up work on the Julieta resource, which is 8km to the NW from the underground operations, was also undertaken, and review 13 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Argentex Properties, Santa Cruz and Rio Negro (100% interest) The Company completed the acquisition of TSX Venture Exchange listed company, Argentex Mining Corporation (‘Argentex’) on 22 August 2016. Argentex had assembled an impressive land portfolio in Argentina’s Santa Cruz and Rio Negro provinces. In total, Argentex owns 100% mineral rights of more than 21 properties with over 166,598 acres (67,420 hectares) of land. These properties are located within two prominent geographical features, the Deseado and Somuncura Massifs, both of which have proven to host significant epithermal precious metal deposits. The large epithermal vein swarm at Pingüino contains Argentex’s discovery of indium-enriched vein-hosted base metal mineralisation, which represented a new deposit type for the region, as well as low sulphidation precious metal vein mineralisation. The combination of these two types of mineralisation within the same property is unique for the province of Santa Cruz and a significant asset for the Company. The Silver-Gold-Zinc-Lead-Indium Pingüino Project is an advanced stage development project located in south- central Argentina, 300km southwest of the city of Comodoro Rivadavia and 220km northwest of Puerto San Julián. In the last 15 years, six mines have been constructed in Santa Cruz, making it one of the most prolific precious metal provinces in the world, including world class deposits such as Cerro Vanguardia and Cerro Negro. The Pingüino Project lies in a vein field similar but smaller to Cerro Vanguardia some 35kms north-west along the same controlling structure as Pingüino deposit (225km strike length of veins vs 115 km strike length of veins). The project has year round access, is close to major infrastructure, has no nearby communities and more than 70% of surface land is owned by the Company. In FY17, a camp has been re-opened at the project site. Analysis of the project continues with a view to establishing a development strategy that would allow the project to be profitable. 8 de Julio (100% owned) Argentex Properties including Pinguino Project (100% owned) 14 AUSTRAL GOLD LIMITED ANNUAL REPORT 20178 de Julio Project, Santa Cruz (100% interest) Mineral Resources and Ore Reserves Statement The Group holds “manifestations of discovery” over more than 17,000 hectares in the Deseado Massif corridor in the Province of Santa Cruz (the “8 de Julio Project”). Activity during the year related to continued filing of base geological reports and other activities for compliance with local regulations. Tables 1 and 2 are the Company’s Mineral Reserves and Resource Estimates as at 30 June 2017 compared to Tables 3 and 4 which are the Company’s Mineral Reserves and Resource Estimates as at 30 June 2016. Please note that numbers in the tables are subject to rounding differences. Table 1: Ore Reserves Estimate 30 June 2017 Location Proven Reserves Probable Reserves Total Ore Reserves Ore Reserves (JORC 2012 and NI 43-101 Compliant) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Total Combined 126 3.9 16 1,148 126 126 - - - 3.9 3.9 - - - 16 16 - - - 200 200 255 693 948 27 27 153 2.0 2.0 3.6 2.0 2.0 18 792 792 1,940 3.2 3.2 7.6 6.5 6.8 6.2 2.6 2.6 4.7 21 21 62 145 207 228 66 66 294 326 326 255 693 948 1,274 819 819 2,093 3.5 3.5 7.6 6.5 6.8 5.9 2.6 2.6 4.6 36 36 62 145 207 244 68 68 311 Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) 126 126 - - - 4.8 4.8 - - - 19 19 - - - 200 200 255 693 948 Total Combined 126 4.8 19 1,148 CASPOSO Underground Total Casposo Total 27 27 153 320.0 320.0 60.4 278 278 297 792 792 1,940 3.7 3.7 119.5 42.5 63.2 52.8 227.0 227.0 123.9 24 24 980 946 1,926 1,950 5,780 5,780 7,730 326 326 255 693 948 1,274 819 819 2,093 4.1 4.1 119.5 42.5 63.2 48.1 230.1 230.1 119.3 43 43 980 946 1,926 1,969 6,058 6,058 8,027 15 Gold (Au) GUANACO Underground Total Guanaco AMANCAYA Open Pit Underground Total Amancaya CASPOSO Underground Total Casposo Total Silver (Ag) GUANACO Underground Total Guanaco AMANCAYA Open Pit Underground Total Amancaya AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Table 2: Mineral Resources Estimate 30 June 2017 Mineral Resources (JORC 2012 and NI 43-101 Compliant) Location Measured (Me) Indicated (Ind) Total (Me + Ind) Inferred (Inf) Gold (Au) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) GUANACO Underground Total Guanaco AMANCAYA Open Pit Underground Total Amancaya 583 583 3.0 3.0 - - - - - - 57 57 - - - 1,436 1,436 172 633 805 Total Combined 583 3.0 57 2,241 CASPOSO Underground Total Casposo Total 176 176 759 2.7 2.7 2.9 15 15 72 1,186 1,186 3,427 2.9 2.9 11.2 9.2 9.6 5.3 3.0 3.0 4.5 132 132 62 187 250 382 114 114 496 2,019 2,019 172 633 805 2,824 1,362 1,362 4,186 2.9 2.9 11.2 9.2 9.6 4.8 3.0 3.0 4.2 189 189 62 187 250 438 130 130 568 1,165 1,165 60 900 960 2,125 1,052 1,052 3,177 2.6 2.6 7.6 6.7 6.8 4.5 4.2 4.2 4.4 97 97 15 194 209 306 142 142 448 Silver (Ag) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) GUANACO Underground Total Guanaco AMANCAYA Open Pit Underground Total Amancaya 583 583 13.7 13.7 257 257 1,436 13.4 1,436 13.4 619 619 2,019 13.5 2,019 13.5 875 875 - - - - - - - - - 172 633 177.5 982 54.5 1,109 172 633 177.5 982 54.5 1,109 805 37.9 2,091 805 80.8 2,091 1,165 1,165 60 900 960 Total Combined 583 13.7 257 2,241 37.6 2,709 2,824 32.7 2,966 2,125 CASPOSO Underground Total Casposo Total 176 176 759 251.0 1,420 1,186 218.2 8,320 1,362 222.4 9,740 251.0 1,420 1,186 218.2 8,320 1,362 222.4 9,740 68.7 1,677 3,427 100.1 11,030 4,186 94.4 12,707 1,052 1,052 3,177 13.0 13.0 110.0 31.0 35.9 23.4 137.0 137.0 61.0 487 487 212 897 1,109 1,596 4,634 4,634 6,230 Notes to the Mineral Resources and Ore Reserves Statement Casposo Mine The RPA Qualified Persons (‘QP’) for the Casposo Reserve and Resource Estimate include: Jason J. Cox, P.Eng. (Mineral Reserves) and Chester M. Moore, P.Eng., (Mineral Resources). The Mineral Resources and Reserves are classified and reported in accordance with Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards for Mineral Resources and Ore Reserves dated May 10, 2014 (‘CIM’) definitions as incorporated in NI 43-101, as well as JORC2012, within the Technical Report on the Casposo Gold-Silver Mine, Department of Calingasta, San Juan Province, Argentina dated 7 September 2016. 16 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Mineral resources have been updated to account for depletion from mining activities by Nicolas Pizarro, P.Eng, an Austral Gold employee and a QP as per NI-43-101 and a Competent Person (‘CP’) as per JORC2012. Ore reserves have been updated to account for depletion from mining activities by Dr Robert Trzebski, who is an Independent Director of Austral Gold, and a QP as per NI-43-101 and a CP as per JORC2012. The information is extracted from the news release published on the ASX website (www.asx.com.au) on 27 September 2016. 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, in the case of estimates of Mineral Resources or Ore Reserves, 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 CP’s findings are presented have not been materially modified from the original market announcement. Guanaco and Amancaya Mines The RPA Qualified Persons (QPs) for the Amancaya and Guanaco Reserve and Resource Estimate include: Kathleen Ann Altman, P.E., Ph.D. (Metallurgy); Jason J. Cox, P.Eng. (Mineral Reserves); Ian Weir, P.Eng. (Mineral Reserves); Chester M. Moore, P.Eng., (Mineral Resources). The Mineral Resources and Reserves are classified and reported in accordance with CIM definitions as incorporated in NI 43-101, as well as JORC 2012, within the Guanaco and Amancaya Gold Project, Region II, Chile, dated 16 June, 2017, with an effective date of 31 December 2016. Mineral resources have been updated to account for depletion from mining activities by Nicolas Pizarro, P.Eng, an Austral Gold employee and a QP as per NI-43-101 and a CP as per JORC2012. Ore reserves have been updated to account for depletion from mining activities by Dr Robert Trzebski, who is an Independent Director of Austral Gold, and a QP as per NI-43-101 and a CP as per JORC2012. The information is extracted from the news release published on the ASX website (www.asx.com.au) on 13 June 2017. 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, in the case of estimates of Mineral Resources or Ore Reserves, 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 CP’s findings are presented have not been materially modified from the original market announcement. Table 3: Ore Reserves Estimate 30 June 2016 Location Proven Reserves Probable Reserves Total Ore Reserves Ore Reserves (JORC 2012 and NI 43-101 Compliant) Gold (Au) CASPOSO Underground Total Casposo Silver (Ag) CASPOSO Underground Total Casposo Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) 115 115 1.8 1.8 7 7 857 857 2.6 2.6 72 72 972 972 2.5 2.5 78,293 78,293 Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) 115 115 169.9 169.9 628 628 857 857 239.2 239.2 6,591 6,591 972 972 231.0 231.0 7,219 7,219 17 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Table 4: Mineral Resources Estimate 30 June 2016 Mineral Resources (JORC 2012 and NI 43-101 Compliant) Resources Measured (Me) Indicated (Ind) Total (Me + Ind) Inferred (Inf) Gold (Au) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) GUANACO Underground Open Pit 869 360 Heap Leach 7,988 Total Guanaco 9,217 CASPOSO Underground Total Casposo 178 178 Total Combines 9,395 2.9 1.8 0.5 0.8 2.7 2.7 0.8 80 21 136 237 15 15 253 2,314 419 - 2,733 1,237 1,237 3,970 2.5 1.5 - 2.4 3.0 3.0 2.6 190 20 - 3,183 779 7,988 2.6 1.6 0.5 210 11,950 1.2 119 119 329 1,415 1,415 13,365 3.0 3.0 1.4 270 41 136 447 135 135 582 2,217 15 2,777 5,009 1,085 1,085 6,094 24 1.7 0.6 1.4 5.0 5.0 2.0 168 1 49 218 174 174 392 Silver (Ag) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) Tonnes (Kt) Grade (g/t) Contained Metal (koz) GUANACO Underground Open Pit 869 360 Heap Leach 7,988 Total Guanaco 9,217 CASPOSO 9.8 18.5 2.7 3.9 273 214 683 2,314 419 - 12.0 13.4 - 897 180 - 3,183 779 7,988 1,170 2,733 12.3 1,077 11,950 11.4 15.7 2.7 5.8 Underground 178 255.0 1,459 1,237 235.2 9,354 1,415 237.7 10,813 Total Casposo 178 255.0 1,459 1,237 235.2 9,354 1,415 237.7 10,813 Total Combined 9,395 8.71 2,630 3,970 81.7 10,431 13,365 30.4 13,060 1,170 2,217 394 683 2,247 15 2,777 5,009 1,085 1,085 6,094 12.0 10.6 2.6 6.8 143.4 143.4 31.1 858 5 235 1,098 5,002 5,002 6,100 The Company ensures that the Ore Reserves and Mineral Resource Estimates are subject to appropriate levels of governance and internal controls. Governance of the Company’s Ore Reserves and Mineral Resources development and the estimation process is a key responsibility of the Executive Management of the Company. The Chief Executive Officer of the Company overseas the review and technical evaluations of the Ore Reserves and Mineral Resource estimates. Competent Persons Statements The information in the report to which this statement is attached that relates to Mineral Resources is based upon information compiled by Nicolas Pizarro, a Competent Person who is a registered member of The Association of Professional Engineers and Geoscientists of BC. Nicolas Pizarro is a fulltime employee of the company and has sufficient experience that is relevant to the style of mineralisation and the type of deposit under consideration and to the activity being undertaken 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’. Nicolas Pizarro consents to the inclusion in the report of matters based on his information in the form and context in which it appears. The information in the report to which this statement is attached that relates to Ore Reserves is based upon information compiled by Dr Robert Trzebski, a Competent Person who is a fellow of the Australian Institute of Mining and Metallurgy (AUSIMM). Dr Robert Trzebski is a Non- Executive Director of the Company and has sufficient experience that is relevant to the style of mineralisation and the type of deposit under consideration and to the activity being undertaken 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’. Dr Robert Trzebski consents to the inclusion in the report of matters based on his information in the form and context in which it appears. 18 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 DIRECTORS’ REPORT 20 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017DIRECTORS’ REPORT Austral Gold Limited and its Subsidiaries For the Year Ended 30 June 2017 Your Directors present the following report for the financial year ended 30 June 2017 together with the consolidated financial report of Austral Gold Limited (the Company) and its subsidiaries, (referred to hereafter as the Group) for the year ended 30 June 2017 and the auditor’s report thereon. Principal Activities The principal activities of the Group during the course of the financial year were exploration, evaluation of mineral properties, and gold and silver production as described in the Review of Activities. There were no significant changes in the nature of those activities during the year. Review and Results of Operations Operating Results and Dividends The Group’s net loss attributable to shareholders for the year ended 30 June 2017 (FY17) was US$4.4m (FY16: net profit US$25.1m). The Group earned revenue of US$104m in FY17 (FY16: US$55.9m) as production increased to 81,591 AuEq oz (FY16: 40,395 AuEq oz). The increase of US$48m was due to (i) the re-commissioning of the Casposo mine during the period (+US$38m increase vs. FY16); (ii) the sales volume and average gold price achieved at Guanaco (+ US$7m), and (iii) the US$2.5m revenue from collection of silver tax credits at Casposo. FY17 Production Summary Ore Processed (t) Average plant grade (g/t Au) Average plant grade (g/t Ag) Gold produced (oz) Silver produced (oz) Gold-Equivalent (oz) C1 Cash Cost (US$/AuEq oz) All-in Sustaining Cost (US$/Au oz) Guanaco 505,711 3.96 8.44 44,275 58,832 45,098 759 908 Casposo* 248,109 2.55 215.49 16,793 1,411,292 36,493 998 1,280 Net to Austral** Total Group 148,144 2.55 215.49 9,622 811,662 20,952 998 1,280 753,820 3.5 76.59 61,068 1,470,124 81,591 849 1,049 * Casposo production includes the last three Quarters of FY17 and also includes production during recommissioning. ** Austral Gold owned 51% of Casposo from commissioning until February 2017, when it increased its stake in Casposo to 70% ***AuEq is based on a gold:silver ratio of 1:72 Cost of production increased by 79% which is attributable to the start-up of the Casposo mine. Casposo averaged cash cost of US$998/AuEq oz in the three quarters of production during FY17. Guanaco mine maintained its cash cost levels (US$759/AuEq oz in FY17 compared to US$761/AuEq oz in FY16). The Group earned a gross profit of US$12.6m or 12.1% (including US$30.0m of depreciation) during FY17 (FY16: US$4.6m or 8.3% and US$14.6m respectively). Excluding depreciation, the group earned a gross profit of US$42.6m or 40.9% (FY16: US$19.3m or 34.5%) FY17 administration expenses increased by 87% to US$15.5m (FY16: US$8.3m) while costs remained constant as a percentage of revenue at 15%. Higher administration costs were mainly due to additions to the corporate team to manage the expansion of operations, restructuring of operations at Casposo, costs related to the acquisition of Argentex, the cost of technical reports and 21 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 DIRECTORS’ REPORT higher public company costs resulting from the Company’s listing on the TSX-V. The loss in the fair value of financial assets of US$2.3m in FY17 was due to a decrease in the number and fair value of the Fortuna shares and warrants held during the period. Finance costs increased by US$237k in FY17 to US$729k mainly due to an increase in borrowings during the period used to finance operations and the building of the new agitation leach plant at Guanaco mine site. An interim unfranked dividend of A$0.009 (US$0.006) per ordinary share or A$4,670,849 (US$3,361,656) was paid on 1 February 2017. The total distribution was based on the number of ordinary shares on issue as at 18 January 2017. FY17 EBITDA was US$24.5m (FY16: US$42.8m). Excluding the gain/(loss) on movements in financial assets and the gain on the acquisition of the 51% interest in the Casposo mine resulted in adjusted EBITDA of US$26.8m (FY16: US$10.6m). 30-Jun-17 30-Jun-16 Revenue Gross profit Gross profit % Adjusted gross profit (excluding depreciation) Adjusted gross profit % EBITDA EBITDA per share (basic) Adjusted EBITDA* Adjusted EBITDA per share (basic) (Loss)/profit attributed to shareholders (Loss)/profit attributed to non-controlling interests (Loss)/earnings per share (Basic) (Loss) /earnings per share (Diluted) Comprehensive loss/(income) US$000 104,008 12,569 12.10% 42,562 40.90% 24,490 4.80c 26,752 5.20c -4,380 -100 (0.85)c (0.85)c -3,905 US$000 55,865 4,648 8.30% 19,263 34.50% 42,818 8.9c 10,595 2.20c 25,130 -724 5.25c 5.25c 33,146 *excluding gain/(loss) on movements in financial assets and gain on acquisition of subsidiary Note: Readers are cautioned that net/(loss) profit before finance costs, income tax expense and depreciation (‘Adjusted EBITDA’) do not have standardised meanings as prescribed by IFRS and may not be comparable to similar measures presented by other companies. Further, readers are cautioned that Adjusted EBITDA should not replace profit or loss or cash flows from operating, investing and financing activities (as determined in accordance with IFRS), as an indicator of the Company’s performance. Financial Position The net assets of the Group have decreased by US$4.5m since 30 June 2016 to US$103.4m at 30 June 2017 (2016: US$107.9m). The decrease in financial assets is mainly explained by the sale of the Fortuna shares during FY17 and the 19.9% investment in Argentex through a private placement no longer classified as a financial asset as a result of the transaction to acquire the remaining shares of Argentex not held by Austral in August 2016. The increase in inventory is mainly explained by (i) the stock pile of Amancaya (partially offset by the reduction of the stock pile at Casposo); and (ii) the higher gold/silver in process in Guanaco due to production cut-off dates. Materials and spare parts remain at similar levels as previous year despite an increase in the allowance for inventory obsolescence (increased by US$~800K at Casposo). Non-current assets increased by US$26.7m in FY17 compared to the prior year primarily due to an increase in capital expenditures at Guanaco as a result of the construction of the new agitation leach plant. 22 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017DIRECTORS’ REPORT Provisions increased by US$4.5m in FY17 due to an increase in the mine closure provision for Guanaco. The increase in liabilities by US$24.4m in FY17 is mainly due to financing required to construct the agitation leach plant at Guanaco and for short-term working capital at both Casposo and Guanaco. As at 30 June 2017, the Group had a current ratio equal to 1.4x along with US$6m cash and cash equivalents. The Group used part of its FY17 operating cashflows of US$27.7m (FY16: US$15.2m), proceeds from the sale of financial assets and increase in short-term credit facilities to meet its final commitments regarding deferred consideration for the acquisitions of Cachinalito and Amancaya and for capital expenditures to support production and construction of the new plant at Guanaco and support the work on recommissioning the Casposo mine. Therefore, the Directors are confident the Company is in a position to maintain its current operations. Significant Changes in the State of Affairs There were no significant changes in the state of affairs of the Group during the financial year other than those disclosed in the Review and Results of Operations above. Future Developments, Prospects and Business Strategies Since its incorporation, Austral Gold has been an explorer for precious metals. First production of gold from Guanaco occurred in late 2010, with gold production steady since that time. The Guanaco gold mine remains the Company’s key asset in Chile, which has been strengthened following commencement of mining operations at nearby Amancaya and the construction of a new processing plant at Guanaco. In Argentina, Austral operates and owns 70% of the Casposo mine and a number of high quality early exploration assets. In terms of organic growth, exploration is a key activity for the Company. Activity will be focused primarily on Casposo and Amancaya. Austral Gold is working on advancing organisational and technical changes at its 70% owned and operated Casposo mine, with a goal of increasing production and reducing costs. Discovery of additional ounces to feed the mill is a key goal to potentially improve production efficiency. Brownfield exploration is ongoing and there are numerous indications of mineralisation that are currently being investigated and are the ongoing focus for exploration activities at Casposo. Located to the north of the open pit operation at Amancaya, the recent discovery of high grade mineralisation from trenching, the Nueva Vein, is a potentially significant discovery given its closeness to Guanaco and Amancaya. Exploration by Austral Gold has already doubled the strike length of known veins on the property and delineation of drill targets and continued greenfield exploration will be a high priority for the Company. The Company is also looking to advance it’s silver-zinc-gold-lead-indium Pingüino project in Santa Cruz Argentina, given the current outlook for zinc and the significant potential of untested veins on the project. The expertise and proven track record in precious metal underground mining, agitation leaching, exploration and strong local networks is a considerable competitive advantage for Austral Gold. The Company hopes to leverage these capabilities in identifying and securing new projects in Latin America to create value for shareholders and is very active in searching and evaluating such opportunities. Events Subsequent to Balance Date On 13 July 2017 Austral Gold executed a binding letter to acquire the San Guillermo and Reprado projects from Revelo Resources Corporation (‘Revelo’, TSX-V: RVL) for consideration of up to ten million Austral Gold ordinary shares (capped at US$0.21/share) and subject to existing Net Smelter Royalties (‘NSR’) and an additional NSR of up to 1%. The offer is subject to due diligence, entering into a definitive agreement and customary regulatory and exchange approvals. Performance In Relation to Environmental Regulation The Group has no exploration activities in Australia and is therefore not subject to any particular and significant environmental regulations under a law of the Commonwealth or of a State or Territory. In relation to the Group’s mineral exploration operations in Chile, licence requirements relating to “Bases Generales de Medio Ambiente” exist under the Chilean Law No.19,300. The Directors are not aware of any breaches during the period covered by this report. Moreover, all exploration activities performed so far have been approved by the Environmental Authority, Comisión Nacional de Medio Ambiente (CONAMA). 23 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017DIRECTORS & OFFICERS The Directors and Officers of the Company throughout and since the end of the financial year are: Stabro Kasaneva Executive Director, Chief Executive Officer Appointed 7 Oct 2009 Re-elected by shareholders on 26 Nov 2015 Mr. Kasaneva is a Geologist with a degree from the Universidad Católica del Norte, Chile and has over 30 years of experience in production geology, exploration and management of precious metal mining operations. Since Mr. Kasaneva joined Austral Gold in 2009, he has been instrumental in transforming the Company by consolidating the operation of Guanaco Mine in Chile, restarting operations at the Casposo Mine in Argentina as well as identifying a number of opportunities that represent the growth potential for Austral Gold. Throughout his career as a geologist, he worked on exploration and production gaining vast experience in grade control, QA/QC, modeling and geological resources estimation. Mr. Kasaneva led Business Development Departments for several years evaluating a number of mining business opportunities in South America, Central America and North America. He has held the roles of General Manager of Mining Operations, Vice-President of Operations and COO. Mr. Kasaneva has not held any other Directorships with listed companies in the last three years. Eduardo Elsztain Chairman Appointed Director 29 Jun 2007 Re-elected by shareholders on 26 Nov 2015 Appointed Chairman on 2 Jun 2011 Mr. Eduardo Elsztain is Chairman of IRSA Inversiones y Representaciones S.A. (NYSE:IRS; BASE:IRSA), one of Argentina's largest and most diversified real estate companies; and IRSA Commercial Properties (NASDAQ:IRCP; BASE: IRCP), with 16 shopping centres in Argentina, premium office buildings, five-star hotels and residential developments. These investments are also extended into the US real estate market. He also serves as Chairman of Cresud (NASDAQ:CRESY; BASE: CRES) and BrasilAgro (NYSE:LND; BVMF: AGRO3), leading Latin American agricultural companies that own directly and indirectly almost one million hectares of farmland. Mr Elsztain is also Chairman of Banco Hipotecario S.A. (BASE:BHIP) and of BACS, a leading Argentinean bank specialised in providing innovative financial solutions to local companies. He is Chairman of IDB Development, a leading conglomerate in Israel which directly and indirectly owns Discount Investment Corporation Ltd. (TASE: DISI); Property & Building Corp. (TASE: PTBL); Elron Electronic Industries (TASE: ELRN); Clal Insurance Enterprises Holdings (TASE: CLIS); Shufersal (TASE: SAE); and Cellcom (NYSE: CEL; TASE: CEL), among others. Mr. Elsztain has not held any other Directorships with listed companies in the last three years. Mr. Elsztain is also a member of the World Economic Forum, the Council of the Americas, the Group of 50 and Argentina’s Business Association (AEA). He is President of Fundacion IRSA, which promotes education among children and young people, including “Puerta 18”, a program that provides free computing and technology education for young people from low-income backgrounds in order to develop their scientific, artistic and professional talents. 24 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Saul Zang Non-Executive Director Appointed 29 Jun 2007 Re-elected by shareholders on 16 Dec 2014 Mr. Zang obtained a law degree from Universidad de Buenos Aires. He is a founding member of the law firm Zang, Bergel & Viñes. Mr Zang is an adviser and Member of the Board of Directors of the Buenos Aires Stock Exchange and provides legal advice to national and international companies. Mr Zang currently holds: (i) Vice-Chairmanships on the Boards of IRSA (NYSE: IRS, BASE: IRSA), IRSA Commercial Properties (NASDAQ: IRCP, BASE: IRCP), Cresud (NASDAQ: CRESY, BASE: CRES) and (ii) Directorships with Banco Hipotecario (BASE: BHIP), BrasilAgro (NYSE: LND, BVMF:AGRO3), IDB Development – a leading conglomerate in the State of Israel which directly and indirectly owns Clal Insurance Enterprises Holdings (TASE: CLIS), Shufersal (TASE: SAE), Cellcom (NYSE & TASE: CEL), Properties & Building Corp. (TASE: PTBL), ADAMA Agricultural Solutions, Elron Electronic Industries (TASE: ELRN) among others. Mr Zang has not held any other Directorships with listed companies in the last three years. Wayne Hubert Non-Executive Director Member of the Audit Committee Appointed 18 Oct 2011 Re-elected by shareholders on 16 Dec 2014 Mr Hubert is a mining executive with over 15 years’ experience working in the South American resources sector. From 2006 until 2010 he was the Chief Executive Officer of ASX-listed Andean Resources Limited and led the team that increased Andean’s value from $70 million to $3.5 billion in four years. Andean was developing a world-class silver and gold mine in Argentina with a resource of over 5 million ounces of gold when it was acquired by Goldcorp Inc. of Canada. Mr Hubert holds a degree in Engineering and a Master of Business Administration and has held executive roles for Meridian Gold with experience in operations, finance and investor relations. In addition to his role at Austral Gold Limited, Mr Hubert is a Director of InZinc Mining Limited (TSX-V: IZN). 25 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 DIRECTORS & OFFICERS Ben Jarvis Non-Executive Director Appointed 2 Jun 2011 Re-elected by shareholders on 16 Dec 2014 Mr Jarvis is the Managing Director of Six Degrees Investor Relations, an Australian advisory firm that provides investor relations services to a broad range of companies listed on the Australian Securities Exchange. Mr Jarvis was educated at the University of Adelaide where he majored in Politics. Mr Jarvis has not held any other Directorships with listed companies in the last three years. Pablo Vergara del Carril Non-Executive Director Member of the Audit Committee Appointed 18 May 2006 Re-elected by shareholders on 30 Nov 2016 Mr Vergara del Carril is a lawyer and is professor of Postgraduate Degrees for Capital Markets, Corporate Law and Business Law at the Argentine Catholic University. He is a member of the International Bar Association, the American Bar Association and the AMCHAM, among other legal and business organisations. He is a founding Board member of the recently incorporated Australian-Argentinean Chamber of Commerce. He is a Board member of the Argentine Chamber of Corporations and also an officer of its Legal Committee. He is recognised as a leading lawyer in Corporate, Real Estate, M&A, Banking & Finance and Real Estate Law by international publications such as Chamber & Partners, Legal 500, International Financial Law Review, Latin Lawyer and Best Lawyer. He is a Director of Banco Hipotecario SA. (BASE: BHIP), Nuevas Fronteras (owner of the Intercontinental Hotel in Buenos Aires), IRSA Commercial Properties (NASDAQ: IRCP, BASE: APSA) and Emprendimiento Recoleta SA (owner of the Buenos Aires Design Shopping Centre), among other companies. Mr Vergara del Carril is also a Director of Guanaco Mining Company Limited and Guanaco Capital Holding Corp. Mr Vergara del Carril has not held any other Directorships with listed companies in the last three years. 26 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Robert Trzebski Non-Executive Director Chairman of the Audit Committee Appointed 10 Apr 2007 Re-elected by shareholders on 30 Nov 2016 Andrew Bursill (Franks & Associates) Company Secretary Appointed 10 Jan 2014 Dr Trzebski holds a degree in Geology, PhD in Geophysics, Masters in Project Management and has over 20 years of professional experience in mineral exploration, project management and mining services. He is currently Chief Operating Officer of Austmine Ltd. As a fellow of the Australian Institute of Mining and Metallurgy, Dr Trzebski has acted as the Competent Person (CP) for the Company’s ASX releases. Mr. Bursill holds a Bachelor of Agricultural Economics from the University of Sydney and is a Chartered Accountant, qualifying with PricewaterhouseCoopers (formerly Price Waterhouse). Since commencing his career as an outsourced CFO and Company Secretary in 1998, Mr Bursill has been CFO, Company Secretary and/ or Director for numerous ASX listed, unlisted public and private companies, in a range of industries covering mineral exploration, oil and gas exploration, biotechnology, technology, medical devices, retail, venture capital and wine manufacture and distribution. Dr Trzebski has not held any other Directorships with listed companies in the last three years. In addition to his role at Austral Gold Limited, Mr Bursill is currently a Director of Argonaut Resources Limited. 27 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 28 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Directors’ Meetings The number of Directors’ meetings (including meetings of Committees of Directors) and number of meetings attended by each of the Directors of the Company during the financial year are: Directors’ meetings Audit Committee meetings Director Pablo Vergara del Carril Robert Trzebski Wayne Hubert Eduardo Elsztain Saul Zang Stabro Kasaneva Ben Jarvis A 2 2 2 2 2 2 2 B 2 2 2 2 2 2 2 A 3 3 3 N/A N/A N/A N/A B 3 3 3 N/A N/A N/A N/A A: Number of meetings attended B: Number of meetings held during the time the Director held office during the year Board and Audit Committee Meetings held from July 2016 - June 2017 Shares and Options At the date of this report there are no options over the Company’s ordinary shares. During or since the end of the financial year, the Company has not granted options over its ordinary shares. Indemnity and Insurance of Officers Under a deed of access, indemnity and insurance, the Company indemnifies each person who is a Director or secretary of Austral Gold Limited against: • any liability (other than for legal costs) incurred by a Director or secretary in his or her capacity as an officer of the Company or of a subsidiary of the Company; and • reasonable legal costs incurred in defending an action for a liability incurred or allegedly incurred by a secretary in his or her capacity as an officer of the Company or of a subsidiary of the Company. The above indemnities: • apply only to the extent the Company is permitted by law to indemnify a Director or secretary; • are subject to the Company’s constitution and the prohibitions in section 199A of the Corporations Act; and • apply only to the extent and for the amount that a Director or secretary is not otherwise entitled to be indemnified and is not actually indemnified by another person (including a related body corporate or an insurer). Indemnity and Insurance of Auditor • The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. • During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity. Interests of Directors • The relevant interest of each Director (directly or indirectly) in the share capital of the Company, as notified by the Directors to the Australian Securities Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows: Director P Vergara del Carril R Trzebski E Elsztain S Zang S Kasaneva B Jarvis W Hubert Ordinary Shares 68,119 - 450,741,567 1,435,668 1,691,398 - 1,750,000 It is also noted: 1. P Vergara del Carril, E Elsztain and S Zang are Directors of Guanaco Capital Holding Corp which holds 31,386,890 shares according to the last substantial holder notice lodged in February 2017. 2. E Elsztain and S Zang are Directors of IFISA which holds 414,440,857 shares according to the last substantial holder notice lodged in February 2017. E Elsztain is the ultimate beneficial owner of IFISA. Remuneration Report (Audited) Remuneration Policy The full Board of Austral Gold is responsible for determining remuneration policies in respect of executives and Key Management Personnel (KMP). The Company has a Remuneration Policy that aims to ensure the remuneration packages of Directors and senior executives properly reflect the person’s duties, responsibili- ties and level of performance, as well as ensuring that remuneration is competitive in attracting, retaining and motivating people of the highest quality. 29 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Link Between Remuneration and Performance The Group aims to align its executive remuneration to its strategic and business objectives and the creation of shareholder wealth. The table below shows the measures of the Group’s financial performance over the last 5 years as required by the Corporations Act 2001. However, these are not necessarily consistent with the measures used in determining the variable amounts of remuneration to be awarded to KMP. As a consequence, there may not always be a direct correlation between the statutory key perfor- mance measure and the variable remuneration awarded. 2013 2014 2015 2016 2017 64,209 66,376 62,465 55,865 104,008 (4,755) (8,966) (3,088) 27,711 (6,232) (4.50) (6.82) (1.58) 5.25 (0.85) 9.9 7.6 14.2 15.6 15.0 Sales Revenue (US$'000) Profit/(loss) before tax (US$'000) Basic EPS (US cents per share) Share price (cents AUD) The level of remuneration for non-executive Directors is considered with regard to the practices of other public companies and the aggregate amount of fees paid to non-executive Directors approved by shareholders. At this stage, the level of remuneration is based on market rates and is not directly linked to shareholders’ wealth. The Key Management Personnel (KMP) during or since the end of the financial year were: The Directors of the Group during or since the end of the financial year: Non-Executive Chairman • Eduardo Elsztain • Saul Zang Non-Executive Director • Pablo Vergara de Carril Non-Executive Director Non-Executive Director • Wayne Hubert Non-Executive Director • Robert Trzebski Non-Executive Director • Ben Jarvis Chief Executive Officer • Stabro Kasaneva The Senior Executive KMP during or since the end of the financial year: • José Bordogna • Michael Brown Vice President Corporate Chief Financial Officer Development • Diego Guido • Juan Andres Morel Chief Operating Officer Vice President Exploration • Rodrigo Ramirez (appointed 7 August 2017) Vice President Technical Services (appointed 7 August 2017) Remuneration of KMP The Group has employment agreements with all executive KMP in accordance with the laws in the jurisdiction in which the KMP is employed. Remuneration of executive KMP is made up of a fixed component and a variable component comprising short- term and long-term goals. Performance against pre-deter- mined targets (KPIs) are used to determine the portion of the variable component paid annually. The KPIs are based on financial and non-financial indicators and include production, safety, cash flow generation and new business and value accretive investments. 30 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Details of Remuneration Details of the nature and amount of each major element of the remuneration of each Directors of the Group and each of the KMP of the Group during the financial year are: YEAR ENDED 30 JUNE 2017 PRIMARY POST-EMPLOYMENT SHARE-BASED TOTAL Cash Salary and Fees Cash Bonus Non-monetary benefits Superannuation Retirement benefits Shares Options US$ US$ US$ US$ US$ US$ US$ US$ Directors E Elsztain S Zang 80,000 40,000 - - S Kasaneva 353,880 490,377 W Hubert R Trzebski B Jarvis 48,000 27,681 27,681 P Vergara del Carril 40,000 - - - - Total Directors 617,242 490,377 - - - - - - - - Executive KMP D Guido* M Brown* J Bordogna# 144,562 20,905 - 167,817 117,737 6,963 99,912 99,249 - Total Executive KMP 412,291 237,891 6,963 - - - - 2,630 2,630 - 5,260 - - - - Total 2017 1,029,533 728,268 6,963 5,260 * KMP was not employed by the Group for the full financial year. #J Bordogna became a KMP on 1 July 2016 and hence is not included in the 2016 KMP remuneration table. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 80,000 40,000 844,257 48,000 30,311 30,311 40,000 - 1,112,879 - - - - - 165,467 292,517 199,161 657,145 1,770,024 YEAR ENDED 30 JUNE 2016 PRIMARY POST-EMPLOYMENT SHARE-BASED TOTAL Cash Salary and Fees Cash Bonus Non-monetary benefits Superannuation Retirement benefits Shares Options E Elsztain S Zang US$ 80,000 40,000 US$ - - S Kasaneva 310,371 163,398 W Hubert R Trzebski B Jarvis 48,000 26,668 26,668 P Vergara del Carril 40,000 - - - - Total Directors 571,707 163,398 Total 2016 571,707 163,398 US$ US$ US$ US$ US$ US$ - - - - - - - - - - - - - 2,517 2,517 - 5,034 5,034 - - - - - - - - - - - - - - - - - - - - - - - - - - - 80,000 40,000 473,769 48,000 29,185 29,185 40,000 740,139 740,139 31 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Contractual Arrangement with Executive KMP Name Term of Agreement and notice period Base salary Stabro Kasaneva Chief Executive Officer No fixed term 30 days notice Jose Bordogna Chief Financial Officer No fixed term 30 days notice 235,511,082 Chilean pesos annually (US$353,880 at USD:CLP exchange rate 1:625) 1,580,942 Argentine pesos annually (US$99,912 at ARS:USD exchange rate 16:1) Termination payments Pro rata bonus accrued Pro rata bonus accrued Michael Brown VP Corporate Development No fixed term 30 days notice 250,000 Canadian dollars annually (US$204,918 at USD:CAD exchange rate 1:1.22) i. a lump sum payment equivalent to nine (9) months’ Annual Base Salary, less applicable deduc- tions, plus one additional month’s Base Salary for each full year of service completed after August 1, 2012, up to a maximum of 18 months; ii. all Annual Base Salary and vacation pay accrued and owing, less applicable deductions; iii. if applicable, a pro-rata bonus payment in ac- cordance with Article III.02; and iv. continuation of the Employer’s contributions necessary to maintain the Employee’s participation for the minimum period prescribed by the applica- ble employment standard legislation in all group insurance and benefit or pension plans or programs provided to the Employee by the Employer immedi- ately prior to the termination of the Employee’s em- ployment. The Employee agrees that the Employer may deduct from any payments hereunder the Employee’s benefit plan contributions which were regularly made during the term of this Agreement and the Employee’s employment in accordance with the terms of all plans or programs. Diego Guido VP Exploration No fixed term 30 days notice 3,152,667 Argentine pesos annually (US$200,000 at ARS:USD exchange rate 16:1) Pro rata bonus accrued Relative Proportion of Fixed vs Variable Remuneration Expense The following table shows the relative proportions of executive remuneration that are linked to performance and those that are fixed, based on the amounts disclosed as statutory remuneration expense in the tables above. FIXED REMUNERATION AT RISK - SHORT-TERM INCENTIVE AT RISK - LONG-TERM INCENTIVE NAME 2017 2016 2017 2016 2017 2016 Executive Directors Stabro Kasaneva 42% 66% KMP Diego Guido Michael Brown Jose Bordogna 67% 60% 50% 0% 0% 0% End of Remuneration Report (Audited) 58% 33% 40% 50% 34% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 32 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Other transactions with KMP Zang, Bergel & Viñes Abogados is a related party since two Directors, Saul Zang and Pablo Vergara del Carril have significant influence over this law firm based in Buenos Aires, Argentina. Legal fees charged to the Company for the year ended 30 June 2017 amounted to US$129,532 (2016: US$89,888). This concludes the remuneration report, which has been audited. Auditors During the year, KPMG were appointed as auditors, and the appointment will be put to shareholders in a resolution at the upcoming general meeting. This is in accordance with the requirements of the Corporations Act 2001. Non-audit services Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in note 6 to the financial statements. The Directors are satisfied that the provision of non-audit services during the financial year by the auditor (or by another person or firm on the auditor’s behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are of the opinion that the services as disclosed in note 6 to the financial statements do not compromise the external auditor’s independence requirements of the Corporations Act 2001 for the following reasons: • all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and • none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the company, acting as advocate for the company or jointly sharing economic risks and rewards. Proceedings on Behalf of the Company No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. Auditor’s Independence Declaration The lead auditor’s independence declaration for the year ended 30 June 2017 has been received and is included in this report. Signed in accordance with a resolution of Directors at Sydney. Rounding of Amounts The Company is a company of the kind referred to in ASIC Instrument 2016/191, dated 1 April 2016, and in accordance with that Instrument amounts in the Directors’ Report and the financial report are rounded off to the nearest thousand dollars, unless otherwise indicated. Signed in accordance with a resolution of Directors made pursuant to s.298(2) of the Corporations Act 2001. For and on behalf of the board Robert Trzebski Director 29 September 2017 33 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 To the Directors of Austral Gold Limited I declare that, to the best of my knowledge and belief, in relation to the audit of Austral Gold Limited for the financial year ended 30 June 2017 there have been: no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit. i. ii. KPM_INI_01 PAR_SIG_01 PAR_NAM_01 PAR_POS_01 PAR_DAT_01 PAR_CIT_0 KPMG Daniel Camilleri Partner Sydney 29 September 2017 34 KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. FINANCIAL STATEMENTS 35 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Austral Gold Limited and its Subsidiaries For the year ended 30 June 2017 All figures are reported in US$ Consolidated Notes 30 June 2017 US$’000 30 June 2016 US$’000 CONTINUING OPERATIONS Revenue Cost of sales Gross profit Administration expenses Loss from foreign exchange Gain/(loss) on movements in financial assets Gain on acquisition of subsidiary Finance costs (Loss)/Profit before income tax Income tax (expense) / Benefit (Loss)/Profit after income tax expense (Loss)/Profit attributable to: Owners of the Company Non-controlling interests OTHER COMPREHENSIVE INCOME/(LOSS) Items that may not be classified subsequently to profit or loss Profit/(Loss) arising on revaluation of financial assets, net of tax Items that may be classified subsequently to profit or loss Foreign currency translation Total comprehensive (loss)/income for the year Comprehensive (loss)/income attributable to: Owners of the Company Non-controlling interests EARNINGS PER SHARE (cents per share): Basic earnings per share Diluted earnings per share 4 5 5 22 7 22 24 24 8 8 104,008 (91,439) 12,569 (15,498) (312) (2,262) - (729) (6,232) 1,752 (4,480) (4,380) (100) (4,480) 55,865 (51,217) 4,648 (8,306) (362) 4,888 27,335 (492) 27,711 (3,305) 24,406 25,130 (724) 24,406 824 8,753 (249) (3,905) (3,805) (100) (3,905) (0.85)c (0.85)c (13) 33,146 33,870 (724) 33,146 5.25c 5.25c The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. 36 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017STATEMENT OF FINANCIAL POSITION Austral Gold Limited and its Subsidiaries As at 30 June 2017 All figures are reported in US$ Consolidated Notes 30 June 2017 US$’000 30 June 2016 US$’000 ASSETS Current assets Cash and cash equivalents Trade and other receivables Financial assets Inventories Total current assets Non-current assets Other receivables Mine properties * Property, plant and equipment * Exploration and evaluation expenditure Goodwill * Deferred tax assets Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Trade and other payables Employee entitlements Borrowings Total current liabilities Non-current liabilities Trade and other payables Provisions Borrowings Deferred tax liability Total non-current liabilities TOTAL LIABILITIES NET ASSETS EQUITY Issued capital Accumulated losses** Reserves** Non-controlling interest TOTAL EQUITY 10 12 13 11 12 14 15 16 7 17 18 20 17 19 20 7 21 22 24 23 6,094 14,781 975 19,347 41,197 626 15,942 80,554 14,175 926 2,935 115,158 156,355 16,933 1,733 10,880 29,546 8 10,195 11,649 1,578 23,430 52,976 103,379 99,050 (9,911) 39 14,201 11,878 13,928 8,142 14,202 48,150 341 18,699 54,207 12,247 926 2,016 88,436 136,586 12,914 1,336 1,879 16,129 39 5,697 2,071 4,676 12,483 28,612 107,974 93,537 235 (7,448) 21,650 103,379 107,974 * Goodwill, Mine properties, PPE and Exploration and evaluation expenditure for 30 June 2016 has been reclassified for comparability with current year classifications and disclosures for these assets. Refer to Note 2.5. ** Accumulated losses and reserves at 30 June 2016 have been restated. Refer to Note 22. 37 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017STATEMENT OF CHANGES IN EQUITY Austral Gold Limited and its Subsidiaries For the year ended 30 June 2017 All figures are reported in US$ Note Balance at 1 July 2015 Profit/(loss) for the year Other comprehensive income for the year, net of income tax: Revaluation of financial assets Revaluation of financial assets transferred to accumulated losses Remeasurement of retained earnings related to 51% acquisition of Casposo Foreign exchange movements from translation of financial statements to US dollars Total comprehensive income/(loss) for the year Acquisition of subsidiary with non-controlling interest Transactions with owners in their capacity as owners: Dividend distribution Balance at 30 June 2016 Profit/(loss) for the year Other comprehensive income for the year, net of income tax: Revaluation of financial assets Revaluation of financial assets transferred to accumulated losses Share options expired Profits transferred to profit reserve Foreign exchange movements from translation of financial statements to US dollars Total comprehensive income/(loss) for the year Transfer of minority interest to retained earnings Acquisition of additional 19% of Casposo with non-controlling interest Transactions with owners in their capacity as owners: Shares issued Dividend distribution Balance at 30 June 2017 24 24 22 24 23 24 24, 22 24, 22 24, 22 24 22 24 21 26 Consolidated Issued capital Accumulated losses Reserves US$’000 US$’000 US$’000 Non- controlling interest US$’000 Total US$’000 93,537 (29,379) (7,179) 1,557 58,536 - - - - - - - 25,130 - (724) 24,406 - 8,753 3,504 (3,504) 980 - - (13) - - - 8,753 - 980 (13) 29,614 5,236 (724) 34,126 - - (5,505) 20,955 15,450 - (138) (138) 93,537 235 (7,448) 21,650 107,974 - - - - - - - - (4,380) - (100) (4,480) - 824 (1,741) 1,741 13 (13) (3,362) 3,362 - (249) - - - - 824 - - (249) (9,470) 5,665 (100) (3,905) (991) - 991 - 315 5,184 (8,184) (2,685) 5,513 - - - - - 5,513 (3,362) (156) (3,518) 99,050 (9,911) 39 14,201 103,379 The above Statement of Changes in Equity should be read in conjunction with the accompanying notes 38 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017STATEMENT OF CASH FLOWS Austral Gold Limited and its Subsidiaries For the year ended 30 June 2017 All figures are reported in US$ Consolidated Notes 30 June 2017 US$’000 30 June 2016 US$’000 Changes in cash and cash equivalents Cash and cash equivalents at the beginning of the period Cash and cash equivalents, at the end of the period 10 Net increase / (decrease) in cash and cash equivalents 11,878 6,094 (5,784) 7,303 11,878 4,575 Causes of change in cash and cash equivalents Operating activities Profit/(Loss) after income tax Non-cash items Income tax expense recognised in profit or loss Depreciation and amortisation Loss from foreign exchange Interest received Recognition option to acquire further 10% of Casposo mine Finance Charges Expense recognised related to the mine closure provision Expense recognised related to inventory obsolecence Allowance for doubtful debts Non-cash employee entitlements (Gain)/loss in fair value of financial assets Gain on acquisition of subsidiary Write-off and disposal of plant and equipment Net cash from operating activities before change in assets and liabilities Changes in working capital: Decrease / (increase) in inventory Decrease / (increase) in trade and other receivables Increase / (decrease) in trade and other payables Net cash provided through operating activities (4,480) 24,406 (1,752) 29,993 312 (14) (245) 532 170 949 97 397 2,262 - - 28,220 (6,094) (3,866) 9,426 3,305 14,616 362 (123) - - - - - - (4,893) (27,335) 194 10,532 4,726 7,859 (7,952) 27,687 15,165 Cash flows from investing activities Acquistiion of subsidiary, net of cash acquired (Casposo 51%) Exercise of option to acquire further 19% of Casposo 22 Net additions to plant and equipment Net proceeds from sale of investment in listed shares Deferred consideration for investment in subsidiaries (Cachinalito) Final payment for Amancaya exploration and evaluation - (3,000) (34,480) 1,907 (246) (2,000) 1,129 - (11,295) 7,547 (766) (5,824) 39 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017STATEMENT OF CASH FLOWS Austral Gold Limited and its Subsidiaries For the year ended 30 June 2017 All figures are reported in US$ Cash acquired Argentex acquisition Payment for investment in exploration and evaluation Payment for investment in mine properties Interest received Net cash used in investing activities Cash flows from financing activities Net proceeds/(payments) from borrowings Financial leases payments Dividend distribution to shareholders Dividend distribution to non-controlling interests Repayment of loan issued to related party Net cash provided by financing activities Net increase / (decrease) in cash and cash equivalents Consolidated Notes 30 June 2017 US$’000 30 June 2016 US$’000 29 16 14 20 20 26 32 26 (1,008) (2,536) 14 - (2,329) (814) 123 (41,323) (12,228) 12,607 (4,052) (3,362) - 2,659 7,852 (5,784) 4,638 (3,082) - (270) 351 1,638 4,575 The above Statement of Cash Flows should be read in conjunction with the accompanying notes 40 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017NOTES TO THE FINANCIAL STATEMENTS 1. BASIS OF PREPARATION 1.1 Reporting entity Austral Gold Limited (“the Company”) is a company limited by shares that is incorporated and domiciled in Australia, whose shares are publicly traded on the Australian Securities Exchange under the symbol AGD and on the TSX Venture Exchange under the symbol AGLD. These consolidated financial statements comprise the Company and its subsidiaries (‘the Group’) and are presented in English. They were authorised for issue in accordance with a resolution of the Board of Directors on 29 September 2017. The nature of the operations and principal activities of the Group are described in the Directors’ Report. 1.2 Basis of accounting The consolidated financial statements are general purpose financial statements which have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001, as appropriate for for-profit oriented entities. The consolidated financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board. The consolidated financial statements have been prepared under the historical cost convention, except for certain financial assets and liabilities which are stated at fair value. 1.3 Presentation and functional currency These consolidated financial statements are presented in United States dollars (US$), which is the presentation and functional currency of the Group. 1.4 Rounding off The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 191/2016 and in accordance with that Instrument, amounts in the financial report and Directors’ report have been rounded off to the nearest thousand dollars, unless otherwise stated. 1.5 Use of estimates and judgements In preparing these consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively. Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending 30 June 2017 is detailed below: Estimated impairment / reversal of impairment of mine properties Where indicators of impairment or reversal of impairment are identified the recoverable amounts of the assets are determined. The recoverable amounts of the assets have been determined using reports from independent experts. The calculations require the use of assumptions. Refer to note 14 for details of these assumptions. Estimated impairment of exploration and evaluation assets The Group tests at each reporting date whether there are any indicators of impairment as identified by AASB 6 “Exploration for and Evaluation of Mineral Resources”. Where indicators of impairment are identified, the recoverable amounts of the assets are determined. No indicators of impairment were identified in the current year. Estimate of mine closure provisions Obligations associated with exploration and mine properties are recognised when the Group has a present obligation, the future sacrifice of the economic benefits is probable, and the provision can be measured reliably. The provision is measured at the present value of the future expenditure and a corresponding rehabilitation asset is also recognised. On an ongoing basis, the rehabilitation will be remeasured in line with the changes in the time value of money (recognised as an expense and an increase in the provision), and additional disturbances (recognised as additions to a corresponding asset and rehabilitation liability). 41 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Measurement of fair values A number of the Group’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: • Level 1 – the instrument has quoted prices (unadjusted) in active markets for identical assets or liabilities • Level 2 – inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly (i.e. as prices), or indirectly (i.e. derived from prices) • Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs). The Group holds listed equity securities at fair value, which are measured at the closing bid price at the end of the reporting period. These financial assets held at fair value fall within Level 1 of the fair value hierarchy. The Group also holds options (warrants) which rely on estimates and judgements to calculate a fair value for these financial instruments using the Black Scholes model. These financial assets held at fair value fall within Level 2 of the fair value hierarchy. The option to buy a further 10% in the Casposo mine is within Level 3 of the fair value hierarchy. 1.6 Parent entity information In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary information about the parent entity is disclosed in note 30. 2. SIGNIFICANT ACCOUNTING POLICIES The following is a summary of the material accounting policies adopted by the Group in the preparation of the consolidated financial statements. The accounting policies have been consistently applied, unless otherwise stated. 2.1 Basis of consolidation A subsidiary is any entity over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. A list of subsidiaries is contained in note 28 to the financial statements. The financial statements of the subsidiaries are prepared for the same reporting periods as the parent company using consistent accounting policies. All intercompany balances and transactions between entities in the Group, including any unrealised profits or losses, have been eliminated on consolidation. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. Non-controlling interests in the equity and results of the subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the Group. Business combinations The Group accounts for business combinations using the acquisition method when control is transferred to the Group. The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in profit or loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities. 2.2 Revenue recognition Sale of minerals Sale of minerals is recognised at the point of sale, which is when the customer has taken delivery of the goods, the risks and rewards have been transferred to the customer and there is a valid contract. 42 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Interest revenue Interest revenue is recognised as it 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, which 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. 2.3 Goods and services tax (GST)/ Value added tax (VAT) Revenues, expenses and assets are recognised net of the amount of GST/VAT, except where the amount of GST/ VAT incurred is not recoverable from the tax authorities. In these circumstances the GST/VAT is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST/VAT. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST/VAT component of investing and financing activities, which are disclosed as operating cash flows. 2.4 Foreign currency translation The financial statements are presented in United States Dollars (US$), which is the Group’s functional and presentation currency. Foreign currency transactions Foreign currency transactions are translated into US$ using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. 2.5 Mine Properties Mines in production represent the aggregated exploration and evaluation expenditure and capitalised development costs in respect of areas of interest in which mining is ready to or has commenced. Mine development costs are deferred until commercial production commences, at which time they are depreciated on a units-of- production basis over the mineable reserves. Once production commences, further development expenditure is classified as part of the cost of production, unless substantial future economic benefits can be established. Reclassifications were made to the comparative balances of Intangible Assets & Goodwill, Property, Plant & Equipment and Exploration and Evaluation Expenditure to enable the increased transparency of disclosure of Mine Properties. The impact of the reclassification is outlined in the table below: Intangible Assets & Goodwill Mine properties Property, plant and equipment Exploration and evaluation expenditure Goodwill Impact on Non-Current Assets Consolidated 30 June 2016 Remeasured US$’000 30 June 2016 Previously Reported US$’000 - 18,699 54,207 12,247 926 19,017 - 51,453 15,609 - Impact US$’000 (19,017) 18,699 2,754 (3,362) 926 - There was no impact on the comparative Statement of Profit or Loss and Other Comprehensive Income, Statement of Changes in Equity or Statement of Cashflows of this reclassification. Amortisation Aggregated costs on productive areas are amortised over the life of the area of interest to which such costs relate on the units-of-production basis. 43 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Deferred stripping costs Deferred stripping costs represent certain mining costs, principally those that relate to the stripping of waste, which provides access so that future economically recoverable ore can be mined. Stripping (i.e. overburden and other waste removal) costs incurred in the production phase of a surface mine are capitalised to the extent that they improve access to an identified component of the ore body and are subsequently amortised on a systematic basis over the expected useful life of the identified component of the ore body. Capitalised stripping costs are disclosed as a component of Mine Properties. Components of an ore body are determined with reference to life of mine plans and take account of factors such as the geographical separation of mining locations and/or the economic status of mine development decisions. Capitalised stripping costs are initially measured at cost and represent an accumulation of costs directly incurred in performing the stripping activity that improves access to the identified component of the ore body, plus an allocation of directly attributable overhead costs. The amount of stripping costs deferred is based on a relevant production measure which uses a ratio obtained by dividing the tonnage of waste mined by the quantity of ore mined for an identified component of the ore body. Stripping costs incurred in the period for an identified component of the ore body are deferred to the extent that the current period ratio exceeds the expected waste to ratio for the life of the identified component of the ore body. Such deferred costs are then charged against the statement of profit and loss when the stripping ratio falls below the life of mine ratio. These are a function of the mine design and therefore any changes to the design will generally result in changes to the ratio. Changes in other technical or economic parameters that impact on reserves may also have an impact on the component ratio even though they may not impact the mine design. Changes to the life of mine plan, identified components of an ore body, stripping ratios, units of production and expected useful life are accounted for prospectively. Deferred stripping costs form part of the total investment in a cash generating unit, which is reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable. 2.6 Exploration and evaluation expenditure Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest and carried forward in the statement of financial position where: 2.6.1 2.6.2 rights to tenure of the area of interest are current; and one of the following conditions is met: i such costs are expected to be recouped through successful development and exploitation of the area of interest or alternatively, by its sales; or exploration and/or evaluation activities in the area of interest have not, at reporting date, yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active and significant operations in the area are continuing. ii Expenditure relating to pre-exploration activities is written off to the profit or loss during the period in which the expenditure is incurred. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Accumulated expenditure on areas that have been abandoned, or are considered to be of no value, are written off in the year in which such a decision is made. When the technical and commercial feasibility of an undeveloped mining project has been demonstrated, the project enters the construction phase. The cost of the project assets are transferred from exploration and evaluation expenditure and reclassified into construction phase and include past exploration and evaluation costs, development drilling and other subsurface expenditure. When full commercial operation commences, the accumulated costs are transferred into Mine Properties or an appropriate class of property, plant and equipment. When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the production output basis. 2.7 Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. 44 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Depreciation The depreciated amount of property, plant and equipment is recorded either on a straight-line basis or on the production output basis to the residual value of the asset over the lesser of mine life or estimated useful life of the asset. Depreciation rates and methods are reviewed annually for appropriateness. When changes are made, adjustments are reflected prospectively in current and future periods only. Depreciation is expensed, except those that are included in the amount of exploration assets as an allocation of production overheads. The depreciation rate used for fixed assets which are not used in mining production is between 10%-20%. The depreciation rate used in mining production is provided for over the life of the area of interest on a production output basis. De-recognition and disposal An item of property, plant and equipment is de-recognised upon disposal or when no further future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between net disposal proceeds and the carrying amount of the asset) is included in the statement of profit or loss in the year the asset is de-recognised. 2.8 Cash and cash equivalents For the purpose of the Statement of Cash Flows, cash includes: i ii cash on hand and at call deposits with banks or financial institutions; and other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. 2.9 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. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by reporting date. Deferred income tax is provided on all temporary differences at reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognised for all taxable temporary differences except: i when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or when the taxable temporary difference is associated with investments in subsidiaries, associates, or interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. ii Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except: i when 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; or when the deductible temporary difference is associated with investments in subsidiaries, associates, or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised. ii The carrying amount of any deferred income tax assets recognised is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply for the year when the asset is realised or the liability is settled, based on tax laws that have been enacted or substantively enacted at reporting date. 45 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Income taxes relating to items recognised directly to equity are recognised in equity and not in profit or loss. 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. 2.10 Inventories Materials and supplies are stated at the lower of cost and net realisable value on a ‘first in first out’ basis. Cost comprises direct materials and delivery costs, direct labour, import duties and other taxes, an appropriate proportion of variable and fixed overhead expenditure based on normal operating capacity. If the ore stockpile is not expected to be processed in 12 months after reporting date, it is included in non-current assets and the net realisable value is calculated on a discounted cash flow basis. Stockpiles are measured by estimating the number of tonnes added and removed from the stockpile, the number of contained ounces based on assay data, and the estimated recovery percentage. Stockpile tonnages are verified to periodic surveys. Gold bullion and gold-in-process are valued at the lower of cost and net realisable value. Net realisable value is determined using the prevailing metal prices. 2.11 Trade and other receivables Trade accounts receivable, amounts due from related parties and other receivables represent the principal amounts due at balance date plus accrued interest and less, where applicable, any unearned income and provisions for doubtful accounts. 2.12 Trade and other payables These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which are unpaid. They are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition. 2.13 Interest bearing liabilities Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method. Where there is an unconditional right to defer settlement of the liability for at least 12 months after the reporting date, the loans or borrowings are classified as non-current. 2.14 Provisions Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. 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. 2.15 Leases Assets held by the Group under leases that transfer to the Group substantially all of the risks and rewards of ownership are classified as finance leases. The leased assets are measured initially at an amount equal to the lower of their fair value and the present value of the minimum lease payments. Lease payments for operating leases, where all the risks and benefits remain with the lessor, are recognised as an expense in the profit or loss on a straight line basis over the lease term. 2.16 Impairment of non-financial assets At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell or value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the profit or loss. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax rate. 46 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Impairment testing is performed annually for goodwill and intangible assets with indefinite lives or more frequently if events or circumstances indicate that the carrying value may be impaired. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. 2.17 De-recognition of financial assets and financial liabilities Financial assets A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised when: i ii the rights to receive cash flows from the asset have expired; or the Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a ‘pass- through’ arrangement; or the Group has transferred its rights to receive cash flows from the asset and either; (a) has transferred substantially all the risks and rewards of the asset; or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has iii transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Group’s continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration received that the Group could be required to repay. Fair value through other comprehensive income The Group’s investments in equity securities are classified as ‘fair value through Other Comprehensive Income’. Subsequent to initial recognition fair value through other comprehensive income investments are measured at fair value with gains or losses being recognised directly through Other Comprehensive Income in the Statement of Profit or Loss and Other Comprehensive Income. Financial liabilities A financial liability is derecognised 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 a de recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in profit or loss. 2.18 Contributed equity Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. 2.19 Earnings per share Basic earnings per share Basic earnings per share is determined by dividing net profit after income tax attributable to members of the parent, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted earnings per share Diluted earnings per share adjusts the figures used in determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. 47 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 2.20 Borrowing costs Borrowing costs are recognised as an expense when incurred unless they are attributable to qualifying assets, in which case they are then capitalised as part of the assets. 2.21 Employee leave benefits Short-term employee benefits Liabilities for employees’ entitlements to wages and salaries, annual leave and other employee entitlements expected to be settled within 12 months of the reporting date are recognised in the current provisions in respect of employees’ services up to reporting date and 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 measured at the rates paid or payable. Long service leave The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated cash outflows. Superannuation The Company contributes to employee superannuation funds. Contributions made by the Company are legally enforceable. Contributions are made in accordance with the requirements of the Superannuation Guarantee Legislation. 2.22 Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Chief Executive Officer. 2.23 New, revised or amending Accounting Standards and Interpretations adopted The Group has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the AASB that are mandatory for the current reporting period. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the Group. 3. NEW ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET MANDATORY OR EARLY ADOPTED There are currently no AASB standards, amendments to standards and interpretations that have been identified as those which may impact the entity in the period of initial application. IFRS 15 Revenue from Contracts with Customers The IASB has issued a new standard for the recognition of revenue with an effective date of 1 January 2018. This will replace IAS 18 which covers contracts for goods and services and IAS 11 which covers construction contracts. The new standard is based on the principle that revenue is recognised when control of a good or service transfers to a customer – so the notion of control replaces the existing notion of risks and rewards. A new five-step process must be applied before revenue can be recognised: • • • • • identify contracts with customers identify the separate performance obligation determine the transaction price of the contract allocate the transaction price to each of the separate performance obligations, and recognise the revenue as each performance obligation is satisfied. These accounting changes may have flow-on effects on the entity’s business practices regarding systems, processes and controls, compensation and bonus plans, contracts, tax planning and investor communications. AASB 16 Leases AASB 16 removes the classification of leases as either operating or finance leases – for the lessee – effectively treating all leases as finance leases. Short leases (less than 12 months) and leases of low-value assets (such as personal 48 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS computers) are exempt from the lease accounting requirements. There are also changes in accounting over the life of a lease. In particular, companies will now recognise a front-loaded pattern of expenses for most leases, even when they pay constant annual rentals. Lessor accounting remains similar to current practice – ie. Lessors continue to classify leases as finance and operating leases. AASB 16 is effective for annual reporting periods beginning on or after 1 January 2019. The Group does not forsee a significant impact for its operations or its financial statement disclosures with regard to this new accounting standard given that the majority of leases held by the Group are already classified as finance leases. 4. REVENUE Operating activities Revenue from gold and silver sales Interest revenue Other revenue Total revenue 5. (LOSS)/PROFIT FOR THE YEAR Profit before income tax includes the following specific expenses: Production Staff costs Allowance for inventory obsolescence Royalties Mining Fees Depreciation of plant and equipment Depreciation of mine properties Total cost of sales Payroll costs within administration expenses 6. AUDITORS’ REMUNERATION Remuneration of the auditors of the parent entity for: Auditing or reviewing the financial reports Other services/ taxation Total auditors’ remuneration – parent entity Remuneration of auditors of subsidiaries for: Auditing or reviewing the financial reports Other services/taxation Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 101,025 18 2,965 104,008 54,693 1,097 75 55,865 Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 28,829 28,156 26,919 7,929 634 - 3,814 1,741 13 13 18,386 8,863 11,607 5,752 91,439 7,172 51,217 4,515 Consolidated 30 June 2017 US$ 30 June 2016 US$ 76,260 22,350 98,610 206,750 40,497 53,269 11,737 65,006 113,393 48,428 Total auditors’ remuneration – subsidiaries 247,247 161,821 Note: KPMG acted as auditors of the parent entity and its subsidiaries for the current year. BDO acted as auditor for the parent entity in the prior year. 49 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 7. INCOME TAX EXPENSE Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 (A) INCOME TAX EXPENSE COMPRISES: Current tax payable Deferred tax expense Income tax (benefit)/expense (B) RECONCILIATION OF EFFECTIVE INCOME TAX RATE Profit/ (Loss) before tax Prima facie income tax (benefit)/expense calculated at 30% Difference due to blended overseas tax rate* Difference due to change in tax rate Allowance for doubtful carry forward tax losses Non-deductible expenses Temporary differences not brought into account Non-assessable gain on acquisition Income tax (benefit)/expense * Chile tax rate: 25.5% (2016: 24%) (C) DEFERRED TAX ASSETS AND LIABILITIES Deferred tax assets Inventory Mining concessions Accrual for mine closure Purchase Price Allocation (Casposo) Leasing assets Tax losses carried forward Property, plant and equipment Other accrued expenses Total deferred tax assets Deferred tax liabilities Other provisions Mining concessions Accrual for mine closure Accrual for annual leave/payroll Financial assets Leasing assets Total deferred tax liabilities Net deferred tax assets/(liabilities) Movement in deferred tax balances Opening balance Exchange rate difference Charged to profit and loss Closing balance 50 2,164 (3,916) (1,752) (6,232) (1,870) (375) 322 446 (968) 693 - (1,752) 703 2,028 185 (419) (3) 955 (518) 4 1,451 1,854 3,305 27,711 8,313 - 1,459 - 2,774 - (9,241) 3,305 853 - 205 (606) 425 1,505 (856) 490 2,935 2,016 (144) (1,597) 569 361 (125) (642) (1,578) 1,357 (2,660) 101 3,916 1,357 7 (3,451) 252 195 (1,370) (309) (4,676) (2,660) (805) - (1,855) (2,660) AUSTRAL GOLD LIMITED ANNUAL REPORT 2017NOTES TO THE FINANCIAL STATEMENTS 8. EARNINGS PER SHARE Net profit attributable to owners Weighted average number of shares used as the denominator Number for basic earnings per share Number for diluted earnings per share Basic earnings per ordinary share (cents) Diluted earnings per ordinary share (cents) Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 (4,380) 25,130 513,253,037 513,253,037 (0.85)c (0.85)c 478,761,995 478,761,995 5.25c 5.25c 9. OPERATING SEGMENTS Management have determined the operating segments based on reports reviewed by the Chief Operating Decision Maker (“CODM”). The CODM considers the business from both an operations and geographic perspective and has identified two reportable segments, Guanaco and Casposo. The CODM monitors the performance in these two regions separately. The two reportable segments have changed compared to the prior year with the addition of the Casposo mine to Austral Gold operations. The comparative information for operating segments has been restated to reflect this change. Consolidated 30 June 2017 30 June 2016 Guanaco/ Amancaya US$’000 Casposo US$’000 Group and unallocated items US$’000 Consolidated US$’000 Guanaco/ Amancaya US$’000 Casposo US$’000 Group and unallocated items US$’000 Consolidated US$’000 101,025 48,575 6,118 - 54,693 Revenue from gold and silver sales 57,316 43,708 Interest revenue Other revenue - 12 55 2,910 Total segment revenue 57,371 46,630 Cost of sales (28,082) (33,364) 1 6 - 7 - 18 2,965 882 17 194 - 104,008 49,474 6,312 (61,446) (30,864) (5,737) Depreciation and amortisation expense (21,279) (8,688) (26) (29,993) (14,168) (445) Finance costs (293) (436) Gain/(Loss) from foreign exchange Gain on acquisition of a subsidiary 468 (793) - - - 13 - (729) (393) (50) (49) (312) (413) 51 - - - - 27,335 27,335 Administration expenses (7,648) (3,823) (4,027) (15,498) (2,806) (3,844) (1,656) (8,306) Gain/ (loss) in fair value of financial assets - - (2,262) (2,262) - - 4,888 4,888 Income tax expense (144) 919 977 1,752 (2,252) 1,406 (2,459) (3,305) Segment profit/(loss) 393 445 (5,318) (4,480) (1,422) (2,307) 28,135 24,406 Segment assets 88,929 58,664 11,781 159,374 67,899 51,625 17,062 136,586 Segment liabilities 42,502 12,680 Capital expenditure 37,607 11,700 813 19 55,995 17,576 8,501 2,535 49,326 14,094 285 59 28,612 14,438 51 21 58 79 - (3) 1,097 75 55,865 (36,601) (14,616) (492) (362) AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Geographical information: Revenue by geographic location Chile Argentina Australia Canada Total revenue Non-current assets by geographic location Chile Argentina Australia Canada Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 57,371 46,635 2 - 49,474 6,391 - - 104,008 55,865 68,875 46,269 - 14 51,277 37,159 - - Total non-current assets 115,158 88,436 10. CASH AND CASH EQUIVALENTS Cash at call and in hand Short-term bank deposits Total cash and cash equivalents Reconciliation of Cash Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 6,094 - 6,094 11,827 51 11,878 Cash at the end of the financial year as shown in the Statement of Cash Flows, is reconciled to items in the Statement of Financial Position as follows: Cash and cash equivalents 6,094 11,878 Risk Exposure The Group’s exposure to interest rate risk is discussed in note 25. The maximum exposure to credit risk at the reporting date is the carrying amount of each class of cash and cash equivalents mentioned above. 52 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 11. INVENTORIES Materials and supplies Ore stocks* Gold bullion and gold in process Total inventories Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 7,637 3,592 8,118 8,688 2,443 3,071 19,347 14,202 * Ore stock inventories require estimates and assumptions most notably in regards to grades, volumes, densities, future completion costs and ultimate sale price. Such estimates and assumptions may change as new information becomes available which may impact upon the carrying value of inventory. The allowance for inventory obsolescence forming part of the above balance is US$949k (2016: US$257k). 12. TRADE AND OTHER RECEIVABLES CURRENT Trade receivables Other current receivables Prepaid income tax Loans receivable from related parties GST/VAT receivable Total current receivables NON CURRENT GST/VAT receivable Other Total non-current receivables TRADE DEBTORS Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 1,865 1,586 4,245 - 7,085 3,077 2,695 - 2,659 5,497 14,781 13,928 265 361 626 133 208 341 The ageing of trade receivables is 0 – 30 days 1,865 3,077 12.1 Past due but not impaired There were no receivables past due at 30 June 2017 (2016: nil). 12.2 Fair value and credit risk Due to the short term nature of trade receivables, their carrying amount is assumed to approximate their fair value. The maximum exposure to credit risk at the reporting date is the carrying amount of each class of receivables mentioned above. Refer to note 25 for more information on the risk management policy of the Group and the credit quality of the receivables. 12.3 Key customers The Company is not reliant on any one customer to sell gold and silver produced from the Guanaco and Casposo mines. 53 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 13. FINANCIAL ASSETS CURRENT Call option to buy a further 10% of Casposo - level 3 Options (warrants) - level 2 Listed equity securities - level 1 Total current financial assets at fair value Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 245 417 313 975 - 4,893 3,249 8,142 The table above sets out the Group’s assets and liabilities that are measured and recognised at fair value at 30 June 2017. The options (warrants) are those attaching to the shares of Fortuna Silver (TSE: FVI) and the fair value is based on the Black Scholes method using the following assumptions: • Spot Price: C$6.35 per share • Volatility: 48.622% • Strike Price: C$6.0105 • Maturity: October 2018 Listed equity securities as at 30 June 2017 are Fortuna Silver shares being held after the Group exercised warrants during the year. The listed equity securities on hand as at 30 June 2016 relating to Goldrock Mines Corp were disposed of during the period while those related to Argentex were eliminated as part of the acquisition (see Note 29 for further details). The Group has options to buy the remaining 30% of the Casposo mine with only the first 10% tranche option considered to be ‘in the money’ as at 30 June 2017. The call options were valued by comparing the discounted future cashflows related to each remaining 10% tranche and comparing against the contracted price for each 10% option. Only the first 10% tranche was “in the money” for US$245k. Fair value hierarchy Refer to note 1.5 of these financial statements for details of the fair value hierarchy. Transfers During the year ended 30 June 2017 there were no transfers between the financial instrument levels of hierarchy. 54 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 14. MINE PROPERTIES Consolidated Mine Properties - 30 June 2017 Cost Guanaco/Amancaya US$’000 Casposo US$’000 Total US$’000 58,849 8,661 67,510 Accumulated depreciation (49,910) (1,658) (51,568) Carrying value - Mine Properties 8,939 7,003 15,942 MOVEMENTS IN CARRYING VALUE Carrying amount at beginning of the year 9,655 9,044 18,699 Additions for the year 1,556 47 1,603 Increase in mine closure provision 3,593 - 3,593 Transfers from Exploration and Evaluation Expenditure 6,274 - 6,274 Disposals for the year Adjustment Depreciation for the year (2,657) (3) (2,660) 490 (450) 40 (9,972) (1,635) (11,607) Carrying amount at end of the year 8,939 7,003 15,942 Mine Properties - 30 June 2016 Cost 49,593 9,067 58,660 Accumulated depreciation (39,938) (23) (39,961) Carrying value - Mine Properties 9,655 9,044 18,699 MOVEMENTS IN CARRYING VALUE Carrying amount at beginning of the year 23,518 - 23,518 Additions for the year 2,801 12,142 14,943 Increase in mine closure provision 285 - 285 Transfers to Property, Plant and Equipment (1,315) (1,440)              (2,755) Transfers to Exploration and Evaluation Expenditure (9,905) (1,635) (11,540) Depreciation (5,729) (23) (5,752) Carrying amount at end of the year 9,655 9,044 18,699 The comparative figures have been reclassified as Mine Properties whereas they were disclosed as Intangible assets in financial statements for the year ended 30 June 2016. Impairment – Guanaco/Amancaya The Guanaco mine has been determined by Management, along with the Amancaya properties in the surrounding areas, and including the small mining services on-site provider, to be a single cash generating unit (“CGU”). The mine properties noted above and the property, plant and equipment that is an intrinsic part of the mine and its structure (included in note 15) are included in determining the carrying value of the CGU for the purposes of assessing for impairment. Management have assessed the fair value and book value of the Guanaco project to be both within the acceptable range of between US$84.2m and US$127.5m (preferred value US$105.9m) (2016: US$85.5m) and therefore no impairment charge has been applied to the assets for the current year. The fair value is based on an independent valuation using a discounted cash flow model and the following assumptions: • Gold price: US$1,250/oz – US$1,310/oz (2016: US$1,325/oz – US$1,207/oz) • Life of Mine: 8 years (Life of mine based on most recent financial model used for impairment testing) • Discount Rate (post-tax): 6.3% (2016: 5.7%) 55 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Goodwill Goodwill has arisen on the acquisition of a subsidiary, Ingenieria y Mineria Cachinalito Limitada. The recoverable amount of the goodwill arising from the Cachinalito business has been determined by including it as part of the combined Guanaco/Amancaya CGU described above. In light of the results of the independent valuation, management has assessed the goodwill as not being impaired. Impairment – Casposo After the recent acquisition of and as part of the restart of full operations at the Casposo gold-silver mine (‘Casposo’) an update to the Mineral Resource and Ore Reserve estimate was made. The estimates were reviewed by independent consultants Roscoe Postle Associates (“RPA”), and are summarised in a National Instrument 43-101 (“NI 43-101”) and JORC 2012 compliant Technical Report dated September 7, 2016. Management have assessed the fair value and book value of Casposo to be both within the acceptable range of between US$21.4m and US$43.4m (preferred value US$32.4m) and therefore no impairment charge has been applied to the assets for the current year. The fair value is based on an independent valuation using a discounted cash flow model and the following assumptions: • Gold price: US$1,250/oz – US$1,310/oz • Life of Mine: 5 years (Life of mine based on most recent financial model used for impairment testing) • Discount Rate (post-tax): 8.3% 15. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment - at cost Accumulated depreciation Carrying amount at end of year MOVEMENTS IN CARRYING VALUE Carrying amount at beginning of the year Additions for the year Additions from a business combination Transfers from Mining Properties Write-off Disposals for the year Depreciation for the year Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 132,175 87,442 (51,621) (33,235) 80,554 54,207 54,207 28,945 45,873 11,295 - 20,258 - 2,755 - (194) (1,140) - (18,386) (8,852) Carrying amount at end of year 80,554 54,207 The majority of the property, plant and equipment is included in either the Guanaco cash-generating unit or the Casposo cash-generating unit. Refer to note 14 for discussion on impairment. Property, plant and equipment that does not form part of the Guanaco or Casposo cash generating units are being carried at the lower of their book value and recoverable amount. The Group leases production equipment under a number of finance leases. At 30 June 2017, the net carrying amount of lease equipment was US$17,347k (2016: US$5,855k). 56 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 16. EXPLORATION AND EVALUATION EXPENDITURES Costs carried forward in respect of areas of interest: Carrying amount at the beginning of the year Additions for the year Transfers to Mining Properties Carrying amount at end of the year Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 12,247 8,202 (6,274) 14,175 649 58 11,540 12,247 The recovery of the carrying amount of the exploration and evaluation assets is dependent on the successful development and commercial exploration or sale of the areas of interest. This balance mainly relates to expenditure Guanaco, Casposo and Pingüino exploration projects. Additions for the year relate mainly to the Argentex acquisition. Refer to Note 29 for further details. 17. TRADE AND OTHER PAYABLES CURRENT Trade payables Accrued expenses Royalty Payable Income tax payable Other payables Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 10,088 2,187 1,738 292 2,628 5,890 2,812 - 1,159 3,053 Total current trade and other payables 16,933 12,914 NON CURRENT Other payables Refer to note 25 for detailed information on financial instruments. 18. EMPLOYEE ENTITLEMENTS CURRENT Employee entitlements MOVEMENT IN CURRENT PROVISIONS Opening balance Charged to the profit and loss Closing balance 8 39 Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 1,733 1,336 1,336 397 1,733 692 644 1,336 The current provision for employee entitlements includes all unconditional entitlements in accordance with the applicable legislation. The entire amount is presented as current, since the Group does not have an unconditional right to defer payment. The entire balance of employee benefits is expected to be settled within the next 12 months. 57 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 19. PROVISIONS NON CURRENT Mine closure MOVEMENT IN NON CURRENT PROVISIONS Opening balance Additions Present Value Adjustment Closing balance Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 10,195 5,697 5,697 4,458 40 10,195 1,842 3,855 - 5,697 The mine closure (restoration) provision relates to the estimated costs of dismantling and restoring mining sites and exploration tenements to their original condition at the end of the life of the mine or exploration drilling program. The provision at year end represents the present value of the Directors’ best estimate of the future sacrifice of economic benefits that will be required for meeting environmental obligations for existing tenements after activities have been completed. The provision is reviewed annually by the Directors. Concurrent reclamation, along with mining operations, is ongoing throughout the facility and continues to be a vital part of the Company’s reclamation practices. The plans are developed taking into consideration all legal, regulatory, governmental, and community requirements and compromises. Thus, the plan incorporates a number of assumptions used to estimate closure and post-closure objectives. As at 30 June 2017, the total restoration provision amounts to US$6.4m for Guanaco mine. The present value of the restoration provision was determined based on the following assumptions: • Undiscounted rehabilitation costs: US$6.9m; and • Remaining life of Mine: 8 years (Life of mine based on most recent financial model used for impairment testing). As at 30 June 2017, the total restoration provision amounts US$3.8m for the Casposo mine. The present value of the restoration provision was determined based on the following assumptions: • Undiscounted rehabilitation costs: US$4.2m; and • Remaining life of Mine: 5 years (Life of mine based on most recent financial model used for impairment testing). 20. BORROWINGS CURRENT Lease liability Credit facilities Total current borrowings NON-CURRENT Lease liability Credit facilities Total non-current borrowings 58 Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 5,825 5,055 10,880 8,149 3,500 11,649 1,879 - 1,879 2,071 - 2,071 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 20.1 Lease liabilities The Group leases production equipment under a number of finance leases. Refer to note 15 for further information. 20.2 Current Credit facilities The current Credit facilities consists of the following facilities: • a US$1.5m pre-export facility for Casposo mine operation with Banco San Juan (180 days) at an annual • interest rate of 4%; a US$2m pre-export facility for Guanaco mine operation with Santander Bank, Chile (240 days) at an annual interest rate of 4%; and the current portion of a US$5m credit facility with the BAF Latam Credit Fund, amounting to • US$1.5m. See below for more details. 20.3 Non-Current Credit facilities The non-current borrowings of US$3.5m is part of a US$5m credit facility with the BAF Latam Credit Fund, an unrelated third party lender. The credit facility is secured by a guarantee from the Company and a corresponding proportion of the receipts of doré sales from the Guanaco mine in Chile. Amounts drawn against the credit facility are to be repaid within eighteen months. 21. ISSUED CAPITAL Fully paid ordinary shares (US$'000) Number of ordinary shares at year end Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 99,050 93,537 518,983,178 478,761,995 Movements in ordinary share capital Date Number of ordinary shares Balance at 30 June 2015 No movement for the year Balance at 30 June 2016 Shares issues to purchase Argentex 22 Aug 16 Balance at 30 June 2017 478,761,995 478,761,995 40,221,183 518,983,178 US$'000 93,537 93,537 5,513 99,050 During the year, Austral Gold issued 40,221,183 new ordinary shares valued at US$5,513k as consideration for the remaining 80.1% of Argentex Mining Corporation not already owned by the Group. Further explanations are given in Note 29. Ordinary shares participate in dividends and the proceeds on winding up of the Parent Entity in proportion to the number of shares held. At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands. The ordinary shares do not have any par value. 59 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 22. ACCUMULATED LOSSES Retained earnings/ (Accumulated losses) at beginning of year Net profit/(loss) for the year Profits transferred to profit reserve Acquisition of subsidiary with non-controlling interests Share options expired Transfer to retained earnings realised gain on shares sold during the year Retained earnings/ (Accumulated losses) at end of year Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 235 (4,380) (3,362) (676) 13 (1,741) (9,911) (29,379) 25,130 - 980 - 3,504 235 On 4 March 2016 the Group entered into an agreement with Troy Resources Limited (`Troy’) to acquire a 51% interest in their Casposo silver-gold project (`Casposo’) in Argentina as well as takeover the day-to-day operations of Casposo. The initial accounting for this business combination transaction was provisional at 30 June 2016. As part of the finalisation of the fair value measurement process of the assets and liabilities acquired, the Group has remeasured the net assets acquired by an additional US$2 million. A further remeasurement of the options asset to acquire an additional 19% interest resulted in a US$5.5 million option value. As a result, the gain on bargain purchase has increased to US$27,335,188 for the year ended 30 June 2016, (Original 30 June 2016 : $20,809,923). This is offset by an option reserve of US$5.5 million and an increase in net assets acquired by US$2 million. Liabilities acquired in business combination1 Accumulated losses1 Gain on bargain purchase2 Option reserve3 Consolidated 30 June 2016 Remeasured US$’000 30 June 2016 Previously Reported US$’000 12,914 980 27,335 (5,505) 14,914 - 20,810 - Impact US$’000 (2,000) 980 6,525 (5,505) 1 Impact on Statement of Financial Position 2 Impact on Statement of Profit or Loss and Other Comprehensive Income and non cash items in the Statement of Cash Flows 3 Impact on Statement of Changes in Equity 23. NON-CONTROLLING INTEREST Non controlling interest in subsidiaries comprise: Acquired as part of subsidiary Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 14,201 21,650 60 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 24. RESERVES FOREIGN CURRENCY TRANSLATION RESERVE Balance at beginning of year Foreign exchange movements from translation of financial statements to US dollars Balance at end of year SHARE OPTION RESERVE Balance at beginning of year Options expired Option reserve for the 19% purchase option on Casposo Step acquisition of subsidiary with non-controlling interest Balance at end of year PROFIT APPROPRIATION RESERVE Balance at beginning of year Profits transferred to profit reserve Dividend paid Balance at end of year ASSET REVALUATION RESERVE Balance at beginning of year Fair value movement during the year Transfer to retained earnings realised gain on shares sold during the period Balance at end of year Total Reserves NATURE AND PURPOSE OF RESERVES Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 609 (249) 360 (5,492) (13) - 5,184 (321) - 3,362 (3,362) - (2,565) 824 1,741 - 39 622 (13) 609 13 - (5,505) - (5,492) - - - - (7,814) 8,753 (3,504) (2,565) (7,448) Foreign Currency Translation Reserve Exchange differences arising on translation of the non-US$ denominated non-monetary balances of Group Companies are recognised in the foreign currency translation reserve. The reserve is recognised in profit or loss when the net investment is disposed of. Share Option Reserve Options granted / issued as share-based payments are recognised in the share option reserve. These options expired during the year ended 30 June 2017. Asset Revaluation Reserve The reserve is used to recognise increments and decrements in the fair value of equity securities. 61 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 25. FINANCIAL INSTRUMENTS Financial risk management objectives The Group’s principal financial instruments comprise borrowings, receivables, listed equity securities, cash and short- term deposits. These activities expose the Group to a variety of financial risks: market risk (interest rate risk and foreign currency risk), credit risk, price risk and liquidity risk. The Group recognises the importance of risk management, and has adopted a Risk Management and Internal Compliance and Control policy which describes the role and accountabilities of management and of the Board. The Directors manage the different types of risks to which the Group is exposed by considering risk and monitoring levels of exposure to the main financial risks by being aware of market forecasts for interest rates, foreign exchange rates, commodity and market prices. The Group does not have significant exposure to credit risk and liquidity risk is monitored through general business budgets and forecasts. Interest Rate Risk The Group’s main interest rate risk arises from finance leases. The Group’s borrowings are at fixed rates and therefore do not carry any variable interest rate risk. Foreign Currency Risk The Group undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk through foreign currency exchange rate fluctuations. Foreign exchange rate risk arises from future commercial transactions and recognised financial assets and financial liabilities denominated in a currency that is not the functional currency of the Group. The risk is measured using cash flow forecasting. Foreign currency risk is minimal as most of the transactions are settled in US$. Price Risk The Group’s revenues are exposed to fluctuations in the price of gold, silver and other prices. Gold and silver produced is sold at prevailing market prices in US$. The Group has resolved that for the present time the production should remain unhedged. The Group considers exposure to commodity price fluctuations within reasonable boundaries to be an integral part of the business. Historical Evolution in the gold and silver commodity prices (US$) 2000 1800 1600 1400 1200 1000 800 600 400 200 0 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Gold Silver 60 50 40 30 20 10 0 Sensitivity to Changes in Commodity Prices (Gold and Silver) The below sensitivity analysis demonstrates the after tax effect on the profit/(loss) and equity which could result if there were changes in the gold and silver commodity prices by +/- 10% of the actual commodity prices realised by the Group in 2016 and 2017. Effect on profit/(loss) Effect on equity 2017 US$’000 4,270 (4,270) 2016 US$’000 3,692 (3,692) 2017 US$’000 4,270 (4,270) 2016 US$’000 3,692 (3,692) 10% increase in gold and silver price 10% decrease in gold and silver price 62 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS Financial Market Risk The financial market risk is the risk that the fair value or future cash flows of the financial instruments will fluctuate because of changes in market prices, which occurs due to the Group’s investment in listed securities where share prices can fluctuate over time. This risk however is not deemed to be significant as these investments are held for long term strategic purposes and therefore movement in the market prices do not impact the short-term profit or loss or cash flows of the Group. Credit Risk The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount, net of any allowance for doubtful debts, as disclosed in the statement of financial position and notes to the financial statements. The Group trades only with recognised, creditworthy third parties, and as such collateral is not requested nor is it the Group’s policy to securitise its other receivables. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. There are no significant concentrations of credit risk. Liquidity Risk The liquidity of the Group is managed to ensure sufficient funds are available to meet financial commitments in a timely and cost effective manner. Management continuously reviews the Group’s liquidity position through cash flow projections based upon the current life of mine plan to determine the forecast liquidity position and maintain appropriate liquidity levels. Maturities of financial liabilities The tables below analyse the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. YEAR ENDED 30 JUNE 2017 FINANCIAL LIABILITIES Trade and other payables Lease liabilities Total 2017 liabilities YEAR ENDED 30 JUNE 2016 FINANCIAL LIABILITIES Trade and other payables Lease liabilities Total 2016 liabilities Consolidated < 6 months US$'000 6-12 months US$'000 1-5 years US$'000 > 5 years US$'000 Total US$'000 16,933 4,123 21,056 - 2,220 2,220 12,790 1,198 13,988 124 645 769 8 8,546 8,554 39 2,304 2,343 - - - - - - 16,941 14,889 31,830 12,953 4,147 17,100 63 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 26. DIVIDENDS Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 Dividends paid during the financial year were as follows: Interim dividend for the year ended 30 June 2017 or A$0.009 per ordinary share 3,362 - On 31 December 2016 the Directors declared an interim dividend of A$0.009 (US$0.006) per ordinary share. The dividend was paid on 1 February 2017. The total distribution amounted to A$4,670,849 (US$3,361,656) based on the number of ordinary shares on issue as at 18 January 2017. No dividends were paid or proposed during the previous year. Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 6,343 8,546 14,889 (915) 13,974 5,825 8,149 1,843 2,304 4,147 (197) 3,950 1,879 2,071 Country of 30 June 2017 30 June 2016 Incorporation % owned % owned Australia British Virgin Islands Chile Argentina Chile Canada Canada Argentina 100.000 99.998 99.970 51.000 100.000 100.000 70.000 100.000 99.998 99.960 51.000 n/a n/a 51.000 27. COMMITMENTS LEASE COMMITMENTS – FINANCE Committed at the reporting date and recognised as liabilities, payable: Within one year One to five years Total commitment Less: Future finance charges Net commitment recognised as liabilities Representing: Lease liability – current Lease liability – non-current 28. SUBSIDIARIES PARENT ENTITY Austral Gold Limited SUBSIDIARIES Guanaco Mining Company Limited Guanaco Compañia Minera SpA Austral Gold Argentina S.A. Ingenieria y Mineria Cachinalito Limitada Argentex Mining Corporation* SCRN* Casposo Project** * Entity became a subsidiary during the year ** Additional 19% purchase in the Casposo Project in March 2017 64 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 29. ACQUISITION ARGENTEX (ASSET ACQUISITION) On 19 August 2016 the plan of arrangement (‘the Arrangement’) between Austral Gold and Argentex Mining Corporation (‘Argentex’) was finalised with the dual listing of Austral Gold on the TSX Venture Exchange under code AGLD. Under the terms of the Arrangement, Argentex shareholders received approximately 0.564676 of an ordinary share of Austral for each Argentex common share held at that date. Austral Gold issued a total of 40,221,183 shares to Argentex shareholders and Argentex became a wholly-owned subsidiary of Austral. At the time of acquisition, Argentex’s main asset was the Pingüino project with indicated and inferred resources but no probable and proven resources. The Pingüino project was not in production and there was no mine plan to place it into production. For these reasons, among others, the acquisition was accounted for as an acquisition of assets and liabilities and not a business combination as defined under AASB3. 29.1 Consideration transferred The fair value of the ordinary shares issued was based on the listed share price of the Company at the date of issue on 22 August 2016, AUD$0.19 (US$0.137) per share, which valued the share consideration transferred at US$5.5m. In addition, a previously owned 19.9% interest was treated as consideration at fair value of US$1.37m at the date of acquisition. 29.2 Assets acquired and liabilities assumed The following table summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition. Cash & cash equivalent Other current receivables Property, plant and equipment Exploration areas (Pingüino Project) Accounts payable Related party liabilities Other non-current liabilities Total identifiable net assets acquired 2017 US$'000 26 28 229 7,194 (98) (482) (13) 6,884 The Group incurred acquisition related costs of US$215,000 on legal fees and due diligence costs. These costs were capitalised against the value of the net assets acquired. 65 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 30. PARENT ENTITY INFORMATION Current assets Total assets Current liabilities Total liabilities Net assets Issued capital Accumulated losses Reserves Total shareholders’ equity Gain/(Loss) of the parent entity Total comprehensive income/(loss) of the parent entity Details of any guarantees entered into by the parent entity in relation to the debts of its subsidiaries Details of any contingent liabilities of the parent entity Details of any contractual commitments by the parent entity for the acquisition of property, plant or equipment. Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 71 66,964 12,066 12,066 54,898 99,050 (40,495) (3,657) 54,898 3,328 3,328 A* None None 57 63,243 13,575 13,575 49,668 93,537 (43,824) (45) 49,668 (704) (704) None None None A* Austral Gold is guarantor for the credit facility of US$5m between BAF and Austral Gold subsidiary, Guanaco Compania Minera SpA. 31. SUBSEQUENT EVENTS On 13 July 2017 Austral Gold executed a binding letter to acquire the San Guillermo and Reprado projects from Revelo Resources Corporation (‘Revelo’, TSX-V: RVL) for consideration of up to ten million Austral Gold ordinary shares (capped at US$0.21/share) and subject to existing Net Smelter Royalties (‘NSR’) and an additional NSR of up to 1%. The offer is subject to due diligence, entering into a definitive agreement and customary regulatory and exchange approvals. 32. RELATED PARTY TRANSACTIONS 32.1 KMP holdings of shares and share options • Mr Eduardo Elsztain holds 450,741,567 shares indirectly in Austral Gold Limited. • Mr Saul Zang holds 1,435,668 shares indirectly in Austral Gold Limited. • Mr Pablo Vergara del Carril holds 68,119 shares directly in Austral Gold Limited. • E Elsztain and S Zang are Directors of IFISA which holds 421,538,417 shares according to the last substantial holder notice lodged in January 2017. • P Vergara del Carril, E Elsztain and S Zang are Directors of Guanaco Capital Holding Corp which holds 31,386,890 shares according to the last substantial holder notice lodged in January 2017. • Mr Stabro Kasaneva holds 1,691,398, shares indirectly in Austral Gold Limited. • Mr Wayne Hubert holds 1,750,000 shares indirectly in Austral Gold Limited. • Michael Brown holds 34,716 shares directly in Austral Gold Limited. 66 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 NOTES TO THE FINANCIAL STATEMENTS 32.2 Directors and Key Management Personnel Remuneration The aggregate compensation made to Directors and other members of Key Management Personnel of the Group is set out below: Short-term employment benefits Post-employment benefits Total Consolidated 30 June 2017 US$’000 30 June 2016 US$’000 1,765 5 1,770 735 5 740 Other transactions with related parties Zang, Bergel & Viñes Abogados is a related party since two Directors, Saul Zang and Pablo Vergara del Carril have significant influence over this law firm based in Buenos Aires, Argentina. Legal fees charged to the Company for the year ended 30 June 2017 amounted to US$129,532 (2016: US$89,888). 32.3 Lending to majority shareholder In May 2015, a short-term loan for US$3m was made to Inversiones Financieras del Sur SA, a related party, on better than arm’s length terms. The loan balance outstanding of US$2,720,364 (Including accrued interest) was fully repaid on 1 February 2017. 32.4 Ultimate parent entity The Parent Entity is controlled by IFISA with a 81.62% interest in Austral Gold Limited and is incorporated in Uruguay. The ultimate beneficial owner of IFISA is Eduardo Elsztain. 33. UNRECOGNISED DEFERRED TAX ASSETS In certain entities of the Group, tax losses have not been recognised as deferred tax assets in respect of the following items, because it is not probable that future taxable profit will be available against which the Group can use the benefits therefrom. Australia Tax losses Capital losses Argentina Capital losses Canada Tax losses US$ ‘000 19,724 4,707 1,565 17,778 Expiry No Expiry No Expiry 2018 2017-2037 67 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 DIRECTORS’ DECLARATION 68 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017In the Directors’ opinion: 1 . the attached consolidated financial statements and notes thereto comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; 2 . the attached consolidated financial statements and notes thereto comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in note 1 to the consolidated financial statements; 3 . the attached consolidated financial statements and notes thereto give a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance for the financial year ended on that date; and 4 . there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The Directors have been given the declarations required by section 295A of the Corporations Act 2001. Signed in accordance with a resolution of Directors made pursuant to section 295(5)(a) of the Corporations Act 2001. Signed on behalf of the Directors by: Robert Trzebski Director Sydney 29 September 2017 69 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017KPMG INDEPENDENT AUDIT REPORT 70 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017Independent Auditor’s Report To the shareholders of Austral Gold Limited Report on the audit of the Financial Report Opinion We have audited the Financial Report of Austral Gold Limited (the Company). In our opinion, the accompanying Financial Report of the Company is in accordance with the Corporations Act 2001, including: • • giving a true and fair view of the Groups financial position as at 30 June 2017 and of its financial performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001. The Financial Report comprises: • Consolidated statement of financial position as at 30 June 2017 • Consolidated statement of profit or loss and other comprehensive income, Consolidated statement of changes in equity, and Consolidated statement of cash flows for the year then ended • Notes including a summary of significant accounting policies • Directors’ Declaration. The Group consists of the Company and the entities it controlled at the year-end or from time to time during the financial year. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We have fulfilled our other ethical responsibilities in accordance with the Code. KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. 71 71 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Key Audit Matters The Key Audit Matters we identified are: • Carrying value of mine assets and plant & equipment • Carrying value of exploration and evaluation assets • Argentex acquisition accounting • Consolidation accounting Key Audit Matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Report of the current period. These matters were addressed in the context of our audit of the Financial Report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Carrying value of mine assets and plant & equipment ($96.5m) Refer to Note 14 and 15 to the Financial Report The key audit matter How the matter was addressed in our audit The Group’s mine assets and plant & equipment were a significant portion (62%) of the Group’s total assets, and their carrying value was a key audit matter due to the high level of judgement required by us to assess the carrying value. The key judgements involved in the carrying value assessment are forward looking assumptions, as used in the Group’s value in use models. The key assumptions are forecast production, gold and silver prices, discount rates and reserve estimates. The Group obtained a reserve report from a third party expert to assist in their carrying value assessment. Our audit procedures included: • We obtained the Group’s value in use models, and: • • • In order to identify areas of increased audit focus, we performed sensitivity analysis on key assumptions in the value in use models such as production forecasts, gold and silver prices, discount rates and reserve estimates. We also compared historical production results with the historical production forecast. Compared the total forecast production assumptions to board approved future production forecasts and to the Group’s third party expert report Corroborated forecast production assumptions and mine closure plans with the key operational and finance personnel • We assessed the competence, capability and objectivity of the Group’s third party experts. • We compared the forecast gold and silver price assumptions against published forecast price expectations of industry commentators and investigated inconsistencies. 72 72 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Carrying value of exploration and evaluation assets ($14.2m) Refer to Note 16 to the Financial Report The key audit matter How the matter was addressed in our audit The carrying value of exploration and evaluation assets (E&E assets) is a key audit matter due to: • • the significance of the Group’s E&E asset balance (being 9% of total assets); and the greater level of audit effort to evaluate the Group’s application of the requirements of the industry specific accounting standard AASB 6 Exploration for and Evaluation of Mineral Resources, in particular the conditions allowing capitalisation of relevant expenditure and presence of impairment indicators. The presence of impairment indicators would necessitate a detailed analysis by the Group of the value of E&E. Therefore, given the criticality of this to the scope and depth of our work, we involved senior team members to challenge the Group’s determination that no such indicators existed. In assessing the conditions allowing capitalisation of relevant expenditure, we focused on: • • • the determination of the areas of interest (areas) in particular evaluating the results of the external expert engaged by the Group; documentation available regarding rights to tenure, via licensing, and compliance with relevant conditions, to maintain current rights to an area of interest. Additional complexity arose from the rights held in Chile and Argentina and the Group’s intention to continue the relevant E&E activities; the Group’s determination of whether the E&E are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale. In assessing the presence of impairment indicators, we focused on those factors that may draw into question the commercial continuation of E&E activities for the areas of Our audit procedures included: • Evaluating the Group’s accounting policy to recognise exploration and evaluation assets using the criteria in the accounting standard; • We assessed the results of the external expert and the Group’s determination of its areas of interest for consistency with the definition in the accounting standard; • For each area of interest, we assessed the Group’s current rights to tenure by corroborating the ownership of the relevant license to government registries and evaluating agreements in place with other parties. We also tested for compliance with conditions, such as minimum expenditure requirements, on a sample of licenses; • We tested the Group’s additions to E&E for the year by evaluating a sample of recorded expenditure for consistency to underlying records, the capitalisation requirements of the Group’s accounting policy and the requirements of the accounting standard; • We evaluated Group documents, such as minutes of directors meetings and ASX market announcements, for consistency with their stated intentions for continuing E&E in certain areas. We corroborated this through interviews with key operational and finance personnel; • We analysed the Group’s determination of recoupment through successful development and exploitation of the area (or by its sale) by evaluating the Group’s documentation of planned future/continuing activities including work programmes and project and corporate budgets for a sample of areas; • We assessed the impact of the changes in the gold and silver prices to the Group’s modelling underlying their decision for commercial continuation of activities; • We obtained project and corporate budgets AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 73 73 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 identifying areas with existing funding and those requiring alternate funding sources. We compared this for consistency with areas with E&E, for evidence of the ability to fund continued activities. We identified those areas relying on alternate funding sources and evaluated the capacity of the Group to secure such funding. • We compared the results from the external third party expert engaged by the Group regarding the existence of reserves and resources for consistency to the treatment of E&E and the requirements of the accounting standard. interest where significant capitalised E&E exists. In addition to the assessments above and given the changes in the gold and silver prices, we paid particular attention to: • • The impact of changes in gold and silver prices to the Group’s strategy and intentions The intention of the Group to fund the continuation of activities • Results from latest activities regarding the existence or otherwise of economically recoverable reserves/commercially viable quantity of the reserves. The Group engaged an external third party expert to assist with these assessments. Argentex acquisition accounting Refer to Note 29 to the Financial Report The key audit matter How the matter was addressed in our audit The Argentex acquisition accounting was a key audit matter given the complexity in applying the accounting standard requirements to the specific terms and conditions of the acquisition, and the potential significant magnitude of an incorrect share price for measuring the fair value of the existing interest in Argentex previously equity accounted for. We assessed whether the acquisition was a business combination or asset acquisition. These have differing accounting outcomes, therefore the assessment is critical to our audit. The specific conditions giving rise to the issue and a focus of our procedures included reviewin evidence of the presence or not of inputs, processes and outputs at Argentex against criteria in the business combinations accounting standard, which would result in accounting as a business combination. We involved accounting specialists in these considerations. Our audit procedures included: • Assessment of the Group’s determination of the Argentex acquisition characteristics, including the presence of the required inputs, processes and outputs to constitute a business, as per criteria in the accounting standards. We evaluated the presence of proven and probable resources purchased by the Group. • To assess the cost of acquisition recognised by the Group: • • We obtained from the TSX the closing share price of Argentex prior to acquisition by the Group and recalculated the fair value of the ownership interest held immediately prior to the acquisition and compared this to the amount recorded by the Group. We compared the Group’s share price on date of acquisition to the amount 74 74 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Additional audit effort was applied to assessing the measurement of the acquisition. This resulted from the complexity of also valuing the previously equity accounted interest in Argentex, on the basis of the fair value of the interest immediately prior to the acquisition, and the fair value of the Group’s shares issued to Argentex shareholders under AASB 2 Share Based Payments. used to calculate the value of the Group’s equity issued as consideration under AASB 2 Share Based Payments in order to determine the cost of acquisition. Consolidation accounting The key audit matter How the matter was addressed in our audit The Group has operations in Argentina and Chile, a corporate head office in Australia and an entity registered in Canada. There are also minority interests held in certain subsidiaries of the Group, with other subsidiaries in a cross ownership structure that are 100% owned on consolidation. As a result, the consolidation accounting process is a key audit matter due to the complexity of the manual consolidation process and its susceptibility to error and the impacts of the incorrect consolidation methodology are significant. Our audit procedures included: • We held discussions with management, read the minutes of directors meetings and ASX announcements, and used this knowledge to assess the consolidation journals are appropriate given the facts and circumstances of transactions entered into by the Group; • Obtaining the Group’s manual consolidation spreadsheet and testing: • • • • • the individual financial information for entities included in the consolidation for consistency with the reporting we received from component auditors; elimination of intercompany balances and transactions; elimination of investment ownership percentages held at component level and replacement with the Group ownership percentages and Group accounting treatment; sources for each journal and relevance for inclusion in the consolidation; and recognition of minority interests journals and compared these with the minority interests held in the Group. AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 75 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Other Information Other Information is financial and non-financial information in Austral Gold Limited’s annual reporting which is provided in addition to the Financial Report and the Auditor's Report. The Directors are responsible for the Other Information. Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not express an audit opinion or any form of assurance conclusion thereon, with the exception of the Remuneration Report. In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we consider whether the Other Information is materially inconsistent with the Financial Report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We are required to report if we conclude that there is a material misstatement of this Other Information, and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report. Responsibilities of the Directors for the Financial Report The Directors are responsible for: • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 • • implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error assessing the Group’s ability to continue as a going concern. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objective is: • • to obtain reasonable assurance about whether the Financial Report as a whole is free from material misstatement, whether due to fraud or error; and to issue an Auditor’s Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Financial Report. A further description of our responsibilities for the audit of the Financial Report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_files/ar2.pdf. This description forms part of our Auditor’s Report. 76 76 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 Report on the Remuneration Report Opinion Directors’ responsibilities In our opinion, the Remuneration Report of Austral Gold Limited for the year ended 30 June 2017, complies with Section 300A of the Corporations Act 2001. The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with Section 300A of the Corporations Act 2001. Our responsibilities We have audited the Remuneration Report included in pages 29 to 32 of the Directors’ report for the year ended 30 June 2017. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. KPMG Daniel Camilleri Partner Sydney 29 September 2017 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 77 77 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017ADDITIONAL INFORMATION CORPORATE GOVERNANCE STATEMENT Austral Gold Limited and its subsidiaries have adopted the corporate governance framework and practices set out in its Corporate Governance Statement. The Corporate Governance Statement is available on the Company’s website at www.australgold.com. STATEMENT OF ISSUED CAPITAL As at 31 August 2017 the total issued capital of Austral Gold Limited was 518,983,178 ordinary shares. 486,196,947 shares were quoted on the Australian Securities Exchange under the code AGD. The only shares of the Company on issue are fully paid ordinary shares. None of these shares are restricted securities or securities subject to voluntary escrow within the meaning of the Listing Rules of the Australian Securities Exchange. 32,786,231 shares were quoted on the TSX Venture Exchange under the code AGLD. There are no restrictions on the voting rights attached to the fully paid ordinary shares. On a show of hands, every member present in person, by proxy, by attorney or by representative shall have one vote. On a poll, every member present in person, by proxy, by attorney or by representative shall have one vote for every share held. DISTRIBUTION OF FULLY PAID ORDINARY SHARES As at 31 August 2017 Size of Holding 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 >100,000 Holders Shares Held % of issued capital 607 273 96 90 32 237,584 745,547 798,275 3,180,110 514,021,662 1,098 518,983,178 0.05% 0.14% 0.15% 0.61% 99.04% 100% The number of members holding less than a marketable parcel of 2,942 ordinary shares (based on a market price of AUD $0.17 on 31 August 2017) is 765. They hold a total of 534,645 ordinary shares. SUBSTANTIAL SHAREHOLDERS The Company has been notified of the following substantial shareholdings as at 31 August 2017: Registered Holder Citicorp Nominees Beneficial Holder Inversiones Financieras Del Sur SA (IFISA) HSBC Custody Nominees Inversiones Financieras Del Sur S.A. (IFISA) HSBC Custody Nominees Citicorp Nominees Guanaco Capital Holding Corp Eduardo Sergio Elsztain Shares Held 413,665,357 775,500 31,386,890 4,913,820 450,741,567 78 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017 TOP TWENTY SHAREHOLDERS AS AT 31 AUGUST 2017 Rank Name No. of shares % of issued capital 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 CITICORP NOMINEES PTY LIMITED CANADIAN REGISTER CONTROL HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED J P MORGAN NOMINEES AUSTRALIA LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED FORSYTH BARR CUSTODIANS LTD MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED ASOCIACION ISRAELITA ARGENTINA TZEIRE AGUDATH JABAD MR HAROLD JOSEPH FREIMAN BNP PARIBAS NOMINEES PTY LTD BNP PARIBAS NOMS PTY LTD MR ZHEN DUO GUO MR RODNEY DAVID JACKSON JP MORGAN TRUST COMPANY LTD LIMOL TRADING CORP MR RUDOLF ALBERT SCHULZ BIRCHALL PROJECTS LTD MR MARCUS EINFELD GREENFORD INVESTMENTS LIMITED Total Other Total shares on issue 433,809,541 30,572,082 27,164,863 6,630,212 2,682,810 2,211,726 2,006,603 1,741,466 1,158,265 770,416 736,717 663,524 389,268 300,000 297,445 297,445 251,796 230,000 200,000 200,000 83.59% 5.89% 5.23% 1.28% 0.52% 0.43% 0.39% 0.34% 0.22% 0.15% 0.14% 0.13% 0.08% 0.06% 0.06% 0.06% 0.05% 0.03% 0.03% 0.03% 512,314,179 6,668,999 518,983,178 98.71% 1.29% 100.00% Forward Looking Statements Statements in this annual report that are not historical facts are forward-looking statements. Forward-looking statements are statements that are not historical, and consist primarily of projections - statements regarding future plans, expectations and developments. Words such as “expects”, “intends”, “plans”, “may”, “could”, “potential”, “should”, “anticipates”, “likely”, “believes” and words of similar import tend to identify forward-looking statements. All forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those expressed or implied, including, without limitation, business integration risks; uncertainty of production, development plans and cost estimates, commodity price fluctuations; political or economic instability and regulatory changes; currency fluctuations, the state of the capital markets, uncertainty in the measurement of mineral reserves and resource estimates, Austral’s ability to attract and retain qualified personnel and management, potential labour unrest, reclamation and closure requirements for mineral properties; unpredictable risks and hazards related to the development and operation of a mine or mineral property that are beyond the Company’s control, the availability of capital to fund all of the Company’s projects and other risks and uncertainties identified under the heading “Risk Factors” in the Company’s continuous disclosure documents filed on SEDAR. You are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used. Austral cannot assure you that actual events, performance or results will be consistent with these forward-looking statements, and management’s assumptions may prove to be incorrect. Austral’s forward-looking statements reflect current expectations regarding future events and operating performance and speak only as of the date hereof and Austral does not assume any obligation to update forward-looking statements if circumstances or management’s beliefs, expectations or opinions should change other than as required by applicable law. For the reasons set forth above, you should not place undue reliance on forward-looking statements. 79 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number Tenement name Locality Group ownership Tenement Number Tenement name Locality Group ownership 405.334/CID/05 Tranquilo 1 Pinguino/Santa Cruz 100% 420.152/AG/12 Juangui VI Santa Cruz 405.335/CID/05 Tranquilo 2 Pinguino/Santa Cruz 100% 426.619/AG/11 Juangui II Santa Cruz 405.336/CID/05 Cañadon Pinguino/Santa Cruz 100% 424.416/AG/10 Juangui IV Santa Cruz 414.409/CID/00 Pingüino Pinguino/Santa Cruz 100% 429.333/AG/11 Juangui IV-A Santa Cruz 423.542/SCRN/15 Plata Leon Pinguino/Santa Cruz 100% 426.127/AG/13 Juangui IV-C Santa Cruz 400.720/SCRN/07 Alto Condor Other Santa Cruz 100% 426.126/AG/13 Juangui IV-D Santa Cruz 414.085/CID/00 Condor Manifestacion de Descubrimiento Other Santa Cruz 100% 423.390/AG/13 Juangui IV-B Santa Cruz 428.949/AGA/14 Juangui IV-E-1 Santa Cruz 407.929/CID/03 Diamante 1 Other Santa Cruz 100% 428.953/AGA/14 Juangui IV-E-2 Santa Cruz 407.928/CID/03 Diamante 2 Other Santa Cruz 100% 428.948/AGA/14 Juangui IV-E-3 Santa Cruz 424.987/SCRN/10 Contreras Oeste Other Santa Cruz 100% 424.417/AG/10 Juangui V Santa Cruz 424.988/SCRN/10 Contreras Este Other Santa Cruz 100% 428.952/AGA/14 Juangui IV-E-4 Santa Cruz 407.934/CID/03 Nuevo Oro 2 Other Santa Cruz 100% 428.951/AGA/14 Juangui IV-E-5 Santa Cruz 28036M2003 Menucos 6 Rio Negro 100% 427.811/AG/13 Juangui IV-F Santa Cruz 28037M2003 Menucos 7 Rio Negro 100% 429.335/AG/11 Juangui V-A Santa Cruz 28038M2003 Menucos 8 Rio Negro 100% 422.958/AGA/12 Juangui V-B Santa Cruz 28039M2003 Menucos 9 Rio Negro 100% 427.818/AGA/13 Juangui VI-D Santa Cruz 28040M2003 Menucos 10 Rio Negro 100% 426.544/AG/13 Juangui VI-A Santa Cruz 28041M2003 Menucos 11 Rio Negro 100% 427.815/AGA/13 Juangui VII-B Santa Cruz 28042M2003 Menucos 12 Rio Negro 100% 426.545/AG/13 Juangui VII-A Santa Cruz 28043M2003 Menucos 13 Rio Negro 100% 426.787/AG/13 Juangui VIII-A Santa Cruz 428.950/AGA/14 8 de Julio IX Santa Cruz 100% 431.875/AG/15 Barroso Chico I Santa Cruz 406.843/GCHA/08 8 de Julio X Santa Cruz 100% 431.874/AGA/15 Barroso Chico II Santa Cruz 424.414/AG/10 Juangui I Santa Cruz 420.324/AG/12 Juangui I-A Santa Cruz 427.819/AGA/13 Juangui I-B Santa Cruz 424.415/AG/10 Juangui III Santa Cruz 420.150/AG/12 Juangui II-A Santa Cruz 425.573/AG/13 Juangui II-B Santa Cruz 425.571/AG/13 Juangui II-C Santa Cruz 427.820/AGA/13 Juangui II-D Santa Cruz 427.826/AGA/13 Juangui VI-C Santa Cruz 100% 100% 100% 100% 100% 100% 100% 100% 100% 435.059/AGA/16 Cerro Contreras Norte Santa Cruz 5200438-M-1998 KAMILA San Juan 4141348-I-2005 JULIETA San Juan 11240189-I-2007 ALICIA I San Juan 11240190-I-2007 MARÍA JOSÉ San Juan 11240191-I-2007 Vallecito San Juan 1124 59-T-2011 MARÍA PAZ San Juan 1124 62-T-2011 Carolina San Juan 1124 64-T-2011 MARÍA Luz San Juan 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 70% 70% 70% 70% 70% 70% 70% 70% 80 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number Tenement name Locality Group ownership Tenement Number Tenement name Locality Group ownership 1124225-T-2013 PALOMA San Juan 1124226-T-2013 JULIA San Juan 1124220-T-2014 ALINA San Juan 425315-C-2002 Sin nombre San Juan 425120-C-2003 Sin nombre San Juan 414299-I-2004 Sin nombre San Juan 414375-I-2004 Sin nombre San Juan 414501-I-2004 Sin nombre San Juan 414504-I-2004 Sin nombre San Juan 414717-I-2004 Sin nombre San Juan 1124350-I-2007 Rosalía San Juan 70% 70% 70% 70% 70% 70% 70% 70% 70% 70% 70% 02205-0016-0 Salvadora TALTAL , GUANACO 100% 02205-0017-9 San Benito TALTAL , GUANACO 100% 02205-0018-7 Sapiola TALTAL , GUANACO 100% 02205-0019-5 San Manuel TALTAL , GUANACO 100% 02205-0020-9 San Antonio TALTAL , GUANACO 100% 02205-0030-6 Zelmira TALTAL , GUANACO 100% 02205-0037-3 Ventura TALTAL , GUANACO 100% 02205-0038-1 Veintiuno de Mayo TALTAL , GUANACO 100% 02205-0039-K Wolney TALTAL , GUANACO 100% 02205-0063-2 Unión TALTAL , GUANACO 100% 02205-0064-0 Universal TALTAL , GUANACO 100% 02205-0481-6 Estrella de Venus Uno al Dos TALTAL , GUANACO 100% 02205-0066-7 Verónica TALTAL , GUANACO 100% 02202-1101-0 Blanca Estela TALTAL , GUANACO 100% 02205-0069-1 Valparaíso TALTAL , GUANACO 100% 02205-0240-6 Quillota TALTAL , GUANACO 100% 02205-0070-5 Victoria ó Victorina TALTAL , GUANACO 100% 02205-0314-3 Inés 1 al 3 TALTAL , GUANACO 100% 02205-0071-3 Vallenarina TALTAL , GUANACO 100% 02202-1132-0 Alfa Uno al Mil TALTAL , GUANACO 100% 02205-0075-6 Talca TALTAL , GUANACO 100% 02202-1134-7 Cristina 1 al 397 TALTAL , GUANACO 100% 02205-0080-2 Tropezón TALTAL , GUANACO 100% 02202-1135-5 Dumbo 1 al 4 TALTAL , GUANACO 100% 02205-0081-0 Trinchera TALTAL , GUANACO 100% 02202-1136-3 Florita 1 al 766 TALTAL , GUANACO 100% 02205-0082-9 Tulipan Negro TALTAL , GUANACO 100% 02202-1138-K Guanaco 1 al 168 TALTAL , GUANACO 100% 02205-0083-7 Teresa TALTAL , GUANACO 100% 02202-1139-8 Los Pepes 7 TALTAL , GUANACO 100% 02205-0084-5 Talita TALTAL , GUANACO 100% 02202-1238-6 Los Pepes 14 TALTAL , GUANACO 100% 02205-0085-3 Toribio TALTAL , GUANACO 100% 02202-1239-4 Los Pepes 1 al 2 TALTAL , GUANACO 100% 02205-0090-K Todos Santos TALTAL , GUANACO 100% 02202-1240-8 02202-1241-6 Los Pepes 11 al 13 Los Pepes 18 al 19 TALTAL , GUANACO 100% 02205-0117-5 San Roberto TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02205-0141-8 Santo Domingo TALTAL , GUANACO 100% 02202-1242-4 Los Pepes 26 TALTAL , GUANACO 100% 02205-0142-6 Susana TALTAL , GUANACO 100% 02202-1243-2 Los Pepes 3 al 5 TALTAL , GUANACO 100% 02205-0156-6 San Juan TALTAL , GUANACO 100% 02205-0305-4 Inesperada 1 al 3 TALTAL , GUANACO 100% 02205-0162-0 San Andrés TALTAL , GUANACO 100% 02202-1228-9 Resolución TALTAL , GUANACO 100% 02205-0163-9 Sabina TALTAL , GUANACO 100% 02205-0009-8 Santa Clara TALTAL , GUANACO 100% 02205-0164-7 Sajonia TALTAL , GUANACO 100% 02205-0010-1 Santa Rita TALTAL , GUANACO 100% 02205-0176-0 Océano Pacífico TALTAL , GUANACO 100% 02205-0012-8 Sol TALTAL , GUANACO 100% 02205-0177-9 Oro Escapado TALTAL , GUANACO 100% 81 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number Tenement name Locality Group ownership Tenement Number Tenement name Locality Group ownership 02205-0179-5 Oyama TALTAL , GUANACO 100% 02205-0330-5 Juanita TALTAL , GUANACO 100% 02205-0191-4 Panchita TALTAL , GUANACO 100% 02205-0331-3 Juana Luisa TALTAL , GUANACO 100% 02205-0194-9 Pique Wessel TALTAL , GUANACO 100% 02205-0352-6 Lealtad TALTAL , GUANACO 100% 02205-0195-7 Portales TALTAL , GUANACO 100% 02205-0355-0 Lira TALTAL , GUANACO 100% 02205-0196-5 Progreso TALTAL , GUANACO 100% 02205-0356-9 Laguna TALTAL , GUANACO 100% 02205-0198-1 Perseverancia TALTAL , GUANACO 100% 02205-0360-7 Lucrecia TALTAL , GUANACO 100% 02205-0201-5 Pensilvania Uno al Dos TALTAL , GUANACO 100% 02205-0364-K Lilita TALTAL , GUANACO 100% 02205-0216-3 Paraguaya TALTAL , GUANACO 100% 02205-0368-2 Lucila TALTAL , GUANACO 100% 02205-0242-2 Ricardo TALTAL , GUANACO 100% 02205-0398-4 María Luisa TALTAL , GUANACO 100% 02205-0243-0 Rosita TALTAL , GUANACO 100% 02205-0401-8 Mister Meiggs TALTAL , GUANACO 100% 02205-0244-9 Río Huasco TALTAL , GUANACO 100% 02205-0402-6 Milagro TALTAL , GUANACO 100% 02205-0250-3 Río Huasco TALTAL , GUANACO 100% 02205-0403-4 Mapocho TALTAL , GUANACO 100% 02205-0251-1 Rosario del Llano TALTAL , GUANACO 100% 02205-0252-K Rosalbita TALTAL , GUANACO 100% 02205-0405-0 02205-0407-7 Mercedes Segunda Manuel Antonio Matta TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02205-0256-2 Rita TALTAL , GUANACO 100% 02205-0408-5 Mercedes TALTAL , GUANACO 100% 02205-0257-0 02205-0259-7 02205-0260-0 Rosalbita Segunda Resguardo Primera Resguardo Segunda TALTAL , GUANACO 100% 02205-0410-7 María Teresa TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02205-0413-1 Mercedes TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02205-0415-8 María Lastenia TALTAL , GUANACO 100% 02205-0274-0 Restauradora TALTAL , GUANACO 100% 02205-0275-9 Rica TALTAL , GUANACO 100% 02205-0296-1 Mauricio TALTAL , GUANACO 100% 02205-0300-3 Altamira TALTAL , GUANACO 100% 02205-0306-2 Isolina TALTAL , GUANACO 100% 02205-0307-0 Imperial TALTAL , GUANACO 100% 02205-0308-9 Isabel Antigua TALTAL , GUANACO 100% 02205-0309-7 Ixora TALTAL , GUANACO 100% 02205-0310-0 Istria TALTAL , GUANACO 100% 02205-0311-9 Iliria TALTAL , GUANACO 100% 02205-0323-2 Jenoveva TALTAL , GUANACO 100% 02205-0324-0 Josefina TALTAL , GUANACO 100% 02205-0325-9 Juana Maria TALTAL , GUANACO 100% 02205-0329-1 J TALTAL , GUANACO 100% 02205-0416-6 Mar Adriatico TALTAL , GUANACO 100% 02205-0419-0 Mercedes TALTAL , GUANACO 100% 02205-0447-6 Naciente TALTAL , GUANACO 100% 02205-0449-2 Nebulosa TALTAL , GUANACO 100% 02205-0526-K Deslindante TALTAL , GUANACO 100% 02205-0527-8 Domitila TALTAL , GUANACO 100% 02205-0528-6 Don Eduardo TALTAL , GUANACO 100% 02205-0529-4 Don Felipe TALTAL , GUANACO 100% 02205-0531-6 Desdicha TALTAL , GUANACO 100% 02205-0532-4 Dos Amigos TALTAL , GUANACO 100% 02205-0533-2 Don Juan TALTAL , GUANACO 100% 02205-0534-0 D TALTAL , GUANACO 100% 02205-0535-9 Duilia TALTAL , GUANACO 100% 02205-0536-7 Diamante TALTAL , GUANACO 100% 82 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number Tenement name Locality Group ownership Tenement Number Tenement name Locality Group ownership 02205-0537-5 Dos Carmelos TALTAL , GUANACO 100% 02205-0821-8 Amapola TALTAL , GUANACO 100% 02205-0549-9 Defensa TALTAL , GUANACO 100% 02205-0822-6 Amalia TALTAL , GUANACO 100% 02205-0580-4 Escapada TALTAL , GUANACO 100% 02205-0824-2 Amparo TALTAL , GUANACO 100% 02205-0581-2 Esperanza TALTAL , GUANACO 100% 02205-0825-0 Andacollo TALTAL , GUANACO 100% 02205-0583-9 Emma Luisa TALTAL , GUANACO 100% 02205-0826-9 Aurora TALTAL , GUANACO 100% 02205-0584-7 E TALTAL , GUANACO 100% 02205-0827-7 A TALTAL , GUANACO 100% 02205-0585-5 Emma TALTAL , GUANACO 100% 02205-0828-5 Alemania TALTAL , GUANACO 100% 02205-0586-3 Elba TALTAL , GUANACO 100% 02205-0829-3 Asturiana TALTAL , GUANACO 100% 02205-0587-1 Estefanía TALTAL , GUANACO 100% 02205-0830-7 Amistad TALTAL , GUANACO 100% 02205-0588-K Elquina TALTAL , GUANACO 100% 02205-0831-5 Arco Iris TALTAL , GUANACO 100% 02205-0619-3 Fortunata TALTAL , GUANACO 100% 02205-0832-3 Angela TALTAL , GUANACO 100% 02205-0620-7 F TALTAL , GUANACO 100% 02205-0851-K Augusto TALTAL , GUANACO 100% 02205-0621-5 Fortuna TALTAL , GUANACO 100% 02205-0892-7 Brillante TALTAL , GUANACO 100% 02205-0622-3 Filomena TALTAL , GUANACO 100% 02205-0894-3 Bio Bio TALTAL , GUANACO 100% 02205-0623-1 Fraternidad TALTAL , GUANACO 100% 02205-0896-K Buenos Muchachos TALTAL , GUANACO 100% 02205-0624-K Fresia TALTAL , GUANACO 100% 02205-0897-8 Brilladora TALTAL , GUANACO 100% 02205-0627-4 Fedra TALTAL , GUANACO 100% 02205-0904-4 B TALTAL , GUANACO 100% 02205-0628-2 Fides TALTAL , GUANACO 100% 02205-0906-0 Bruna María TALTAL , GUANACO 100% 02205-0645-2 Guanajuatos TALTAL , GUANACO 100% 02205-0934-6 Cupido TALTAL , GUANACO 100% 02205-0646-0 G TALTAL , GUANACO 100% 02205-0936-2 Carolina TALTAL , GUANACO 100% 02205-0647-9 Guillermo TALTAL , GUANACO 100% 02205-0938-9 Convención TALTAL , GUANACO 100% 02205-0649-5 Guicelda TALTAL , GUANACO 100% 02205-0940-0 Cachapoal TALTAL , GUANACO 100% 02205-0650-9 Graciela TALTAL , GUANACO 100% 02205-0941-9 Crisomega TALTAL , GUANACO 100% 02205-0667-3 Huascar TALTAL , GUANACO 100% 02205-0942-7 California TALTAL , GUANACO 100% 02205-0671-1 H TALTAL , GUANACO 100% 02205-0943-5 Copiapina TALTAL , GUANACO 100% 02205-0672-K Herminia TALTAL , GUANACO 100% 02205-0944-3 C TALTAL , GUANACO 100% 02205-0674-6 Horacio TALTAL , GUANACO 100% 02205-0945-1 Ciclón TALTAL , GUANACO 100% 02205-0815-3 Aconcagua TALTAL , GUANACO 100% 02205-0946-K Cuncuna TALTAL , GUANACO 100% 02205-0816-1 Angela TALTAL , GUANACO 100% 02205-0947-8 Carolina TALTAL , GUANACO 100% 02205-0818-8 Araucana TALTAL , GUANACO 100% 02205-0950-8 Catalina TALTAL , GUANACO 100% 02205-0819-6 Argentina TALTAL , GUANACO 100% 02205-0951-6 Chacabuco TALTAL , GUANACO 100% 02205-0820-K Auristela TALTAL , GUANACO 100% 02205-0954-0 Chinchosa TALTAL , GUANACO 100% 83 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number Tenement name Locality Group ownership Tenement Number 02205-0956-7 Complemento TALTAL , GUANACO 100% 02202-6633-8 Tenement name Las Pailas XVI, 1 al 30 Locality Group ownership TALTAL , GUANACO 100% 02205-1023-9 María Estela TALTAL , GUANACO 100% 02205-0400-K María Luisa TALTAL , GUANACO 100% 02205-0955-9 Chile TALTAL , GUANACO 100% 02205-0953-2 Chilena TALTAL , GUANACO 100% 02202-3035-K Paila Dos, 1 al 29 TALTAL , GUANACO 100% 02202-2480-5 Boa A TALTAL , GUANACO 100% 02201-1327-2 Yolita 1 al 7 TALTAL , GUANACO 100% 02202-2481-3 Boa B TALTAL , GUANACO 100% 02205-0029-2 Zunilda TALTAL , GUANACO 100% 02202-2482-1 Boa C TALTAL , GUANACO 100% 02205-0582-0 Elvira TALTAL , GUANACO 100% 02202-2483-K Boa D TALTAL , GUANACO 100% 02205-0893-5 Barcelona TALTAL , GUANACO 100% 02202-2484-8 Boa E TALTAL , GUANACO 100% 02205-0590-1 Esperanza Tercera TALTAL , GUANACO 100% 02202-2485-6 Boa F TALTAL , GUANACO 100% 02202-4588-8 Pancha 1 al 2 TALTAL , GUANACO 100% 02202-2486-4 Boa G TALTAL , GUANACO 100% 02202-4696-8 Boa - K 1, 1 al 25 TALTAL , GUANACO 100% 02202-2487-2 Boa H TALTAL , GUANACO 100% 02202-4697-3 Cata 5 - 1, 1 al 25 TALTAL , GUANACO 100% 02202-2489-9 Boa J TALTAL , GUANACO 100% 02202-4698-1 G - 23 1, 1 al 25 TALTAL , GUANACO 100% 02202-2490-2 Boa K TALTAL , GUANACO 100% 02202-4699-K G - 101 1, 1 al 25 TALTAL , GUANACO 100% 02202-1134-7 02202-4700-7 G - 102 1, 1 al 25 TALTAL , GUANACO 100% 02202-4701-8 WE - 49 1, 1 al 25 TALTAL , GUANACO 100% 02202-4702-3 WE - 61 1, 1 al 25 TALTAL , GUANACO 100% 02202-4703-1 WE - 62 1, 1 al 25 TALTAL , GUANACO 100% 02202-4934-4 Diamante 1 TALTAL , GUANACO 100% 02202-5252-3 Rocío 1 TALTAL , GUANACO 100% 02202-6599-4 02202-6600-1 02202-6601-K 02202-6602-8 02202-6603-6 02202-5253-1 Rocío 2, 1 al 2 TALTAL , GUANACO 100% 02202-6604-4 02202-5254-K Rocío 3, 1 al 2 TALTAL , GUANACO 100% 02202-6605-2 02202-5255-8 G-1, 1 al 40 TALTAL , GUANACO 100% 02202-5263-9 G-2, 1 al 40 TALTAL , GUANACO 100% 02202-5256-6 WE-64 B, 1 al 25 TALTAL , GUANACO 100% 02202-5264-7 Protector I, 1-40 TALTAL , GUANACO 100% 02202-5265-5 Protector II, 1-60 TALTAL , GUANACO 100% 02205-0347-K K TALTAL , GUANACO 100% 02202-6606-0 02202-6607-9 02202-6608-7 02202-6609-5 02202-6610-9 02202-6420-3 G-9, 1 al 10 TALTAL , GUANACO 100% 02202-6611-7 02202-6421-1 G-18, 1 al 10 TALTAL , GUANACO 100% 02202-6631-1 02202-6632-K Las Pailas XIV, 1 al 30 Las Pailas XV, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6612-5 02202-6613-3 02202-6595-1 Chancho 1, 1 al 20 Chancho 2, 1 al 20 Chancho 3, 1 al 20 Chancho 4, 1 al 20 Chancho 5, 1 al 20 Chancho 6, 1 al 20 Chancho 7, 1 al 20 Chancho 8, 1 al 20 Chancho 9, 1 al 20 Chancho 10, 1 al 20 Chancho 11, 1 al 30 Chancho 12, 1 al 20 Chancho 13, 1 al 20 Chancho 14, 1 al 30 Chancho 15, 1 al 30 Chancho 16, 1 al 30 Salvadora 1, 1 al 20 TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% 84 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number 02202-6596-K 02202-6597-8 02202-6794-6 02202-6795-4 02202-6796-2 02202-6797-0 02202-6798-9 02202-6799-7 02202-6800-4 02202-6801-2 02202-6802-0 02202-6803-9 02202-6804-7 02202-6805-5 02202-6806-3 Tenement name Salvadora 2, 1 al 20 Salvadora 3, 1 al 20 Las Pailas I, 1 al 30 Las Pailas II, 1 al 30 Las Pailas III, 1 al 30 Las Pailas IV, 1 al 30 Las Pailas V, 1 al 30 Las Pailas VI, 1 al 30 Las Pailas VII, 1 al 30 Las Pailas VIII, 1 al 30 Las Pailas IX, 1 al 30 Las Pailas X, 1 al 20 Las Pailas XI, 1 al 20 Las Pailas XII, 1 al 20 Las Pailas XIII, 1 al 20 Locality Group ownership Tenement Number Tenement name Locality Group ownership TALTAL , GUANACO 100% 02202-6958-2 G-20, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6959-0 G-21, 1 al 30 TALTAL , GUANACO 100% 02202-6960-4 G-22, 1 al 30 TALTAL , GUANACO 100% 02202-6961-2 G-23, 1 al 30 TALTAL , GUANACO 100% 02202-6962-0 G-24, 1 al 30 TALTAL , GUANACO 100% 02202-6963-9 G-25, 1 al 20 TALTAL , GUANACO 100% 02202-6964-7 G-26, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6965-5 G-27, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6966-3 G-28, 1 al 20 TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6967-1 G-29, 1 al 30 TALTAL , GUANACO 100% 02202-6968-K G-30, 1 al 30 TALTAL , GUANACO 100% 02202-6969-8 G-31, 1 al 30 TALTAL , GUANACO 100% 02202-6970-1 G-32, 1 al 30 TALTAL , GUANACO 100% 022026971-K G-33, 1 al 30 TALTAL , GUANACO 100% 02202-6972-8 G-34, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6973-6 G-35, 1 al 30 TALTAL , GUANACO 100% TALTAL , GUANACO 100% 02202-6974-4 G-36, 1 al 20 TALTAL , GUANACO 100% 02202-6807-4 G-3, 1 al 6 TALTAL , GUANACO 100% 02202-6975-2 G-37, 1 al 20 TALTAL , GUANACO 100% 02202-6808-K G-4, 1 al 6 TALTAL , GUANACO 100% 02202-6976-0 G-38, 1 al 20 TALTAL , GUANACO 100% 02202-6809-8 G-5, 1 al 20 TALTAL , GUANACO 100% 02202-6977-9 G-39, 1 al 20 TALTAL , GUANACO 100% 02202-6810-1 G-6, 1 al 20 TALTAL , GUANACO 100% 02202-6978-7 G-40, 1 al 20 TALTAL , GUANACO 100% 02202-6811-K G-7, 1 al 20 TALTAL , GUANACO 100% 02202-6812-8 G-8, 1 al 20 TALTAL , GUANACO 100% 02202-6813-6 G-9, 1 al 19 TALTAL , GUANACO 100% 02202-5397-K Justicia 1 al 25 TALTAL , GUANACO 100% 02202-4509-8 Limbo Uno, 1 al 5 TALTAL , GUANACO 100% 02202-4510-1 Limbo Dos, 1 al 5 TALTAL , GUANACO 100% 02202-6814-4 G-10, 1 al 18 TALTAL , GUANACO 100% 02202-4511-K 02202-6815-2 G-11, 1 al 20 TALTAL , GUANACO 100% 02202-6979-5 02202-6816-0 G-12, 1 al 20 TALTAL , GUANACO 100% 02202-6980-9 02202-6817-9 G-13, 1 al 20 TALTAL , GUANACO 100% 02202-6818-7 G-14,1 al 20 TALTAL , GUANACO 100% 02202-6819-5 G-15, 1 al 20 TALTAL , GUANACO 100% 02202-6820-9 G-16, 1 al 20 TALTAL , GUANACO 100% 02202-6955-8 G-17, 1 al 20 TALTAL , GUANACO 100% 02202-6956-6 G-18, 1 al 20 TALTAL , GUANACO 100% 02202-6981-7 02202-6982-5 02202-6983-3 02202-6984-1 02202-7148-K 02202-6957-4 G-19, 1 al 30 TALTAL , GUANACO 100% 02202-7149-8 Limbo Tres, 1 al 5 FORTUNA I, 1 al 30 FORTUNA II, 1 al 30 FORTUNA III, 1 al 30 FORTUNA IV, 1 al 20 FORTUNA V, 1 al 20 FORTUNA VI, 1 al 20 FORTUNA VII, 1 al 30 FORTUNA VIII, 1 al 20 TALTAL , GUANACO 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% TALTAL , FORTUNA 100% 85 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017MINING TENEMENTS Tenement Number 02202-7150-1 02202-7151-K 02202-7152-8 02202-7153-6 02202-7154-4 02202-7155-2 02202-7351-2 02201-8025-5 02201-8026-3 02201-8027-1 02202-7156-0 02201-8028-K 02201-8029-8 02201-8030-1 02201-8031-K 02201-8032-8 02202-7157-9 02202-7158-7 02202-7159-5 Tenement name FORTUNA IX, 1 al 30 FORTUNA X, 1 al 20 FORTUNA XI, 1 al 30 FORTUNA XII, 1 al 20 FORTUNA XIII, 1 al 30 FORTUNA XIV, 1 al 20 FORTUNA XV, 1 al 5 ESCONDIDA I, 1 al 30 ESCONDIDA II, 1 al 30 Locality Group ownership Tenement Number Tenement name Locality Group ownership TALTAL , FORTUNA 100% 02201-O936-5 Loreto II TALTAL , FORTUNA 100% 02201-O937-3 Loreto III TALTAL , FORTUNA 100% 02201-O938-1 Loreto IV TALTAL , FORTUNA 100% 02202-4675-2 TALTAL , FORTUNA 100% 02202-4676-0 TALTAL , FORTUNA 100% 02202-4677-9 TALTAL , FORTUNA 100% 02202-4678-7 TALTAL , ESCONDIDA TALTAL , ESCONDIDA 100% 02202-4679-5 100% 02202-4680-9 100% 02202-4681-7 Amancaya 1A, 1 al 20 Amancaya 1B, 1 al 30 Amancaya 2, 1 al 55 Amancaya 3, 1 al 60 Amancaya 4, 1 al 60 Amancaya 5, 1 al 60 Amancaya 6, 1 al 40 TALTAL , CERRO PROVIDENCIA TALTAL , CERRO PROVIDENCIA TALTAL , CERRO PROVIDENCIA 100% 100% 100% Taltal, Amancaya 100% Taltal, Amancaya 100% Taltal, Amancaya 100% Taltal, Amancaya 100% Taltal, Amancaya 100% Taltal, Amancaya 100% Taltal, Amancaya 100% ESCONDIDA III, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA IV, 1 al 30 ESCONDIDA V, 1 al 30 TALTAL , ESCONDIDA TALTAL , ESCONDIDA ESCONDIDA VI, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA VII, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA VIII, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA IX, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA X, 1 al 30 TALTAL , ESCONDIDA ESCONDIDA XI, 1 al 20 TALTAL , ESCONDIDA ESCONDIDA XII, 1 al 30 TALTAL , ESCONDIDA 100% 100% 100% 100% 100% 100% 100% 100% 100% 02202-4112-2 Janita 1 al 15 Taltal, Amancaya 100% 02202-5483-6 Sabina 1, 1 al 28 Taltal, Amancaya 100% 02202-5486-0 Sabina 4, 1 al 60 Taltal, Amancaya 100% 02202-5487-9 Sabina 5, 1 al 60 Taltal, Amancaya 100% 02202-5488-7 Sabina 6, 1 al 40 Taltal, Amancaya 100% 02202-5489-5 Sabina 7, 1 al 30 Taltal, Amancaya 100% 02202-5485-2 Sabina 3, 1 al 60 Taltal, Amancaya 100% 02202-7138-2 02202-4528-4 02202-4529-2 02202-4530-6 02202-5497-6 Sabina Dos, 1 al 18 BARBARA 1, 1-60 BARBARA 2, 1-30 BARBARA 3, 1-60 BARBARA 4, 1-60 BARBARA 5, 1-30 BARBARA 6, 1-60 BARBARA 7, 1-30 Taltal, Amancaya 100% Taltal, Juncal 100% Taltal, Juncal 100% Taltal, Juncal 100% Taltal, Juncal 100% Taltal, Juncal 100% Taltal, Juncal 100% Taltal, Juncal 100% 100% 100% 100% 100% 02202-7346-6 Mateo I, 1 al 30 TALTAL , GUANACO 100% 02202-7347-4 Mateo II, 1 al 30 TALTAL , GUANACO 100% 02202-7348-2 Mateo III, 1 al 30 TALTAL , GUANACO 100% 02202-7356-3 Mateo IV, 1 al 21 TALTAL , GUANACO 100% 02202-4532-2 02202-7349-0 Mateo V, 1 al 30 TALTAL , GUANACO 100% 02202-7350-4 Mateo VI, 1 al 17 TALTAL , GUANACO 100% 02202-5742-8 Vino 2, 1 al 60 TALTAL , GUANACO 100% 02202-4533-0 02202-4534-9 02202-5743-6 Vino 3, 1 al 60 TALTAL , GUANACO 100% 02202-4835-6 FLORA 1, 1-20 Taltal, Juncal 02202-5744-4 Vino 4, 1 al 60 TALTAL , GUANACO 100% 02202-4836-4 FLORA 2, 1-30 Taltal, Juncal 02202-5746-0 Vino 6, 1 al 60 TALTAL , GUANACO 100% 02202-4837-2 FLORA 3, 1-30 Taltal, Juncal 02202-5747-9 Vino 7, 1 al 60 TALTAL , GUANACO 100% 02202-5749-5 Vino 9, 1 al 60 TALTAL , GUANACO 100% 02201-O935-7 Loreto I TALTAL , CERRO PROVIDENCIA 100% 02202-4838-0 FLORA 4, 1-30 Taltal, Juncal 86 AUSTRAL GOLD LIMITED ANNUAL REPORT 201788 AUSTRAL GOLD LIMITED ANNUAL REPORT 2017

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