Australian Pacific Coal
ANNUAL
REPORT
ABN 49 089 206 986 ASX:AQC
TABLE OF CONTENTS
CEO’s Report
Information on Australian Pacific Coal
Review of Operations
Annual Financial Report
- Directors’ Report
- Remuneration Report
- Auditor’s Independence Declaration
- Statement of Profit or Loss and Other Comprehensive Income
- Statement of Financial Position
- Statement of Changes in Equity
- Statement of Cash Flows
- Notes to the Financial Statements
- Directors’ Declaration
-
Independent Audit Report
Corporate Governance Statement
ASX Additional Information
Corporate Directory
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
i
ii
iv
vii
2
6
16
18
19
20
21
22
62
63
69
80
82
TOC
CHIEF EXECUTIVE OFFICER’S REPORT
Focused on developing the world-class, tier 1
Dartbrook Project in New South Wales.
I am pleased to report that the Company has achieved a number of significant milestones over the financial year.
The Company successfully completed its acquisition of 100% of the Dartbrook Joint Venture (‘Dartbrook’ or
‘Project’) and has undertaken the majority of the work streams related to a pre-feasibility study of the Project.
On 29th May 2017 the Company completed the acquisition of Dartbrook for $30 million, utilising additional funding
from our cornerstone shareholders to facilitate settlement. Further, the Company procured vendor funding of $7.7
million from the major joint venture vendor to be applied towards Project studies and general working capital.
On 27th June 2017 the company announced a total Coal Resource Estimate at Dartbrook of 2.5 billion tonnes.
The Coal Resource Estimate comprises 588 million tonnes of Measured Resources, 850 million tonnes of
Indicated Resources and 1,097 million tonnes of Inferred Resources within the Project authorisation area. This
marked a significant increase on the prior resource estimate from 2016.
Following completion of the Dartbrook transaction, the Company’s primary focus has been on the environmental
and project studies necessary to progress development of the Dartbrook Project. AQC also achieved the
successful divestment of several non-core mining assets during the reporting period, reaffirming our long term
strategic plan of primarily focusing on the development of the tier one world class resource at Dartbrook, NSW.
The Company anticipates the pre-feasibility study will be completed in the coming months with the results
announced to the ASX upon completion.
I would like to take this opportunity to thank our shareholders for your continued support over the past 12 months
as we worked toward the successful completion of the Dartbrook acquisition, and look forward to a prosperous
future for the Company. I would also like to acknowledge the dedication and efforts of the Company’s Board
members and management throughout the year, and thank all our staff, consultants and contractors for their
diligent efforts.
John J Robinson
Chief Executive Officer
26 October 2017
Compliance Statement
Dartbrook Coal Resource Estimate:
The information is extracted from the report entitled “Dartbrook Coal Resource Estimate 2.5 Billion Tonnes” released to the
ASX 27 June 2017 and is available to view on www.aqcltd.com.
The Company confirms that it is not aware of any new information or data that materially affects the information included in
the original market announcements 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 Competent Person’s
findings are presented have not been materially modified from the original market announcement.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page i
Chief Executive Officer’s Report
INFORMATION ON AUSTRALIAN PACIFIC COAL
Australian Pacific Coal Limited (‘AQC’) is an ASX-listed junior coal explorer focused on acquiring developing
and value adding thermal and metallurgical coal prospects. AQC is an Australian public company with
approximately 2,200 shareholders. AQC listed on the Australian Stock Exchange in 1999.
AQC completed the acquisition of the Dartbrook coal mine in the Hunter Valley, NSW, on 29 May 2017. AQC is
undertaking environmental and other necessary studies to progress development of the Dartbrook coal mine.
AQC also holds coal exploration tenements located in Queensland's Bowen, Galilee, Surat and Clarence-
Moreton basins.
AQC also owns an industrial minerals project in central western Queensland. The project forms part of AQC's
former industrial minerals business and is no longer part of the Company's core business. Options are currently
being assessed to divest the asset.
AQC’s long term strategic focus is to identify valuable resource investment opportunities. In addition to its
Dartbrook acquisition, the Company will continue to take advantage of low entry cost resource investment
opportunities that it identifies. Investing in these potentially lucrative resource plays is an important part of the
Board’s strategy to grow the Company.
BOARD OF DIRECTORS
Mr Peter Ziegler BCom (Hons), LLB (Hons), MFM (Queensland), FCPA, ACA, FTIA, CTA
Non-executive Chairman, Chairman of the Audit Committee
Mr Ziegler is an experienced company director, Solicitor and Chartered Accountant. He was Partner at the
major international accounting firm Ernst & Young, specialising in taxation and corporate structuring. Mr Ziegler
is a principal of Ziegler Asset Partners, an asset management company specialising in investments in listed and
unlisted equities and special opportunities. Mr. Ziegler graduated with Honours degrees in Commerce and Law
(1982 and 1983, respectively), together with a Master of Financial Management (1983), from the University of
Queensland.
Director since 29th of November 2005
Mr John Robinson B. Acc, MAICD
Managing Director
Mr John Robinson is a former Private Equity professional and has led numerous private equity acquisitions in
the property and retail sectors. Mr. Robinson has also extensive experience with the support services that the
mining and oil and gas sectors require in their Australian operations. He is Member of the Australian Institute of
Company Directors. Mr John Robinson gained a Bachelor of Accounting from the Charles Darwin University.
Director since 30th of October 2015
Page ii
Information on Australian Pacific Coal
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
INFORMATION ON AUSTRALIAN PACIFIC COAL
BOARD OF DIRECTORS continued
The Hon. Shane Stone AC QC, PGDK, B.A (ANU), LL.B (Melbourne), Grad Dip Ed Admin (Adelaide), Dip
Teaching (Sturt), TPTC (Vic), FACE, FAIM, FAICD, F Fin
Non-executive Director
The Hon. Shane Stone has a strong commercial and legal background and considerable experience in dealing
with Commonwealth and State governments. Mr Stone has at various times acted as an independent director to
various public and private companies. Currently Deputy Chairman UK listed Impellam plc, Chairman of ASX
listed Regalpoint Resources Limited and Chairman of Mayfair Limited (Anne Street Partners and QNV
Constructions). Former Chief Minister of the Northern Territory and Federal President of the Liberal Party of
Australia. Formerly a barrister he is a graduate of Australian National University, Sturt, Adelaide and Melbourne
Universities. He is a Fellow of the Australian Institute of Management, Australian College of Education and
Australian Institute of Company Directors. He was made a Companion of the Order of Australia in 2006. He has
also been conferred national awards from Indonesia and Malaysia.
Director since 1 August 2016.
Mr Bruce Munro B Eng (Hons) UNSW
Non-executive Director
Mr Munro has a strong management and operational background and considerable experience with over 40
years’ experience as an engineer and manager with major construction and mining contractors in a number of
countries including Australia, Asia, India and southern Africa. From 2011 until his retirement in 2015 Mr Munro
was the Managing Director of Thiess Pty Ltd, which during this period had around 20,000 employees and
annual revenues up to A$7 billion. Mr Munro has been involved as a contractor in the development and/or
operation of numerous mines for clients such as BHP, Glencore, Rio Tinto, BP, Peabody, Bumi Resources,
Inco, Wesfarmers, Vale and Fortescue. During his career, he served as a Director on a number of industry
bodies, international business councils and diversity groups.
Director since 19 May 2017
KEY COMPANY DATA (as at 30 September 2017)
Listing:
Shares on Issue:
Australian Securities Exchange (ASX:AQC) – Listed in 1999
4,923,434,264 AQC ORD
(approximately 2,200 shareholders)
Options:
Market Capitalisation:
Cash at bank:
Nil.
$49.2 million
$7.8 million
Quarterly Share Price Activity:
September 2017
June 2017
March 2017
December 2016
High
$0.012
$0.013
$0.020
$0.027
Low
$0.006
$0.006
$0.009
$0.017
Close
$0.010
$0.007
$0.009
$0.018
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page iii
Information on Australian Pacific Coal
REVIEW OF OPERATIONS
DARTBROOK COAL MINE
Australian Pacific Coal completed the 100% acquisition of the Dartbrook mine from former joint venture owners,
Anglo American and Marubeni, on 29 May 2017. The Dartbrook mine is located in the world-renowned coal region
of the Hunter Valley, NSW, approximately 4km west of Aberdeen and 10km north-west of Muswellbrook. The
Dartbrook mine includes world-class infrastructure with access to a skilled workforce and the support industries
utilised by major mining companies in the region to develop this tier one world class resource. The Dartbrook
Project provides a rare opportunity for the Company to own one of the tightly held Tier 1 thermal coal assets in
the Hunter Valley.
Regional Mining Operations and Projects
Page iv
Review of Operations
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
REVIEW OF OPERATIONS
During the year the Company maintained a strong focus on finalising the acquisition of the Dartbrook mine and
evaluated options to restart production of the underground mine. Whilst the Company determined to not
immediately proceed with a proposed re-start of the mine in March 2017, further options remain under evaluation.
The Dartbrook mine is currently on care and maintenance. It has historically produced a high quality thermal coal.
The coal mine assets, including a coal handling and processing plant (‘CHPP’), have been well maintained and
are in good condition. Also, existing on-site is a train loan out (‘TLO’) facility and rail loop connecting Dartbrook to
the Hunter Valley Coal Rail Network allowing ready coal transportation to Newcastle, the largest coal export
operation in the world.
The Dartbrook deposit is a shallow lying, high quality, deposit consisting of multiple thick and laterally extensive
seams. The Company is undertaking environmental and mining studies to evaluate the potential for an open cut
mining operation. A possible open cut mine development has the potential to be a lowest cost quartile producer,
given known coal quality from previous underground operations, a competitive services sector and highly skilled
labour within the region.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page v
Review of Operations
REVIEW OF OPERATIONS
OTHER PROJECTS
In Queensland, Australian Pacific Coal hold interests in 6 EPCs and one MDL in the Bowen Basin, 2 EPCs in the
Surat Basin and one EPC in the Galilee Basin. The Mount Hillalong (EPC 1824), Dingo (EPC 1859), South
Clermont (EPC 2011) and Cooroorah (MDL 453) projects have been identified as the Company’s most advanced.
AQC has joint venture agreements on three tenements with Blackwood Resources (a 100% owned subsidiary of
Cuesta Coal Ltd). Subsequent to financial year end, Mount Hillalong and Cooroorah were divested by the
Company in return for $1.25 million in issued shares in Bowen Coking Coal (ASX:BCB).
Most of the coal tenements are in the Bowen Basin, a major source of supply of some of the world's best
metallurgical, PCI and thermal coal. The Company also has coal tenements in the Surat, Galilee and Clarence-
Moreton Basins. These basins contain large reserves of thermal coal and currently produce coal for export and
domestic use. The Company’s coal tenements are close to rail and road infrastructure and some are down-dip or
along strike of operating coal mines or known coal resources. The Company will continue to assess potential
development or divestment opportunities in relation to these assets.
Page vi
Review of Operations
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
REVIEW OF OPERATIONS
Project Summary
EPC
Name
Status
Area
(km2)
Location
Target Coal
Coal Type
COORORAH PROJECT
MDL 453*
Cooroorah Granted
22
16km N of Blackwater
Rangal and
Burngrove
Coking, PCI &
Thermal
EPC 1859
Dingo
Granted
22
Around Dingo 50km E of
Blackwater
Rangal and
Burngrove
Thermal & PCI
MOUNT HILLALONG
PROJECT*
EPC 1645
EPC 1773
EPC 1824*
EPC 1867
SOUTH CLERMONT
EPC 2011
Mount Hess Granted
70
20km SE of Glenden
Kemmis
Creek
Mount
Hillalong
Mount Hess
West
South
Clermont
Granted
10
32km SE of Glenden
Fort Cooper
Coking & Thermal
Granted
48
6km E of Glenden
Rangal
Metallurgical &
Thermal
Granted
13
16km SE of Glenden
Granted
57
Adjacent to Clermont
Blair Athol coal
measures
Thermal
* Post balance date, the Company divested these tenements to Bowen Coking Coal Limited (ASX BCB).
EPC
Name
Status
Area (km2)
Location
Target
Coal Type
BLACKWOOD
JOINT VENTURE
EPC 1955
Bungaban Creek
Granted
383
100km N of Miles
Walloon coal
measures
Thermal
EPC 1957
Laguna Creek
Pending
382
150km NW Clermont Galilee Basin
Thermal
EPC 1987
Quondong
Pending
354
50km N of Miles
Taroom coal
measures
Thermal
MATUAN DOWNS
BENTONITE
PROJECT
ML 70360
Mantuan
Granted
3
78km S of Alpha
Bentonite
3m bentonite
The Company’s 100% owned subsidiary Mining Investments One Pty Ltd holds a 10% interest in each of the
Blackwood Resources Pty Ltd JV tenements.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page vii
Review of Operations
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Financial Report - 30 June 2017
Australian Pacific Coal Limited
Corporate directory
30 June 2017
Directors
Mr Peter Ziegler (Chairman)
Mr John J Robinson (Managing Director and Chief Executive Officer)
Mr Paul Byrne (resigned 15 February 2017)
The Hon Shane Stone (appointed 2 August 2016)
Mr Bruce Munro (appointed 17 May 2017)
Company secretary
Mr Andrew Roach
Share register
Auditor
Solicitors
Bankers
Link Market Services
Level 15
324 Queen Street
Brisbane QLD 4000
Phone: 1300 554 474 or +61 2 8280 7111
www.linkmarketsevices.com.au
Hall Chadwick, Chartered Accountants
Level 14
440 Collins Street
Melbourne VIC 3000
HopgoodGanim Lawyers
Level 8
Waterfront Place
1 Eagle Street
Brisbane QLD 4000
National Australia Bank
Level 23
100 Creek Street
Brisbane QLD 4000
Stock exchange listing
Australian Pacific Coal Limited shares are listed on the Australian Securities Exchange
(ASX code: AQC)
Website
www.aqcltd.com
1
Australian Pacific Coal Limited
Directors' report
30 June 2017
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as
the 'consolidated entity') consisting of Australian Pacific Coal Limited (referred to hereafter as the 'company' or 'parent entity')
and the entities it controlled at the end of, or during, the year ended 30 June 2017.
Directors
The following persons were directors of Australian Pacific Coal Limited during the whole of the financial year and up to the
date of this report, unless otherwise stated:
Mr Peter Ziegler (Chairman)
Mr John J Robinson (Managing Director and Chief Executive Officer)
Mr Paul Byrne (resigned on 15 February 2017)
The Hon. Shane Stone (appointed 2 August 2016)
Mr Bruce Munro (appointed 19 May 2017)
Principal activities
During the financial year the principal continuing activities of the consolidated entity consisted of exploration and
development activities at the consolidated entity’s mining tenements situated in Queensland and New South Wales,
Australia. The consolidated entity completed the acquisition of the Dartbrook Coal Mine in May 2017.
Dividends
No dividends were declared or paid for the financial year ending 30 June 2017.
Review of operations
The loss for the consolidated entity after providing for income tax and non-controlling interests amounted to $8,942,416
(30 June 2016: loss of $5,991,001). The accounting loss is largely driven by acquisition costs associated with completion of
the acquisition of the Dartbrook Coal Mine (Dartbrook) and corporate expenses incurred during the year.
On 29 May 2017 the Company completed the acquisition of the 100% interest in Dartbrook, an asset located in New South
Wales placed under care and maintenance by its former owners. The total consideration payable to the vendors was
$39.725 million in addition to a production royalty of $3 per product tonne, capped at $30 million in aggregate. The majority
vendor provided the Company with a $7.7 million secured loan with a 3 year term at an interest rate of 10% pa, with
interest capitalised over the term of the loan, to assist with progressing the Company’s feasibility studies. In addition, the
Company provided a $9.245 million environmental bond to the NSW state government.
The extended settlement for the Dartbrook acquisition allowed the Company to undertake assessment of a potential
recommencement of underground mining at Dartbrook. The Company announced to the ASX on 27 March 2017 that it would
not be currently proceeding with the identified development option for the underground mining of the Dartbrook resource.
However, alternatives for Dartbrook underground mining may be considered in the future.
During the year the Company also commenced a pre-feasibility study to assess the potential to develop an open cut mine
within the Dartbrook leases. The study will underpin the next phase of development assessment of the Dartbrook asset.
To facilitate its completion of the Dartbrook acquisition, the Company raised an additional $15 million by way of a
convertible notes (in addition to $20 million raised by way of convertible notes that were issued in financial year 2016)
during the year. The notes were issued at a conversion price of $0.0138 per ordinary share and accrue interest at 10% per
annum up to the time of conversion. At the general meeting held on 13 April 2017 the Company’s shareholders
approved, amongst other matters, the conversion terms of the convertible notes and the granting of security to
the convertible note holders over all current and future assets of the Company.
The consolidated entity continued to undertake modest exploration and evaluation activities on its tenements located in
Queensland, Australia. During the year the consolidated entity entered arrangements to divest certain Queensland
exploration projects in return for the issue of ordinary shares in a new coal-based ASX-listed entity, Bown Coking Coal
(ASX:BCB). The Company completed the divestment of the Cooroorah and Mount Hillalong projects after balance date.
2
Australian Pacific Coal Limited
Directors' report
30 June 2017
Significant changes in the state of affairs
On 29 May 2017 the consolidated entity completed the acquisition of the Dartbrook Project in the Hunter Valley, New South
Wales. The transaction involved the Company’s acquisition of the two vendors’ joint venture stakes in the Project. The first
acquisition agreement was signed in December 2015. The consolidated entity continues to hold the Project on care
and maintenance as it undertakes a feasibility assessment for a potential open cut mining operation at Dartbrook.
On 13 April 2017, the consolidated entity held an extraordinary general meeting for shareholders to consider the issuance
of $35 million worth of convertible notes to major shareholders of the consolidated entity. The resolution was passed and
provided the financiers with shareholders’ approval for the conversion features of the notes together with full security over
the assets of the consolidated entity.
There were no other significant changes in the state of affairs of the consolidated entity during the financial year.
Matters subsequent to the end of the financial year
In September 2017, the consolidated entity completed the divestment of the Mount Hillalong and Cooroorah projects. As a
result of the divestment the consolidated entity has an equity holding in Bowen Coking Coal Limited (formerly named Cabral
Resources Limited) (ASX: BCB).
On 11 August 2017, the consolidated entity held an extraordinary general meeting for shareholders to consider the
provision of financial assistance in relation to the 3-year, $7.7 million loan provided by Anglo American Metallurgical Coal
Assets Pty Ltd, the majority vendor of the Dartbrook coal mine. Shareholders approved the resolution which, amongst other
things, delivered the financier first ranking security over predominantly all of the assets of the consolidated entity. The
consolidated entity is obligated to repay the loan if more than $10 million of new funding is raised.
No other matter or circumstance has arisen since 30 June 2017 that has significantly affected, or may significantly affect the
consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial
years that is not otherwise disclosed in this Annual Report or reported to the ASX.
Likely developments and expected results of operations
The consolidated entity intends to continue its exploration and development activities on its existing projects and to acquire
further suitable projects for exploration as opportunities arise. The primary focus of the consolidated entity is on the feasibility
assessment phase and approvals process for the Dartbrook Coal Mine in New South Wales.
Environmental regulation
The consolidated entity is subject to, and is compliant with, all aspects of environmental regulation in its exploration and
mining activities. The directors believe that the Company is in compliance with all environmental laws.
The consolidated entity is subject to the reporting requirements of both the Energy Efficiency Opportunities Act 2006 (Cth)
and the National Greenhouse and Energy Reporting Act 2007 (Cth).
The Energy Efficiency Opportunities Act 2006 (Cth) requires the consolidated entity to assess its energy usages,
including the identification, investigation and evaluation of energy saving opportunities, and to report publicly on the
assessments undertaken, including what action the consolidated entity intends to take as a result of these assessments.
Due to this Act, the consolidated entity has registered with the Department of Resources, Energy and Tourism as a
participant entity and reports the results from its assessments.
The National Greenhouse and Energy Reporting Act 2007 (Cth) requires the consolidated entity to report its annual
greenhouse gas emissions and energy use. The consolidated entity has previously implemented systems and processes for
the collection and calculation of data.
Further information on the reporting and results of the application of the above Acts to the Company’s activities can be found
on the consolidated entity's website.
3
Australian Pacific Coal Limited
Directors' report
30 June 2017
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Mr Peter Ziegler
Non-executive Chairman
B. Com (Hons), LL.B (Hons); MFM (Qld), FCPA, FTIA, CTA, ACA
Mr Ziegler is an experienced company director, solicitor and Chartered Accountant.
He was a partner of one of the major international accounting firms, specialising in
taxation and corporate structuring. Mr Ziegler is currently the principal of Ziegler
Asset Partners, an asset management firm specialising in investments in listed and
unlisted equities and special opportunities. Mr. Ziegler joined the Board of
Australian Pacific Coal Limited on 29 November 2005 and was elected Chairman
on 29 November 2012.
Nil
Other current directorships:
Former directorships (last 3 years): Nil
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares:
Chairman of the Audit Committee
7,000,000
None
None
Name:
Title:
Qualifications:
Experience and expertise:
Mr John Robinson
Managing Director and Chief Executive Officer
B. Acc
Mr Robinson gained a Bachelor of Accounting from the Charles Darwin University and
has led numerous private equity acquisitions in the property and retail sectors. He also
has extensive experience with the support services that the mining and oil and gas
sector require at their Australian operations. Director of Australian Pacific Coal Limited
since 30 October 2015 and appointed as Managing Director in July 2016.
Other current directorships:
None
Former directorships (last 3 years): None
None
Special responsibilities:
2,106,166,667
Interests in shares:
Interests in options:
None
None
Contractual rights to shares:
4
Australian Pacific Coal Limited
Directors' report
30 June 2017
Name:
Title:
Experience and expertise:
Other current directorships
The Hon. Shane Stone
Non-executive Director (appointed 2 August 2016)
AC QC, PGDK, B.A (ANU), LLB (Melbourne), Grad Dip Ed Admin (Adelaide), Dip
Teaching (Sturt), TPTC (Vic), FACE, FAIM, FAICD, F Fin
The Hon. Shane Stone has a strong commercial and legal background and
considerable experience in dealing with Commonwealth and State governments. Mr
Stone has at various times acted as an independent director to various public and
private companies. Currently Deputy Chairman UK listed Impellam plc,
Chairman of ASX listed Regalpoint Resources Limited and Chairman of Mayfair
Limited (Anne Street Partners and QNV Constructions). Former Chief Minister of the
Northern Territory and Federal President of the Liberal Party of Australia. Formerly a
barrister he is a graduate of the Australian National University, Sturt, Adelaide and
Melbourne Universities. He is a Fellow of the Australian Institute of Management,
Australian College of Education and Australian Institute of Company Directors. He
was made a Companion of the Order of Australia in 2006. He has also been
conferred national awards from Indonesia and Malaysia.
Chairman of Asset Owl Limited (formerly Regalpoint Resources Limited) (since 27
January 2010)
Executive Chairman of the APAC Group
Deputy Chairman and Independent Non-executive Director of Impellam Plc (UK)
(since 19 September 2011)
Former directorships (last 3 years): Chairman of Energex Limited (from 31 May 2012 to 20 March 2015)
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares:
None
7,200,000
None
None
Name:
Title:
Qualifications
Experience and expertise:
Mr Bruce Munro
Non-executive Director (appointed 19 May 2017)
B Eng (Honours) UNSW
Mr Munro has a strong management and operational background and considerable
experience with over 40 years’ experience as an engineer and manager with major
construction and mining contractors in a number of countries including Australia, Asia,
India and southern Africa. From 2011 until his retirement in 2015 Mr Munro was the
Managing Director of Thiess Pty Ltd, which during this period had around 20,000
employees and annual revenues up to A$7 billion. Mr Munro has been involved as a
contractor in the development and/or operation of numerous mines for clients such as
BHP, Glencore, Rio Tinto, BP, Peabody, Bumi Resources, Inco, Wesfarmers, Vale and
Fortescue. During his career, he served as a Director on a number of industry bodies,
international business councils and diversity groups.
Other current directorships:
None
Former directorships (last 3 years): None
None
Special responsibilities:
10,000,000
Interests in shares:
None
Interests in options:
None
Contractual rights to shares:
Name:
Title:
Experience and expertise:
Mr Paul Byrne
Executive Director (resigned 15 February 2017)
Mr Byrne has also been involved in the resources sector since 1985 in exploration
and mining and has been a director of several Australian public listed companies.
He has initiated environmental remediation projects in conjunction with CSIRO,
University of South Australia and the Queensland Department of Primary industries.
Appointed as a Director of Australian Pacific Coal Limited on 29 November 2005.
Other current directorships:
None
Former directorships (last 3 years): None
None
Special responsibilities:
Nil (resigned during year ending 30 June
Interests in shares:
2017) None
Interests in options:
None
Contractual rights to shares:
5
Australian Pacific Coal Limited
Directors' report
30 June 2017
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all
other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
Company secretary
Mr Kevin Mischewski B Bus (Acc), CA has held the role of Company Secretary since 30 June 2008 (excluding the period
from 30 October 2015 to 22 June 2016) and Joint Company Secretary 29 February 2008 to 30 June 2008. Mr. Mischewski
is a Chartered Accountant and Registered Tax Agent with extensive commercial experience in senior financial and
management accounting roles. Previous positions include Chief Financial Officer, Company Secretary and Finance
Director for large private manufacturing companies. He has extensive experience with listed public company reporting and
compliance requirements. Mr Mischewski resigned on 2 August 2017.
Mr Andrew Roach B Econ, B Comm, CA, AGIA ACIS, Grad Dip App Fin, was appointed Company Secretary on 2 August
2017. Mr Roach has more than 10 years' experience in the resource and financial service sectors. Mr Roach was the Chief
Financial Officer for Stanmore Coal Limited, during which time he played a key role delivering the acquisition and financing
of the Isaac Plains Coal Mine through to recommencement of operations. Prior to his 5 years with Stanmore Coal, Mr
Roach worked within the corporate finance and assurance divisions of PwC.
Meetings of directors
The number of meetings of the company's Board of Directors ('the Board') and of each Board committee held during the year
ended 30 June 2017, and the number of meetings attended by each director were:
Full board
Audit and Risk Committee
Attended
Held
Attended
Held
Mr. Peter Ziegler
Mr John J Robinson
Mr Paul Byrne
The Hon. Shane Stone
Mr Bruce Munro
10
10
5
7
4
10
10
5
10
4
2
-
-
-
-
2
-
-
-
-
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
Remuneration report (audited)
The remuneration report details the key management personnel remuneration arrangements for the consolidated entity in
accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
● Principles used to determine the nature and amount of remuneration
● Details of remuneration
● Service agreements
● Additional disclosures relating to key management personnel
6
Australian Pacific Coal Limited
Directors' report
30 June 2017
Principles used to determine the nature and amount of remuneration
The objective of the consolidated entity's executive reward framework is to ensure reward for performance is competitive
and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives
and the creation of value for shareholders. The framework is considered to conform to the market best practice for the
delivery of reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for
good reward governance practices:
● competitiveness and reasonableness
● acceptability to shareholders
● performance linkage / alignment of executive compensation
● transparency
The Board is responsible for determining and reviewing remuneration arrangements for its directors and executives. The
performance of the consolidated entity depends on the quality of its directors and executives. The remuneration philosophy
is to attract, motivate and retain high performance and high-quality personnel.
The Board has structured an executive remuneration framework that is market competitive and complementary to the reward
strategy of the consolidated entity.
The reward framework is designed to align executive reward to shareholders' interests. The Board has considered that it
should seek to enhance shareholders' interests by:
● having economic profit as a core component of plan design
● focusing on sustained growth in shareholder wealth, consisting of dividends and growth in share price, and delivering
constant or increasing return on assets as well as focusing the executive on key financial and non-financial drivers of
value
● attracting and retaining high calibre executives
Additionally, the reward framework seeks to enhance executives' interests by:
● rewarding capability and experience
● reflecting competitive reward for contribution to growth in shareholder wealth
● providing a clear structure for earning rewards
In accordance with best practice corporate governance, the structure of non-executive director and executive director
remuneration is separate.
Non-executive director’s remuneration
Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors'
fees and payments are reviewed annually by the Board. The Board may, from time to time, receive advice from independent
remuneration consultants to ensure non-executive directors' fees and payments are appropriate and in line with the market.
The chairman's fees are determined independently to the fees of other non-executive directors based on comparative roles
in the external market. The chairman is not present at any discussions relating to the determination of his own remuneration.
ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general
meeting. The most recent determination was at the General Meeting held on 30 October 2015 where the shareholders
approved a maximum annual aggregate remuneration of $500,000.
Non-executive directors are also entitled to consulting fees to the extent that they provide services in excess of those
typically provided as a non-executive director of the Company.
Executive remuneration
The consolidated entity aims to reward executives based on their position and responsibility, with a level and mix of
remuneration which has both fixed and variable components.
The executive remuneration and reward framework has four components:
● base pay and non-monetary benefits
● short-term performance incentives
● share-based payments
● other remuneration such as superannuation and long service leave
7
Australian Pacific Coal Limited
Directors' report
30 June 2017
The combination of these components comprises the executive's total remuneration.
Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, is reviewed annually by the Board
and subject to individual contracts is based on individual and business unit performance, the overall performance of the
consolidated entity and comparable market remunerations.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example motor vehicle
benefits) where it does not create any additional costs to the consolidated entity and provides additional value to the
executive.
The Board is currently reviewing the company’s short-term and long-term incentive arrangements for executive directors,
non-executive directors, employees and consultants to ensure the appropriate alignment of interests with all stakeholders
and to reward the achievement of pre-specified Key Performance Indicators.
Consolidated entity performance and link to remuneration
Remuneration for certain individuals is directly linked to the performance of, and outcomes achieved for, the consolidated
entity together with bonus and incentive payments at the discretion of the Board.
The Board, advised by a remuneration consultant, is developing a revised Group incentive program. When complete, it is
proposed that this incentive program and ancillary arrangements to implement the same will be put to shareholders for their
approval. Further detail on the proposed incentive arrangements and their alignment with key outcomes for all shareholders
of the Company will be provided in the accompanying notice of meeting to consider these resolutions.
Voting and comments made at the company's 2016 Annual General Meeting ('AGM')
At the 2016 AGM, shareholders voted unanimously to support the adoption of the remuneration report for the year ended 30
June 2016. The company did not receive any specific feedback at the AGM regarding its remuneration practices.
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the consolidated entity are set out in the following tables.
The key management personnel of the consolidated entity consisted of the following directors of Australian Pacific Coal
Limited:
● Peter Ziegler – Non-executive Chairman
● John Robinson – Non-executive Director (from 30 October 2015), Executive Director (from 9 March 2016), Chief
Executive Officer (from 13 April 2016), Managing Director (from 7 July 2016)
● Paul Byrne – Executive Director (resigned 15 February 2017)
● The Hon Shane Stone – Non-executive Director (appointed 2 August 2016)
● Mr Bruce Munro – Non-executive Director (appointed 19 May 2017)
8
Australian Pacific Coal Limited
Directors' report
30 June 2017
And the following persons:
● Kevin Mischewski - Company Secretary and Chief Financial Officer (resigned 2 August 2017)
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based payments
2017
Non-Executive
Directors:
Peter Ziegler
(Chairman)
Shane Stone**
Bruce Munro***
Executive Directors:
John J Robinson
Paul Byrne*
Other Key
Management
Personnel:
Kevin Mischewski
Cash salary
and fees
$
Cash
bonus
$
Non-
monetary
$
Super-
annuation
$
Long service Equity-settled Equity-settled
shares
$
options
$
leave
$
250,000
91,667
11,895
364,155
125,294
238,206
1,081,217
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
20,653
-
18,746
39,399
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
* Mr Byrne resigned as a Director of the consolidated entity on 15 February 2017
** Mr Stone was appointed as a Director of the consolidated entity on 2 August 2016
*** Mr Munro was appointed as a Director of the consolidated entity on 19 May 2017
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based payments
Cash salary
and fees
$
Cash
bonus
$
Non-
monetary
$
Super-
annuation
$
Long service Equity-settled Equity-settled
shares
$
options
$
leave
$
Total
$
250,000
91,667
11,895
384,808
125,294
256,952
1,120,616
Total
$
2016
Non-Executive
Directors:
Peter Ziegler
(Chairman)
Paul Ingram*
Paul Ryan*
Executive Directors:
John J Robinson
Paul Byrne
Nathan Tinkler*
Other Key
Management
Personnel:
Kevin Mischewski
Shane Cranswick**
260,011
12,000
12,000
-
-
-
122,748
216,009
140,619
-
-
200,000
213,440
331,752
1,308,579
-
100,000
300,000
-
-
-
-
-
-
-
-
-
-
-
-
11,661
-
-
11,400
18,644
41,705
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
260,011
12,000
12,000
134,409
216,009
340,619
-
492,700
492,700
224,840
943,096
2,142,984
* Denotes Directors resigned during year ending 30 June 2016
* Mr Cranswick resigned as Chief Financial Officer of the consolidated entity on 22 June 2016
9
Australian Pacific Coal Limited
Directors' report
30 June 2017
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Peter Ziegler
Executive Directors:
John J Robinson
Paul Byrne
Other Key Management
Personnel:
Kevin Mischewski
Fixed remuneration
2017
2016
At risk - STI
At risk - LTI
2017
2016
2017
2016
100%
100%
-
-
-
100%
100%
100%
100%
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
There was no cash bonus paid/payable or forfeited for the year ending 30 June 2017.
10
Australian Pacific Coal Limited
Directors' report
30 June 2017
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details
of these agreements are as follows:
Current agreements:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Peter Ziegler
Non-executive Chairman
30 October 2015
Ongoing appointment, subject to termination rights noted below.
Consultancy Agreement with Peter Ziegler & Co Pty Ltd an entity associated with Mr
Ziegler. Consultancy fees for the year ending 30 June 2017 of $250,000 to be indexed
for inflation on 1 January of each year commencing on 1 January 2017, and to be
reviewed by the Board in light of any increases in the market for similar positions held.
To the extent that the company agrees that the consultant is to provide any additional
professional or executive services outside of Mr Ziegler’s role as non-executive
Chairman, these services will be remunerated on terms reasonably agreed from time
to time. Mr Ziegler or his nominee is eligible to receive any forms of equity type
compensation as reasonably determined by the Board from time to time. Death &
disability insurance will be provided and the consultant will be reimbursed for out of
pocket expenses as well as costs pertaining to relevant trade shows, seminars,
professional memberships, and Continuing Professional Development together with
incidental AQC related business expenditure. The consultant may give 3 months’ notice
of termination. The company may terminate the arrangements without cause by giving
12 months’ written notice or by making payment in lieu of such notice. Such payment
shall not be more than the maximum amount permitted by the Corporations Act on
termination in such circumstances, unless shareholder approval is obtained pursuant
to the Corporations Act.
John Robinson
Managing Director and Chief Executive Officer
30 October 2015
Ongoing appointment, subject to termination rights noted below.
Base salary for the year ending 30 June 2017 of $250,000 (amended to $500,000
effective 1 January 2017) including superannuation to be indexed for inflation on 1
January of each year commencing on 1 January 2018, and to be reviewed by the Board
in light of any increases in the market for similar positions held. Mr Robinson or his
nominee is eligible to receive any forms of equity type compensation as reasonably
determined by the Board from time to time. Death & disability insurance will be provided
and the consultant will be reimbursed for out of pocket expenses as well as costs
pertaining to relevant trade shows, seminars, professional memberships, and
Continuing Professional Development together with incidental AQC related business
expenditure. The officer may give 3 months’ notice of termination. The company may
terminate the arrangements without cause by giving 12 months’ written notice or by
making payment in lieu of such notice. Such payment shall not be more than the
maximum amount permitted by the Corporations Act on termination in such
circumstances, unless shareholder approval is obtained pursuant to the Corporations
Act.
11
Australian Pacific Coal Limited
Directors' report
30 June 2017
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Paul Byrne
Executive Director
30 October 2015 (resigned 15 February 2017)
Ongoing appointment, subject to termination rights noted below.
Consultancy Agreement with Moray Holdings (Qld) Pty Ltd an entity associated with Mr
Byrne. Consultancy fees for the year ending 30 June 2017 of $200,000 to be indexed
for inflation on the 1 January of each year commencing on 1 January 2017, and to be
reviewed by the Board in light of any increases in the market for similar positions held.
Mr Byrne or his nominee is eligible to receive any forms of equity type compensation
as reasonably determined by the Board from time to time. Death & disability insurance
will be provided and the consultant will be reimbursed for out of pocket expenses as
well as costs pertaining to relevant trade shows, seminars, professional memberships,
and Continuing Professional Development together with incidental AQC related
business expenditure. The consultant may give 3 months’ notice of termination. The
company may terminate the arrangements without cause by giving 9 months’ written
notice or by making payment in lieu of such notice. Such payment shall not be more
than the maximum amount permitted by the Corporations Act on termination in such
circumstances, unless shareholder approval is obtained pursuant to the Corporations
Act.
Name:
Title:
Agreement commenced:
Kevin Mischewski
Company Secretary and Chief Financial Officer
30 October 2015 (resigned 2 August 2017)
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
12
Australian Pacific Coal Limited
Directors' report
30 June 2017
Options
There were no options over ordinary shared issued as remuneration to directors or other key management personnel in the
year ending 30 June 2017.
Additional disclosures relating to key management personnel
Shareholding
The number of shares in the company held during the financial year by each director and other members of key management
personnel of the consolidated entity, including their personally related parties, is set out below:
Balance at
the start of
the year
Received
as part of
remuneration
Additions
Disposals/
other
Balance at
the end of
the year
Ordinary shares
Peter Ziegler
John Robinson
Shane Stone
Bruce Munro
Paul Byrne *
Kevin Mischewski
189,903,334
1,677,000,000
-
-
194,206,471
300,000
2,061,409,805
-
-
-
-
-
-
-
- 182,903,334
429,166,667
7,200,000
-
7,000,000
- 2,106,166,667
7,200,000
-
-
-
194,206,471
-
300,000
-
436,366,667 185,053,334 2,120,666,667
-
* Disposals/other represents disposals of shares during the period and the shares held at resignation date.
Option holding
There we no options over ordinary shares in the company held during the financial year by any director and other members
of key management personnel of the consolidated entity, including their personally related parties.
Other transactions with key management personnel and their related parties
There were no other transactions with key management personnel and their related parties during the financial year other
than those transactions disclosed within this annual financial report.
This concludes the remuneration report, which has been audited.
Shares under option or convertible note
Unissued ordinary shares of Australian Pacific Coal Limited under option or convertible note at the date of this report are as
follows:
Issue date
Maturity date & Face Value
price
Exercise
Number
under option
or convertible
note
18 April 2017 (Mr John Robinson Snr)
18 April 2017 (Mr Nick Paspaley)
25 May 2017 (Trepang Services Pty Ltd)
1 February 2018 - $10 million
1 February 2018 - $10 million
1 February 2018 - $15 million
$0.0150 666,666,667
$0.0150 666,666,667
$0.0138 1,086,956,522
Each of the convertible notes issued to date attract capitalised interest of 10% (compounding monthly). Upon conversion,
accrued interest may be paid, at the consolidated entity’s election, either via cash or settlement in shares based on the 5 day
trailing volume weighted average price.
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the
company or of any other body corporate.
13
Australian Pacific Coal Limited
Directors' report
30 June 2017
Indemnity and insurance of officers
The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director
or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the
company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits
disclosure of the nature of the liability and the amount of the premium.
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.
Proceedings on behalf of the company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf
of the company, or to 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.
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 25 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 25 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.
●
Officers of the company who are former partners of Hall Chadwick Chartered Accountants
There are no officers of the company who are former partners of Hall Chadwick Chartered Accountants.
Rounding of amounts
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that
Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out
immediately after this directors' report.
Auditor
Hall Chadwick Chartered Accountants continues in office in accordance with section 327 of the Corporations Act 2001.
14
Australian Pacific Coal Limited
Directors' report
30 June 2017
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Peter Ziegler
Chairman & Director
28 September 2017
Brisbane
15
16 Australian Pacific Coal Limited
Contents
30 June 2017
Statement of profit or loss and other comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
Notes to the financial statements
Directors' declaration
Independent auditor's report to the members of Australian Pacific Coal Limited
General information
18
19
20
21
22
62
63
The financial statements cover Australian Pacific Coal Limited as a consolidated entity consisting of Australian Pacific Coal
Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian
dollars, which is Australian Pacific Coal Limited’s functional and presentation currency.
Australian Pacific Coal Limited is a listed public company (ASX:AQC) limited by shares, incorporated and domiciled in
Australia. Its registered office and principal place of business are:
Registered office
Level 4, 10 Felix Street
Brisbane QLD 4000
Principal place of business
Level 4, 10 Felix Street
Brisbane QLD 4000
A description of the nature of the consolidated entity's operations and its principal activities are included in the directors'
report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 28 September 2017. The
directors have the power to amend and reissue the financial statements.
17
Australian Pacific Coal Limited
Statement of profit or loss and other comprehensive income
For the year ended 30 June 2017
Revenue
Other income
Expenses
Cost of goods sold
Employee benefits expense
Depreciation and amortisation expense
Impairment of trade and other receivables
Exploration and evaluation expense
Acquisition costs
Capitalised exploration expensed of sale of tenement
Administration and consulting expenses
Finance costs
Loss before income tax expense from continuing operations
Income tax expense
Other comprehensive income
Other comprehensive income for the year, net of tax
Consolidated
Note
2017
$
2016
$
4
5
6
6
6
7
593,153
129,828
5,455
-
-
(1,704,714)
(48,023)
(149,521)
(37,929)
(1,688,400)
-
(3,274,234)
(2,638,203)
(1,699)
(1,449,277)
(30,769)
76,575
(59,723)
(615,174)
(539,050)
(2,654,375))
(847,340)
(8,942,416)
(5,991,001)
-
-
-
-
Total comprehensive income for the year
(8,942,416)
(5,991,001)
Total comprehensive income for the year is attributable to:
Owners of Australian Pacific Coal Limited
(8,942,416)
(5,991,001)
Cents
Cents
Earnings per share for profit attributable to the owners of Australian Pacific
Coal Limited
Basic earnings per share
Diluted earnings per share
34
34
(0.2)
(0.2)
(0.2)
(0.2)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
18
Australian Pacific Coal Limited
Statement of financial position
As at 30 June 2017
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Other
Total current assets
Non-current assets
Cash and cash equivalents
Receivables
Property, plant and equipment
Exploration and evaluation
Other
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Borrowings
Total current liabilities
Non-current liabilities
Borrowings
Provision for rehabilitation
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained profits
Total equity
Consolidated
Note
2017
$
2016
$
8
9
10
8
11
12
13
15
16
17
19
18
12,283,724
241,677
380,363
12,905,764
28,821,692
48,615
1,226,832
30,097,139
285,442
-
40,022,913
3,673,084
9,289,584
53,271,023
285,442
103,105
346,994
1,970,793
52,083
2,758,417
66,176,787
32,855,556
3,433,155
45,495,997
48,929,152
1,350,976
20,295,965
21,646,941
14,278
9,245,001
9,259,279
93,343
-
93,343
58,188,431
21,740,284
7,988,356
11,115,272
20
21
59,487,791
-
(51,499,435)
53,179,591
492,700
(42,557,019)
7,988,356
11,115,272
The above statement of financial position should be read in conjunction with the accompanying notes
19
Australian Pacific Coal Limited
Statement of changes in equity
For the year ended 30 June 2017
Consolidated
Issued
capital
$
Reserves
$
Retained
profits
$
Non-
controlling
interest
$
Balance at 1 July 2015
37,695,544
-
(36,566,018)
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Contributions of equity, net of transaction costs
(Note 20)
Share-based payments (Note 21)
-
-
-
-
-
-
(5,991,001)
-
(5,991,001)
15,484,047
-
-
492,700
-
-
Balance at 30 June 2016
53,179,591
492,700
(42,557,019)
-
-
-
-
-
-
-
Consolidated
Issued
capital
$
Reserves
$
Retained
profits
$
Non-
controlling
interest
$
Balance at 1 July 2016
53,179,591
492,700
(42,557,019)
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Contributions of equity, net of transaction costs
(Note 20)
Share-based payments (Note 21)
-
-
-
-
-
-
(8,942,416)
-
(8,942,416)
5,815,500
492,700
-
(492,700)
-
-
Balance at 30 June 2017
59,487,791
-
(51,499,435)
-
-
-
-
-
-
-
Total equity
$
1,129,526
(5,991,001)
-
(5,991,001)
15,484,047
492,700
11,115,272
Total equity
$
11,115,272
(8,942,416)
-
(8,942,416)
5,815,500
-
7,988,356
The above statement of changes in equity should be read in conjunction with the accompanying notes
20
Australian Pacific Coal Limited
Statement of cash flows
For the year ended 30 June 2017
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest and other finance costs paid
Net cash from operating activities
Cash flows from investing activities
Payments for subsidiary net of cash
Acquisition expenses included in Statement of Profit or Loss
Payments for property, plant and equipment
Payments for exploration and evaluation
Payments for mining development
Proceeds from sale of property, plant and equipment
Proceeds from sale of tenements
Proceeds from release of security deposits
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from exercise of options
Proceeds from borrowings
Share issue transaction costs
Repayment of borrowings
Net cash used in financing activities
Consolidated
Note
2017
$
2016
$
-
(2,292,806)
4,250
(5,113,008)
(2,292,806)
563,707
-
(5,108,758)
125,964
(540)
33
(1,729,099)
(4,983,334)
30
30
(32,025,001)
(1,688,400)
(53,941)
(1,702,291)
-
55,000
-
7,500
-
-
(240,594)
(69,176)
-
-
-
15,000
(35,407,133)
(294,770)
5,850,000
-
14,782,765
(34,500)
-
14,440,059
-
20,959,926
(525,927)
(590,021)
20,598,265
34,284,037
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
(16,537,967)
29,107,134
29,005,933
101,201
Cash and cash equivalents at the end of the financial year
8
12,569,167
29,107,134
The above statement of cash flows should be read in conjunction with the accompanying notes
21
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies
have been consistently applied to all the years presented, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001 (Cth), as
appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting
Standards as issued by the International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the
revaluation of available-for-sale financial assets, financial assets and liabilities at fair value through profit or loss, investment
properties, certain classes of property, plant and equipment and derivative financial instruments.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas
involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the
financial statements, are disclosed in note 2.
Going Concern
The consolidated entity has incurred a net loss of $8,942,416 for the year ended 30 June 2017 and a deficiency in current
net assets of $36,023,388 as at 30 June 2017.
This financial report has been prepared on a going concern basis as the Directors consider that the company and the
consolidated entity will be able to realise its assets and settle its liabilities in the normal course of business and at amounts
stated in the financial report. The continuation of the company and the consolidated entity as a going concern is dependent
on their ability to achieve the following objectives:
● Capital raising and borrowings from related and non related parties to support existing projects including development
of the Dartbrook coal mine.
● Development and exploitation of its coal tenements. Budgeted expenditure will allow the Company to meet tenement
commitments on tenements which are not planned to be relinquished. If tenement commitments are not met then the
Company will seek a variation of required expenditure from the relevant authority which, it is reasonably expected, will
be granted.
● Realisation of surplus assets.
Should the anticipated capital raisings not generate the expected cash flows, the company may not be able to pay its debts
as and when they become due and payable and it may be required to realise assets and extinguish liabilities other than in
the ordinary course of business and at amounts different from those stated in the financial statements. This report does not
include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of
liabilities that might be necessary should the company and the consolidated entity not continue as going concerns.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only.
Supplementary information about the parent entity is disclosed in Note 29.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Australian Pacific Coal
Limited ('company' or 'parent entity') as at 30 June 2017 and the results of all subsidiaries for the year then ended. Australian
Pacific Coal Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'.
22
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity
when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from
the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable
to the parent.
Non-controlling interest in the results and equity of 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 consolidated entity.
Losses incurred by the consolidated entity are attributed to the non-controlling interest in full, even if that results in a deficit
balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and
non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The
consolidated entity recognises the fair value of the consideration received and the fair value of any investment retained
together with any gain or loss in profit or loss.
Operating segments
Operating segments are presented using the 'management approach', where the information presented is on the same basis
as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation
of resources to operating segments and assessing their performance.
Foreign currency translation
The financial statements are presented in Australian dollars, which is Australian Pacific Coal Limited’s functional and
presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars 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.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting
date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange
rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences
are recognised in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
Revenue recognition
Revenue is recognised when it is probable that the economic benefit will flow to the consolidated entity and the revenue can
be reliably measured. Revenue is measured at the fair value of the consideration received or receivable.
Sale of ore and other metals
Sale of copper and other metals is recognised at the point of sale, which is where the customer has taken delivery of the
goods, the risks and rewards are transferred to the customer and there is a valid sales contract. Amounts disclosed as
revenue are net of sales returns and trade discounts.
23
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
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.
Rent
Rent revenue from investment properties is recognised on a straight-line basis over the lease term. Lease incentives granted
are recognised as part of the rental revenue. Contingent rentals are recognised as income in the period when earned.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
● When the deferred income tax asset or liability arises from the initial recognition of goodwill or 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 nor
taxable profits; or
● When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax
assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the
carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable
that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
Australian Pacific Coal Limited (the 'head entity') and its wholly-owned Australian subsidiaries have formed an income tax
consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group
continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the 'separate
taxpayer within group' approach in determining the appropriate amount of taxes to allocate to members of the tax
consolidated group.
In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets)
and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each subsidiary in the tax
consolidated group.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts
receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the
intercompany charge equals the current tax liability or benefit of each tax consolidated group member, resulting in neither a
contribution by the head entity to the subsidiaries nor a distribution by the subsidiaries to the head entity.
24
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Discontinued operations
A discontinued operation is a component of the consolidated entity that has been disposed of or is classified as held for sale
and that represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan
to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The
results of discontinued operations are presented separately on the face of the statement of profit or loss and other
comprehensive income.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within
12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used
to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle;
it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities
are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation purposes, cash
and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the statement
of financial position.
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any provision for impairment. Trade receivables are generally due for settlement within 30 days.
Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectable are written
off by reducing the carrying amount directly. A provision for impairment of trade receivables is raised when there is objective
evidence that the consolidated entity will not be able to collect all amounts due according to the original terms of the
receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial
reorganisation and default or delinquency in payments (more than 60 days overdue) are considered indicators that the trade
receivable may be impaired. The amount of the impairment allowance is the difference between the asset's carrying amount
and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to
short-term receivables are not discounted if the effect of discounting is immaterial.
Other receivables are recognised at amortised cost, less any provision for impairment.
Inventories
Inventories 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, and, where applicable, transfers from cash flow hedging reserves in equity.
Costs of purchased inventory are determined after deducting rebates and discounts received or receivable.
Cost is determined on the following basis:
(a) Ore and other metals on hand is valued on an average total production cost method
(b) Ore stockpiles are valued at the average cost of mining and stockpiling the ore, including haulage
(c) A proportion of related depreciation and amortisation charge is included in the cost of inventory
Stock in transit is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
25
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion
and the estimated costs necessary to make the sale.
Derivative financial instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value at each reporting date. The accounting for subsequent changes in fair value depends on
whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
Cash flow hedges
Cash flow hedges are used to cover the consolidated entity's exposure to variability in cash flows that is attributable to
particular risks associated with a recognised asset or liability or a firm commitment which could affect profit or loss. The
effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income through the cash
flow hedges reserve in equity, whilst the ineffective portion is recognised in profit or loss. Amounts taken to equity are
transferred out of equity and included in the measurement of the hedged transaction when the forecast transaction occurs.
Cash flow hedges are tested for effectiveness on a regular basis both retrospectively and prospectively to ensure that each
hedge is highly effective and continues to be designated as a cash flow hedge. If the forecast transaction is no longer
expected to occur, the amounts recognised in equity are transferred to profit or loss.
If the hedging instrument is sold, terminated, expires, exercised without replacement or rollover, or if the hedge becomes
ineffective and is no longer a designated hedge, the amounts previously recognised in equity remain in equity until the
forecast transaction occurs.
Non-current assets or disposal groups classified as held for sale
Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying
amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for
sale, they must be available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal
groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of
disposal of a non-current assets and assets of disposal groups, but not in excess of any cumulative impairment loss
previously recognised.
Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses
attributable to the liabilities of assets held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of disposal groups classified as held for sale are presented
separately on the face of the statement of financial position, in current assets. The liabilities of disposal groups classified as
held for sale are presented separately on the face of the statement of financial position, in current liabilities.
Joint ventures
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net
assets of the arrangement. Investments in joint ventures are accounted for using the equity method. Under the equity method,
the share of the profits or losses of the joint venture is recognised in profit or loss and the share of the movements in equity
is recognised in other comprehensive income. Investments in joint ventures are carried in the statement of financial position
at cost plus post-acquisition changes in the consolidated entity's share of net assets of the joint venture. Goodwill relating to
the joint venture is included in the carrying amount of the investment and is neither amortised nor individually tested for
impairment. Income earned from joint venture entities reduce the carrying amount of the investment.
Joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the
assets, and obligations for the liabilities, relating to the arrangement. The consolidated entity has recognised its share of
jointly held assets, liabilities, revenues and expenses of joint operations. These have been incorporated in the financial
statements under the appropriate classifications.
26
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through profit or loss. They are subsequently measured at either
amortised cost or fair value depending on their classification. Classification is determined based on the purpose of the
acquisition and subsequent reclassification to other categories is restricted.
Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been
transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are either: (i) held for trading, where they are acquired for the purpose of
selling in the short-term with an intention of making a profit; or (ii) designated as such upon initial recognition, where they are
managed on a fair value basis or to eliminate or significantly reduce an accounting mismatch. Except for effective hedging
instruments, derivatives are also categorised as fair value through profit or loss. Fair value movements are recognised in
profit or loss.
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets, principally equity securities, that are either designated
as available-for-sale or not classified as any other category. After initial recognition, fair value movements are recognised in
other comprehensive income through the available-for-sale reserve in equity. Cumulative gain or loss previously reported in
the available-for-sale reserve is recognised in profit or loss when the asset is derecognised or impaired.
Impairment of financial assets
The consolidated entity assesses at the end of each reporting period whether there is any objective evidence that a financial
asset or group of financial assets is impaired. Objective evidence includes significant financial difficulty of the issuer or
obligor; a breach of contract such as default or delinquency in payments; the lender granting to a borrower concessions due
to economic or legal reasons that the lender would not otherwise do; it becomes probable that the borrower will enter
bankruptcy or other financial reorganisation; the disappearance of an active market for the financial asset; or observable
data indicating that there is a measurable decrease in estimated future cash flows.
The amount of the impairment allowance for financial assets carried at cost is the difference between the asset's carrying
amount and the present value of estimated future cash flows, discounted at the current market rate of return for similar
financial assets.
Available-for-sale financial assets are considered impaired when there has been a significant or prolonged decline in value
below initial cost. Subsequent increments in value are recognised in other comprehensive income through the available-for-
sale reserve.
Investment properties
Investment properties principally comprise of freehold land and buildings held for long-term rental and capital appreciation
that are not occupied by the consolidated entity. Investment properties are initially recognised at cost, including transaction
costs, and are subsequently remeasured annually at fair value. Movements in fair value are recognised directly to profit or
loss.
Investment properties are derecognised when disposed of or when there is no future economic benefit expected.
Transfers to and from investment properties to property, plant and equipment are determined by a change in use of owner-
occupation. The fair value on the date of change of use from investment properties to property, plant and equipment are
used as deemed cost for the subsequent accounting. The existing carrying amount of property, plant and equipment is used
for the subsequent accounting cost of investment properties on the date of change of use.
Investment properties also include properties under construction for future use as investment properties. These are carried
at fair value, or at cost where fair value cannot be reliably determined and the construction is incomplete.
27
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Property, plant and equipment
Land and buildings are shown at historical cost. On any revaluation, accumulated depreciation at the date of revaluation is
eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset.
Increases in the carrying amounts arising on revaluation of land and buildings are credited in other comprehensive income
through to the revaluation surplus reserve in equity. Any revaluation decrements are initially taken in other comprehensive
income through to the revaluation surplus reserve to the extent of any previous revaluation surplus of the same asset.
Thereafter the decrements are taken to profit or loss.
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment
(excluding land) over their expected useful lives as follows:
Buildings
Leasehold improvements
Plant and equipment
Plant and equipment under lease
25 years
5 years
2 ½ - 8 years
5-8 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
Leasehold improvements and plant and equipment under lease are depreciated over the unexpired period of the lease or
the estimated useful life of the assets, whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
Any revaluation surplus reserve relating to the item disposed of is transferred directly to retained profits.
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and
requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset or assets
and the arrangement conveys a right to use the asset.
A distinction is made between finance leases, which effectively transfer from the lessor to the lessee substantially all the
risks and benefits incidental to the ownership of leased assets, and operating leases, under which the lessor effectively
retains substantially all such risks and benefits.
Finance leases are capitalised. A lease asset and liability are established at the fair value of the leased assets, or if lower,
the present value of minimum lease payments. Lease payments are allocated between the principal component of the lease
liability and the finance costs, so as to achieve a constant rate of interest on the remaining balance of the liability.
Leased assets acquired under a finance lease are depreciated over the asset's useful life or over the shorter of the asset's
useful life and the lease term if there is no reasonable certainty that the consolidated entity will obtain ownership at the end
of the lease term.
Operating lease payments, net of any incentives received from the lessor, are charged to profit or loss on a straight-line basis
over the term of the lease.
Exploration and evaluation assets
Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are current is carried
forward as an asset in the statement of financial position where it is expected that the expenditure will be recovered through
the successful development and exploitation of an area of interest, or by its sale; or exploration activities are continuing in
an area and activities have not reached a stage which permits a reasonable estimate of the existence or otherwise of
economically recoverable reserves. Where a project or an area of interest has been abandoned, the expenditure incurred
thereon is written off in the year in which the decision is made.
28
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Mining assets
Capitalised mining development costs include expenditures incurred to develop new ore bodies to define further
mineralisation in existing ore bodies, to expand the capacity of a mine and to maintain production. Mining development also
includes costs transferred from exploration and evaluation phase once production commences in the area of interest.
Amortisation of mining development is computed by the units of production basis over the estimated proved and probable
reserves. Proved and probable mineral reserves reflect estimated quantities of economically recoverable reserves which can
be recovered in the future from known mineral deposits. These reserves are amortised from the date on which production
commences. The amortisation is calculated from recoverable proven and probable reserves and a predetermined percentage
of the recoverable measured, indicated and inferred resource. This percentage is reviewed annually.
Restoration costs expected to be incurred are provided for as part of development phase that give rise to the need for
restoration.
Intangible assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at
the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible
assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are
subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising
from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying
amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in
the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or
period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment,
or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.
Research and development
Research costs are expensed in the period in which they are incurred. Development costs are capitalised when it is probable
that the project will be a success considering its commercial and technical feasibility; the consolidated entity is able to use
or sell the asset; the consolidated entity has sufficient resources; and intent to complete the development and its costs can
be measured reliably. Capitalised development costs are amortised on a straight-line basis over the period of their expected
benefit, being their finite life of 10 years.
Patents and trademarks
Significant costs associated with patents and trademarks are deferred and amortised on a straight-line basis over the period
of their expected benefit, being their finite life of 10 years.
Customer contracts
Customer contracts acquired in a business combination are amortised on a straight-line basis over the period of their
expected benefit, being their finite life of 5 years.
Software
Significant costs associated with software are deferred and amortised on a straight-line basis over the period of their expected
benefit, being their finite life of 5 years.
Impairment of non-financial assets
Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount
exceeds its recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the
present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or
cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to
form a cash-generating unit.
29
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Borrowings
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.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the statement
of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate for an
equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised cost basis until
extinguished on conversion or redemption. The increase in the liability due to the passage of time is recognised as a finance
cost. The remainder of the proceeds are allocated to the conversion option that is recognised and included in shareholders
equity as a convertible note reserve, net of transaction costs. The carrying amount of the conversion option is not remeasured
in the subsequent years. The corresponding interest on convertible notes is expensed to profit or loss.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in
the period in which they are incurred.
Provisions
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result of a past
event, it is probable the consolidated entity will be required to settle the obligation, and a reliable estimate can be made of
the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to
settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation.
If the time value of money is material, provisions are discounted using a current pre-tax rate specific to the liability. The
increase in the provision resulting from the passage of time is recognised as a finance cost.
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be
settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities
are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at 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 corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated
future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
Share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash
is determined by reference to the share price.
30
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using
either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option,
the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend
yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine
whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of
any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate
of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit
or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous
periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the
Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was
granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:
●
during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the
expired portion of the vesting period.
from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the
reporting date.
●
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to
settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions
are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are
satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value
of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the condition is
treated as a cancellation. If the condition is not within the control of the consolidated entity or employee and is not satisfied
during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the
award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense
is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award
is treated as if they were a modification.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair
value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date; and assumes that the transaction will take place either: in the principal
market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming
they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and
best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to
measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable
inputs.
Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that reflects the
significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers
between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value
measurement.
31
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not
available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and
reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is
undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where
applicable, with external sources of data.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Dividends
Dividends are recognised when declared during the financial year and no longer at the discretion of the company.
Business combinations
The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments
or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments
issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest
in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value
or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit
or loss.
On the acquisition of a business, the consolidated entity assesses the financial assets acquired and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic conditions, the consolidated
entity's operating or accounting policies and other pertinent conditions in existence at the acquisition-date.
Where the business combination is achieved in stages, the consolidated entity remeasures its previously held equity interest
in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount
is recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent
changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss.
Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.
The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest
in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the
acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value
of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly
in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement
of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's
previously held equity interest in the acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional
amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new
information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends
on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information
possible to determine fair value.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Australian Pacific Coal Limited,
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 financial year.
32
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the 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 the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of
the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.
Rounding of amounts
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that
Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory,
have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2017. The consolidated
entity's assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the
consolidated entity, are set out below.
AASB 9 Financial Instruments
This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard replaces all
previous versions of AASB 9 and completes the project to replace IAS 39 'Financial Instruments: Recognition and
Measurement'. AASB 9 introduces new classification and measurement models for financial assets. A financial asset shall
be measured at amortised cost, if it is held within a business model whose objective is to hold assets in order to collect
contractual cash flows, which arise on specified dates and solely principal and interest. All other financial instrument assets
are to be classified and measured at fair value through profit or loss unless the entity makes an irrevocable election on initial
recognition to present gains and losses on equity instruments (that are not held-for-trading) in other comprehensive income
('OCI'). For financial liabilities, the standard requires the portion of the change in fair value that relates to the entity's own
credit risk to be presented in OCI (unless it would create an accounting mismatch). New simpler hedge accounting
requirements are intended to more closely align the accounting treatment with the risk management activities of the entity.
New impairment requirements will use an 'expected credit loss' ('ECL') model to recognise an allowance. Impairment will be
measured under a 12-month ECL method unless the credit risk on a financial instrument has increased significantly since
initial recognition in which case the lifetime ECL method is adopted. The standard introduces additional new disclosures. The
consolidated entity will adopt this standard from 1 July 2018 but the impact of its adoption is not expected to be material.
33
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 1. Significant accounting policies (continued)
AASB 15 Revenue from Contracts with Customers
This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard provides a single
standard for revenue recognition. The core principle of the standard is that an entity will recognise revenue to depict the
transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects
to be entitled in exchange for those goods or services. The standard will require: contracts (either written, verbal or implied)
to be identified, together with the separate performance obligations within the contract; determine the transaction price,
adjusted for the time value of money excluding credit risk; allocation of the transaction price to the separate performance
obligations on a basis of relative stand-alone selling price of each distinct good or service, or estimation approach if no
distinct observable prices exist; and recognition of revenue when each performance obligation is satisfied. Credit risk will be
presented separately as an expense rather than adjusted to revenue. For goods, the performance obligation would be
satisfied when the customer obtains control of the goods. For services, the performance obligation is satisfied when the
service has been provided, typically for promises to transfer services to customers. For performance obligations satisfied
over time, an entity would select an appropriate measure of progress to determine how much revenue should be recognised
as the performance obligation is satisfied. Contracts with customers will be presented in an entity's statement of financial
position as a contract liability, a contract asset, or a receivable, depending on the relationship between the entity's
performance and the customer's payment. Sufficient quantitative and qualitative disclosure is required to enable users to
understand the contracts with customers; the significant judgments made in applying the guidance to those contracts; and
any assets recognised from the costs to obtain or fulfil a contract with a customer. The consolidated entity will adopt this
standard from 1 July 2018 but the impact of its adoption is not expected to be material.
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The standard replaces AASB
117 'Leases' and for lessees will eliminate the classifications of operating leases and finance leases. Subject to exceptions,
a 'right-of-use' asset will be capitalised in the statement of financial position, measured at the present value of the unavoidable
future lease payments to be made over the lease term. The exceptions relate to short-term leases of 12 months or less and
leases of low-value assets (such as personal computers and small office furniture) where an accounting policy choice exists
whereby either a 'right-of-use' asset is recognised or lease payments are expensed to profit or loss as incurred. A liability
corresponding to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives received,
initial direct costs incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line operating
lease expense recognition will be replaced with a depreciation charge for the leased asset (included in operating costs) and
an interest expense on the recognised lease liability (included in finance costs). In the earlier periods of the lease, the
expenses associated with the lease under AASB 16 will be higher when compared to lease expenses under AASB 117.
However EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating
expense is replaced by interest expense and depreciation in profit or loss under AASB 16. For classification within the
statement of cash flows, the lease payments will be separated into both a principal (financing activities) and interest (either
operating or financing activities) component. For lessor accounting, the standard does not substantially change how a lessor
accounts for leases. The consolidated entity will adopt this standard from 1 July 2019 but the impact of its adoption is not
expected to be material.
Note 2. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in
relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and
assumptions on historical experience and on other various factors, including expectations of future events, management
believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal
the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are
discussed below.
Share-based payment transactions
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-
Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting
estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts
of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.
34
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 2. Critical accounting judgements, estimates and assumptions (continued)
Provision for impairment of receivables
The provision for impairment of receivables assessment requires a degree of estimation and judgement. The level of
provision is assessed by taking into account the recent sales experience, the ageing of receivables, historical collection rates
and specific knowledge of the individual debtor's financial position.
Provision for impairment of inventories
The provision for impairment of inventories assessment requires a degree of estimation and judgement. Costs incurred in or
benefits of the productive process are accumulated as stockpiles, copper and other metals in process, ore on leach pads
and product inventory. Net realisable value tests are performed at least annually and represent the estimated future sales
price of the product based on prevailing metal prices, less estimated costs to complete production and bring the product to
sale.
Stockpiles are measured by estimating the number of tonnes added and removed from the stockpile, the number contained
metal ounces based on assay data, and the estimated recovery percentage based on the expected processing method.
Stockpile tonnages are verified by periodic surveys.
Although the quantity of recoverable metal is reconciled by comparing the grades of the ore to the quantities of metals actually
recovered (metallurgical balancing), the nature of the process inherently limits the ability to precisely monitor recoverability
levels. As a result the metallurgical balancing process is constantly monitored and the engineering estimates are refined
based on actual results over time.
Fair value measurement hierarchy
The consolidated entity is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy,
based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices
(unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2:
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly;
and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant
to fair value and therefore which category the asset or liability is placed in can be subjective.
The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These include
discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable
inputs.
Estimation of useful lives of assets
The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges for its
property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of
technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are
less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will
be written off or written down.
Impairment of non-financial assets other than goodwill and other indefinite life intangible assets
The consolidated entity assesses impairment of non-financial assets other than goodwill and other indefinite life intangible
assets at each reporting date by evaluating conditions specific to the consolidated entity and to the particular asset that may
lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value
less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions.
It is reasonably possible that the underlying metal price assumption may change which may then impact the estimated life
of mine determinant and may then require a material adjustment to the carrying value of mining plant and equipment, mining
infrastructure and mining development assets. Furthermore, the expected future cash flows used to determine the value-in-
use of these assets are inherently uncertain and could materially change over time. They are significantly affected by a
number of factors including reserves and production estimates, together with economic factors such as metal spot prices,
discount rates, estimates of costs to produce reserves and future capital expenditure.
35
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 2. Critical accounting judgements, estimates and assumptions (continued)
Income tax
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required
in determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary
course of business for which the ultimate tax determination is uncertain. The consolidated entity recognises liabilities for
anticipated tax audit issues based on the consolidated entity's current understanding of the tax law. Where the final tax
outcome of these matters is different from the carrying amounts, such differences will impact the current and deferred tax
provisions in the period in which such determination is made.
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity considers it is probable
that future taxable amounts will be available to utilise those temporary differences and losses.
Employee benefits provision
As discussed in note 1, the liability for employee benefits expected to be settled more than 12 months from the reporting
date are recognised and measured at the present value of the estimated future cash flows to be made in respect of all
employees at the reporting date. In determining the present value of the liability, estimates of attrition rates and pay increases
through promotion and inflation have been taken into account.
Lease make good provision
A provision has been made for the present value of anticipated costs for future restoration of leased premises. The provision
includes future cost estimates associated with closure of the premises. The calculation of this provision requires assumptions
such as application of closure dates and cost estimates. The provision recognised for each site is periodically reviewed and
updated based on the facts and circumstances available at the time. Changes to the estimated future costs for sites are
recognised in the statement of financial position by adjusting the asset and the provision. Reductions in the provision that
exceed the carrying amount of the asset will be recognised in profit or loss.
Rehabilitation provision
A provision has been made for the present value of anticipated costs for future rehabilitation of land explored or mined. The
consolidated entity's mining and exploration activities are subject to various laws and regulations governing the protection of
the environment. The consolidated entity recognises management's best estimate for assets retirement obligations and site
rehabilitations in the period in which they are incurred. Actual costs incurred in the future periods could differ materially from
the estimates. Additionally, future changes to environmental laws and regulations, life of mine estimates and discount rates
could affect the carrying amount of this provision.
Exploration and evaluation costs
Exploration and evaluation costs have been capitalised on the basis that the consolidated entity will commence commercial
production in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources.
Key judgements are applied in considering costs to be capitalised which includes determining expenditures directly related
to these activities and allocating overheads between those that are expensed and capitalised. In addition, costs are only
capitalised that are expected to be recovered either through successful development or sale of the relevant mining interest.
Factors that could impact the future commercial production at the mine include the level of reserves and resources, future
technology changes, which could impact the cost of mining, future legal changes and changes in commodity prices. To the
extent that capitalised costs are determined not to be recoverable in the future, they will be written off in the period in which
this determination is made.
Business combinations
As discussed in note 1, business combinations are initially accounted for on a provisional basis. The fair value of assets
acquired, liabilities and contingent liabilities assumed are initially estimated by the consolidated entity taking into
consideration all available information at the reporting date. Fair value adjustments on the finalisation of the business
combination accounting is retrospective, where applicable, to the period the combination occurred and may have an impact
on the assets and liabilities, depreciation and amortisation reported.
36
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 3. Operating segments
Identification of reportable operating segments
The consolidated entity is organised into two operating segments, being bentonite mining and exploration and evaluation.
These operating segments are based on the internal reports that are reviewed and used by the Board of Directors (who are
identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of
resources.
The CODM reviews net profit or loss before tax and total assets of each operating segment. The accounting policies adopted
for internal reporting to the CODM are consistent with those adopted in the financial statements.
The information reported to the CODM is on a monthly basis.
Types of products and services
The principal products and services of this operating segment are the bentonite mining operations and exploration and
evaluation activities in Australia. The bentonite operations is currently under care and maintenance with no production or
external sales recorded for the year ended 30 June 2017.
Major customers
During the year ended 30 June 2017 there were no external sales made from operations (2016: $3,864).
Financial information
Exploration & Evaluation
Bentonite mining
Unallocated
Note 4. Revenue
From continuing operations
Sales revenue
Sale of bentonite
Other revenue
Interest
Rent from investment properties
Other revenue
Total Revenue
Net loss from continuing
operations before tax
2017
$
2016
$
Total Assets
2017
$
2016
$
636,818
47,550
8,258,048
567,516
45,015
5,378,470
45,367,876
126,840
11,464,839
2,004,642
137,930
30,712,984
8,942,416
5,991,001
56,959,555
32,855,556
Consolidated
2017
$
2016
$
-
-
3,864
3,864
563,707
29,446
-
593,153
125,964
-
-
125,964
593,153
129,828
37
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 5. Other income
Net gain on disposal of property, plant and equipment
Other income
Note 6. Expenses
Loss before income tax from continuing operations includes the following specific expenses:
Cost of sales
Cost of sales
Depreciation
Land and buildings
Plant and equipment
Total depreciation
Acquisition costs
Finance costs
Interest and finance charges paid/payable
Finance costs expensed
Consolidated
2017
$
2016
$
5,455
5,455
-
-
Consolidated
2017
$
2016
$
-
1,699
12,214
35,809
5,957
24,812
48,023
30,769
1,688,400
-
2,638,203
847,340
2,638,203
847,340
38
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 6. Expenses (continued)
Rental expense relating to operating leases
Minimum lease payments
Superannuation expense
Defined contribution superannuation expense
Share-based payments expense
Share-based payments expense
Note 7. Income tax expense
Numerical reconciliation of income tax expense and tax at the statutory rate
Profit before income tax expense from continuing operations
Profit before income tax expense from discontinued operations
Tax at the statutory tax rate of 30%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Depreciation and amortisation
Entertainment expense
Other non-allowable items
Write downs to recoverable amounts
Other allowable items
Consolidated
2017
$
2016
$
227,139
595,747
87,978
54,317
-
492,700
Consolidated
2017
$
2016
$
(8,942,416)
-
(5,991,001)
-
(8,942,416)
(5,991,001)
(2,682,725)
(1,797,301)
13,206
4,723
1,217,163
19,390
(574,255)
9,231
5,750
676,058
(22,973)
(656,721
(2,002,498)
(1,785,807)
Tax losses and temporary differences not brought to account
2,002,498
1,785,807
Income tax expense
-
-
39
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 8. Current assets - cash and cash equivalents
Current:
Cash at bank and on hand
Cash on deposit
Non – Current:
Cash on deposit
Reconciliation to cash and cash equivalents at the end of the financial year
The above figures are reconciled to cash and cash equivalents at the end of the financial
year as shown in the statement of cash flows as follows:
Balances as above
Balance as per statement of cash flows
Note 9. Current assets - trade and other receivables
Trade receivables
Other receivables
Less: Provision for impairment of receivables
Consolidated
2017
$
2016
$
12,283,724
-
12,283,724
4,321,692
24,500,000
28,821,692
285,442
285,442
285,442
285,442
12,569,166
29,107,134
12,569,166
29,107,134
12,569,166
29,107,134
Consolidated
2017
$
2016
$
256,077
-
(14,400)
-
63,015
(14,400)
241,677
48,615
Impairment of receivables
The consolidated entity has recognised a loss of $nil (2016: $14,400) in profit or loss in respect of impairment of receivables
for the year ended 30 June 2017.
The ageing of the impaired receivables provided for above are as follows:
0 to 3 months overdue
3 to 6 months overdue
Over 6 months overdue
Consolidated
2017
$
2016
$
-
-
14,400
14,400
-
-
14,400
14,400
40
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 9. Current assets - trade and other receivables (continued)
Movements in the provision for impairment of receivables are as follows:
Opening balance
Additional provisions recognised
Receivables written off during the year as uncollectable
Closing balance
Consolidated
2017
$
2016
$
14,400
-
-
-
14,400
-
14,400
14,400
Past due but not impaired
Customers with balances past due but without provision for impairment of receivables amount to $Nil as at 30 June 2017
($Nil as at 30 June 2016).
The consolidated entity did not consider a credit risk on the aggregate balances after reviewing the credit terms of customers
based on recent collection practices.
Note 10. Current assets - other
Prepayments
Security deposits
Consolidated
2017
$
2016
$
380,363
-
626,832
600,000
380,363
1,226,832
41
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 11. Non-current assets - receivables
loans to directors
loans to directors – provision for impairment
loans to key management personnel
loans to key management personnel – provision for impairment
Amounts receivable from related parties
-
-
-
-
Other receivables
Other receivables – provision for impairment
Closing balance
Consolidated
2017
$
2016
$
287,348
(287,348)
28,950
(28,950)
587,850
(587,850)
287,348
(247,143)
28,950
(23,850)
587,850
(530,050)
-
103,105
Impairment of receivables
The consolidated entity has recognised a loss of $103,105 (2016: gain $90,975) in profit or loss in respect of impairment of
non-current receivables for the year ended 30 June 2017. Non-current receivables are assessed for recoverability based on
the underlying terms of the contract. A provision for impairment is recognised when there is objective evidence that an
individual receivable is impaired. These impairment amounts have been included in the income statements.
42
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 11. Non-current assets – receivables (continued)
The ageing of the impaired receivables provided for above are as follows:
0 to 3 months overdue
3 to 6 months overdue
Over 6 months overdue
Movements in the provision for impairment of receivables are as follows:
Opening balance
Additional provisions recognised
Closing balance
Note 12. Non-current assets - property, plant and equipment
Land and buildings - at cost
Less: Accumulated depreciation
Leasehold improvements - at cost
Less: Accumulated depreciation
Plant and equipment - at cost
Less: Accumulated depreciation
43
Consolidated
2017
$
2016
$
-
-
904,148
801,043
-
-
904,148
801,043
Consolidated
2017
$
2016
$
801,043
103,105
892,018
(90,975)
904,148
801,043
Consolidated
2017
$
2016
$
43,512,250
(3,777,584)
39,734,666
59,226
(19,803)
39,423
148,924
(42,205)
106,719
46,224
(19,803)
26,421
186,405,987
(186,157,163)
248,824
455,214
(241,360)
213,854
40,022,913
346,994
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 12. Non-current assets - property, plant and equipment (continued)
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 July 2015
Additions
Depreciation expense
Balance at 30 June 2016
Additions
Additions through business combinations
Disposals
Depreciation expense
Land and
buildings
$
Leasehold
Plant and
improvements equipment
$
$
112,676
-
(5,957)
106,719
6,257
39,663,904
-
(12,214)
-
26,421
-
26,421
39,423
-
(26,421)
-
24,493
214,173
(24,812)
213,854
59,464
57,070
(73,525)
(35,809)
Total
$
137,169
240,594
(30,769)
346,994
105,144
39,725,001
(106,203)
(48,023)
Balance at 30 June 2017
39,734,666
39,423
248,824
40,022,913
Refer to Note 23 for further information on fair value measurement.
Note 13. Non-current assets - exploration and evaluation
Exploration and evaluation - at cost
Consolidated
2017
$
2016
$
3,673,084
1,970,793
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 July 2015
Additions
Tenements surrendered
Balance at 30 June 2016
Additions
Tenements surrendered
Balance at 30 June 2017
Exploration
and
evaluation
$
2,440,667
69,176
(539,050)
1,970,793
1,702,291
-
Total
$
2,440,667
69,176
(539,050)
1,970,793
1,702,291
-
3,673,084
3,673,084
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest These costs
are only carried forward to the extent that they are expected to be recouped through the successful development of the
area or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of
economically recoverable resources and active or significant operations in relation to the area are continuing.
44
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 14. Non-current assets - deferred tax
Deferred tax asset comprises temporary differences attributable to:
Amounts recognised in profit or loss
Tax losses – operating losses
Tax losses – capital losses
Tax assets not brought to account
Deferred tax asset
Note 15. Non-current assets - other
Security deposits
Refer to Note 18 Provision for Rehabilitation.
Note 16. Current liabilities - trade and other payables
Trade and other payables
Accrued interest – convertible securities
Refer to Note 22 for further information on financial instruments.
45
Consolidated
2017
$
2016
$
622,224
10,763,996
523,984
277,893
10,747,456
1,173,396
(11,910,203)
(12,198,744)
-
-
Consolidated
2017
$
2016
$
9,289,584
52,083
Consolidated
2017
$
2016
$
2,701,937
731,218
523,579
827,397
3,433,155
1,350,976
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 17. Current liabilities - borrowings
Bank loans
Convertible securities
Insurance premium funding
Interest bearing liabilities
Consolidated
2017
$
2016
$
a)
b)
41,381
37,532,802
221,814
7,700,000
66,014
20,000,000
229,951
-
45,495,997
20,295,965
a) On 1 February 2016 the consolidated entity issued two convertible securities, with a face value of $10,000,000 each, for
total proceeds of $20,000,000. Interest is payable at a rate of 10.0% per annum based on the face value. The notes are
convertible into ordinary shares of the parent entity, at any time at the option of the holder, or repayable on 1 February 2017,
with an ability for the financier to request (and for the company to accept such request) to extend the maturity date by two
further periods of 1 year (with the last possible maturity date being 1 February 2019). The number of ordinary shares to be
issued is calculated as the conversion amount divided by the market price per share at the date of the issue of the convertible
securities ($0.015), but subject to adjustments for reconstructions of equity. The maturity date for the notes was extended by
agreement to 1 February 2018. A further 1 year extension is available under the existing terms of the notes. Total accrued
interest relating to the notes as at balance date is $484,478.
On 1 March 2017 the consolidated entered into the Trepang Convertible Loan Deed, to conditionally secure an additional
$15,000,000 in funding to assist in completing the acquisition of 100% of the Dartbrook Joint Venture. The issuance of the
note was one of a number of resolutions approved by shareholders of the consolidated entity at a general meeting held 13
April 2017, with approval also being provided for the conversion price of $0.0138 per ordinary share. Interest is payable at a
rate of 10.0% per annum based on the face value. The notes are convertible into ordinary shares of the parent entity, at any
time at the option of the holder, or repayable on 1 February 2018, with an ability for the financier to request (and for the
company to accept such request) to extend the maturity date by two further periods of 1 year (with the last possible maturity
date being 1 February 2020). The number of ordinary shares to be issued is calculated as the conversion amount divided by
the market price per share at the date of the issue of the convertible securities ($0.0138), but subject to adjustments for
reconstructions of equity. Total accrued interest relating to the notes as at balance date is $148,148.
b) On 29 May 2017, the consolidated entity announced it has agreed terms with Anglo American Metallurgical Coal Assets
Pty Ltd for the provision of a loan for $7,700,000, secured against certain assets of the consolidated entity for a term of
three years with a 10% interest rate per annum. The loan was conditional upon, amongst other things, approval from
shareholders of the consolidated entity at a general meeting relating to financial assistance provisions. The loan was
deemed to be a current liability at balance date, prior to the shareholder vote, given the default provisions in the loan
agreement that may have been triggered if approval was not received. Approval from shareholders was received at a
general meeting held 11 August 2017. Total accrued interest relating to the loan as at balance date is $67,541.
The convertible notes held are secured. Refer to Note 19 for further information on assets pledged as security and financing
arrangements.
Refer to Note 22 for further information on financial instruments.
46
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 18. Provision for rehabilitation
Non-Current:
Rehabilitation provision
Reconciliation of movements:
Opening balance
Additions – Business Combination
Depletion – rehabilitation activities completed
Closing
Consolidated
2017
$
2016
$
9,245,001
-
9,245,001
-
9,245,001
-
-
-
-
-
Rehabilitation
The provision for rehabilitation closure costs relate to areas disturbed during operations when the Dartbrook mine was active.
Provision has been made to rehabilitate all areas of disturbance including surface infrastructure, buildings, underground mine
workings and underground entries, using internal and external expert assessment of each aspect to calculate an anticipate
cash outflow discounted to a net present value. At each reporting date the rehabilitation provision is re-measured in line with
the then-current level of disturbance, cost estimates and other key inputs. The amount of provision relating to rehabilitation
of areas is recognised in profit or loss as incurred.
The Dartbrook mine was acquired under care and maintenance on 29 May 2017 and remained in that state for the
remainder of the financial year ended 30 June 2017. The consolidated entity provided cash of $9,245,001 to the NSW
government at completion of the acquisition to bond the assessed rehabilitation liability, as required under relevant laws.
The consolidated entity will continue to assess available and efficient rehabilitation options in parallel with potential
development options for the mine.
Note 19. Non-current liabilities - borrowings
Bank loans
Refer to Note 22 for further information on financial instruments.
Consolidated
2017
$
2016
$
14,278
93,343
14,278
93,343
47
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 19: Non-current liabilities – borrowings (continued)
Total secured liabilities
The total secured liabilities (current and non-current) are as follows:
Bank loans
Insurance premium funding
Undrawn Loan – Trepang Services Pty Ltd
Convertible securities
Loan – Anglo American
Consolidated
2017
$
2016
$
55,659
221,814
5,000,000
37,532,802
7,700,000
159,357
229,951
-
-
50,510,275
389,308
Assets pledged as security
The bank loans are secured by a restricted short term deposit held by the bank.
The insurance premium funding is secured by the underlying insurance policy.
Trepang Services Pty Ltd has agreed to provide $5,000,000 by way of a secured, interest bearing, loan to the consolidated
entity. The loan has a three-year term and an interest rate of 10% per annum when drawn. As at the date of this report the
loan had not been drawn but remains available for drawdown on 29 November 2017 by the consolidated entity.
The convertible securities, issued to Mr Robinson Snr, Mr Paspaley and Trepang Services Pty Ltd, share in the same
security package as the loan to be provided by Trepang Service Pty Ltd.
After balance date, shareholders of the consolidated entity approved, at the extraordinary general meeting on 11 August
2017, the granting of first ranking security to Anglo American Metallurgical Coal Assets Pty Ltd in respect of the $7.7 million
vendor loan provided on completion of the Dartbrook acquisition. The loan from Trepang Services Pty Ltd, and convertible
note holders, is subordinated to the secured loan from Anglo American Metallurgical Coal Assets Pty Ltd.
Financing arrangements
Access was available at the reporting date to the following lines of credit:
Consolidated
2017
$
2016
$
205,000
5,000,000
5,205,000
205,000
5,000,000
5,205,000
55,659
55,659
159,357
159,357
149,341
5,000,000
5,149,341
45,643
5,000,000
5,045,643
Total facilities
Bank loans
Loan – Trepang Services Pty Ltd
Used at the reporting date
Bank loans
Unused at the reporting date
Bank loans
Loan – Trepang Services Pty Ltd
As at the date of this report the loan from Trepang Services Pty Ltd had not been drawn.
48
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 20. Equity - issued capital
Ordinary shares - fully paid
4,923,434,264 4,318,434,264
59,522,291
53,179,591
Consolidated
2017
Shares
2016
Shares
2017
$
2016
$
Movements in ordinary share capital
Details
Balance
Date
No of shares
Issue price
$
01/07/2015
300,940,869
Issue of shares for cash
22/07/2015
Issue of shares on conversion of convertible security 03/08/2015
23/10/2015
Issue of shares for cash
30/10/2015
Issue of shares for cash
30/10/2015
Issue of shares for services
08/12/2015
Issue of shares for cash
Issue of shares for services
08/12/2015
Share issue transaction costs, net of tax
Total for the year
54,000,000
30,000,000
206,014,645
3,300,000,000
370,050,000
50,000,000
7,428,750
Balance
30/06/2016
4,318,434,264
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash-exercise of options
Issue of shares for cash
Issue of shares for cash-exercise of options
Issue of shares for cash
Share issue transaction costs, net of tax
11/08/2016
19/10/2016
6/01/2017
16/02/2017
2/03/2017
16/03/2017
23/03/2017
30/03/2017
3/04/2017
1/06/2017
12,500,000
12,500,000
6,250,000
12,500,000
12,500,000
6,250,000
12,500,000
500,000,000
25,000,000
5,000,000
$0.004
$0.002
$0.004
$0.004
$0.004
$0.004
$0.004
$0.013
$0.013
$0.013
$0.013
$0.013
$0.013
$0.013
$0.010
$0.013
$0.010
37,695,544
216,000
60,000
824,059
13,200,000
1,480,200
200,000
29,715
(525,927)
15,484,047
53,179,591
161,588
161,587
80,794
161,588
161,587
80,794
161,587
5,000,000
323,175
50,000
(34,500)
Balance
4,923,434,264
59,487,791
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company
does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each
share shall have one vote.
Share buy-back
There is no current on-market share buy-back.
Capital risk management
The consolidated entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that
it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to
reduce the cost of capital.
49
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 20: Equity – issued capital (continued)
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated
as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The consolidated entity would look to raise capital when an opportunity to invest in a business or company was seen as
value adding relative to the current company's share price at the time of the investment. The consolidated entity is not actively
pursuing additional investments in the short term as it continues to integrate and grow its existing businesses in order to
maximise synergies.
The consolidated entity is subject to certain financing arrangements covenants and meeting these is given priority in all
capital risk management decisions. There have been no events of default on the financing arrangements during the financial
year.
The capital risk management policy remains unchanged from the 30 June 2016 Annual Report.
Note 21. Equity - reserves
Share based payment reserve
Consolidated
2017
$'000
2016
$'000
-
-
492,700
492,700
Share based payments reserve
The reserve is used to recognise increments and decrements in the fair value of share based payments.
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 1 July 2015
Options issued
Options exercised
Balance at 30 June 2016
Options issued
Options exercised
Balance at 30 June 2017
Share based
payments
$
Total
$
-
492,700
-
492,700
-
(492,700)
-
492,700
-
492,700
(492,700)
-
-
50
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 22. Financial instruments
Financial risk management objectives
The consolidated entity's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price
risk and interest rate risk), credit risk and liquidity risk. The consolidated entity's overall risk management program focuses
on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of
the consolidated entity. The consolidated entity uses different methods to measure different types of risk to which it is
exposed. These methods include sensitivity analysis in the case of interest rate and other price risks, ageing analysis for
credit risk.
Risk management is carried out by the Chief Financial Officer ('CFO') under policies approved by the Board of Directors ('the
Board'). These policies include identification and analysis of the risk exposure of the consolidated entity and appropriate
procedures, controls and risk limits. The CFO identifies, evaluates and hedges financial risks within the consolidated entity's
operating units. The CFO reports to the Board on a monthly basis.
Market risk
Foreign currency risk
The consolidated entity is not currently exposed to foreign currency risk.
Price risk
The consolidated entity is not currently exposed to price risk.
Interest rate risk
The consolidated entity's main interest rate risk arises from long-term borrowings or convertible securities. Borrowings
obtained at variable rates expose the consolidated entity to interest rate risk. Borrowings obtained at fixed rates expose the
consolidated entity to fair value risk.
The consolidated entity's convertible securities ($37,532,802) attract a fixed interest rate of 10% per annum, with interest
either capitalised or settled by way of issue of ordinary shares, at the consolidated entity’s election. The consolidated entity
also holds a vendor loan for $7,700,000 at a fixed rate of 10% per annum and a variable bank loan for motor vehicles for
$205,000. An official increase/decrease in interest rates of 100 (2016: 100) basis points for all interest bearing items would
have an adverse/favourable effect on profit before tax of $452,885 (2016: $54,398) per annum.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
consolidated entity. Credit risk is managed through the maintenance of procedures (such procedures include the utilisation
of systems for the approval, granting and renewal of credit limits, regular monitoring of exposures against such limits and
monitoring of the financial stability of significant customers and counterparties), ensuring to the extent possible, that
customers and counterparties to transactions are of sound credit worthiness. Such monitoring is used in assessing
receivables for impairment. Depending on the division within the Group, credit terms are generally 14 to 30 days from the
invoice date. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount,
net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the
financial statements. The consolidated entity does not hold any collateral.
The consolidated entity has no significant concentration of credit risk with any single counterparty or group of counterparties.
Liquidity risk
Vigilant liquidity risk management requires the consolidated entity to maintain sufficient liquid assets (mainly cash and cash
equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.
The consolidated entity manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by
continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.
51
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 22: Financial instruments (continued)
Financing arrangements
Unused borrowing facilities at the reporting date:
Bank loans
Loan – Trepang Services Pty Ltd
Consolidated
2017
$'000
2016
$'000
149,341
5,000,000
5,149,341
45,643
5,000,000
5,045,643
The bank loan facility may be drawn at any time and has an average maturity of 2 ½ years (2016: 2.5 years), subject to the
terms of the loan.
Remaining contractual maturities
The following tables detail the consolidated entity's remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining
contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.
Consolidated - 2017
Non-derivatives
Non-interest bearing
Trade payables
Interest-bearing - fixed rate
Bank loans
Other loans
Convertible notes payable
Total non-derivatives
Consolidated - 2016
Non-derivatives
Non-interest bearing
Trade payables
Interest-bearing - fixed rate
Bank loans
Other loans
Convertible notes payable
Total non-derivatives
Weighted
average
interest rate 1 year or less
%
$
Between 1
and 2 years
$
Between 2
and 5 years Over 5 years
$
$
Remaining
contractual
maturities
$
-
487,043
-
5.04%
5.69%
10.00%
41,381
221,814
37,532,802
38,283,040
14,278
-
-
14,278
-
-
-
-
-
-
-
-
-
-
487,043
55,659
221,814
37,532,802
38,297,318
Weighted
average
interest rate 1 year or less
%
$
Between 1
and 2 years
$
Between 2
and 5 years Over 5 years
$
$
Remaining
contractual
maturities
$
-
523,579
-
-
5.04%
5.69%
10.00%
72,534
232,142
20,827,397
21,655,652
72,534
24,178
-
72,534
-
24,178
-
-
-
-
523,579
169,246
232,142
20,827,397
21,752,364
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed
above.
Fair value of financial instruments
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
52
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 23. Fair value measurement
Fair value hierarchy
The following tables detail the consolidated entity's assets and liabilities, measured or disclosed at fair value, using a three
level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or
indirectly
Level 3: Unobservable inputs for the asset or liability
Consolidated - 2017
Assets
Non-current assets - receivables
Ordinary shares available-for-sale
Total assets
Consolidated - 2016
Assets
Non-current assets - receivables
Ordinary shares available-for-sale
Total assets
Level 1
$'000
Level 2
$'000
Level 3
$'000
Total
$'000
-
-
-
Level 1
$'000
Level 2
$'000
103,105
-
103,105
-
-
-
-
-
-
Level 3
$'000
-
-
-
-
-
-
-
-
-
Total
$'000
103,105
-
103,105
Assets and liabilities held for sale are measured at fair value on a non-recurring basis.
There were no transfers between levels during the financial year.
The carrying amounts of trade and other receivables and trade and other payables are assumed to approximate their fair
values due to their short-term nature.
The fair value of financial liabilities is estimated by discounting the remaining contractual maturities at the current market
interest rate that is available for similar financial liabilities.
Valuation techniques for fair value measurements categorised within level 2 and level 3
The directors have determined that the fair values of the existing available-for-sale financial assets carried at cost and at
recoverable amount cannot be reliably measured. The directors have made an estimate of the fair value at the end of the
reporting period based on the reported financial results of the underlying investment. There is no active market for these
investments, and there is no present intention to dispose of these investments.
These available-for-sale financial assets are represented by the company’s holding of 1,000,000 ordinary shares in Scott
Creek Coal Limited. The shares were acquired in part settlement for the sale of tenement EPC1548 on 2 April 2013 at an
acquisition cost of $100,000. The directors have estimated the fair value of the shares as $Nil (2016: $Nil)
Assets and liabilities held for sale are measured at fair value on a non-recurring basis.
There were no transfers between levels during the financial year.
The carrying amounts of trade and other receivables and trade and other payables are assumed to approximate their fair
values due to their short-term nature.
53
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 24. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the consolidated entity
is set out below:
Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
Note 25. Remuneration of auditors
Consolidated
2017
$
2016
$
1,081,217
39,399
-
-
1,608,579
41,705
-
492,700
1,120,616
2,142,984
During the financial year the following fees were paid or payable for services provided by Hall Chadwick Chartered
Accountants, the auditor of the company, its network firms and unrelated firms:
Audit services – Hall Chadwick Chartered Accountants
Audit or review of the financial statements
Other services – Hall Chadwick Chartered Accountants
Preparation of the tax return
Consolidated
2017
$
2016
$
69,870
67,000
4,952
5,200
74,822
73,200
54
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 26. Contingent liabilities
Vendor Royalty
On 7 June 2016 the consolidated entity announced it had reached agreement with the minority joint venture partner at
Dartbrook to acquire the minority partner’s stake, thereby taking the Company’s ownership of Dartbrook to 100%. A
combined contingent royalty arrangement was agreed with the vendors on the following terms:
•
An aggregate royalty to the vendors at a rate of A$3.00 per tonne of coal sold or otherwise disposed of and A$0.25
per tonne of any third party coal processed through the Dartbrook infrastructure, capped at A$30 million with
indexation to apply to the rate and the cap.
At present the Dartbrook Mine is permitted to operate as an underground mine. The Company conducted feasibility
assessment during the financial year and announced to the market in March 2017 that it would not pursue the proposed
development underground option. As the Company does not presently hold a mining authority to operate the project via an
alternate extraction method, the vendor royalty is contingent on the Company achieving future development milestones
which may or may not occur. Accordingly, the vendor royalty is considered to be a contingent liability only, with recognition
only likely to occur once development approvals are obtained and the directors resolve to progress toward construction
and operation.
Bank Guarantees
The consolidated entity has given bank guarantees as at 30 June 2017 of $80,442 (2016: $80,442) to its landlord.
Note 27. Commitments
Exploration and evaluating expenditure commitments – operating
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
More than five years
The consolidated entity is required to meet minimum exploration and evaluation expenditure
commitments in accordance with the terms of the tenement grant documents. Any shortfall in
annual expenditure is planned to be made up in the following period with a view to avoiding
any penalties that the government may impose. At this stage no penalties for under-
expenditure have been or are expected to be incurred.
Lease commitments - operating
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
More than five years
Consolidated
2017
$'000
2016
$'000
315,000
1,450,000
-
1,765,500
310,000
1,923,000
-
2,233,000
249,308
144,367
233,707
362,040
393,675
595,747
Operating lease commitments include contracted amounts for offices and plant and equipment under non-cancellable
operating leases expiring within one to ten years with, in some cases, options to extend. The leases have various escalation
clauses. On renewal, the terms of the leases are renegotiated.
55
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 28. Related party transactions
Parent entity
Australian Pacific Coal Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 31.
Key management personnel
Disclosures relating to key management personnel are set out in note 24 and the remuneration report included in the
directors' report.
Receivable from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
Current convertible securities:
Mr John Robinson (Snr)
Mr Nick Paspaley
Trepang Services Pty Ltd
Consolidated
2017
$
2016
$
11,226,401
11,226,401
15,000,000
10,000,000
10,000,000
-
The terms of convertible securities issued to Mr Robinson (Snr), Mr Paspaley and Trepang Services Pty Ltd are set out in
Note 17.
Non-current borrowings:
•
Trepang Services Pty Ltd
Consolidated
2017
$
2016
$
-
-
The company has entered into a Loan Agreement with Trepang Services Pty Ltd. The amount of the loan facility is
$5,000,000. As at the reporting date the loan facility had not been drawn. The terms of the loan are set out at Note 19.
Non-current loans receivable:
• Mr. Peter Ziegler
• Mr. Paul Byrne
• Mr. Paul Ingram
• Mr. Kevin Mischewski**
Consolidated
2017
$
2016
$
121,500
165,848
264,500
28,950
121,500
165,848
264,500
28,950
The company has previously issued ordinary shares to key management personnel in accordance with the Company’s
Officers, Executives, Consultants and Employee Share Plan. The terms of the plan enabled the company to fund the
purchase by way of limited-recourse loans repayable from future dividends or out of proceeds when the allotted shares are
sold. Collateral is held by way of security over the shares issued. The shares are subject to a trading lock preventing
disposal of the shares prior to the respective holders making suitable arrangements for repayment of any outstanding
amounts payable on the associated loans. Interest is not payable.
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates.
56
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 29. Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Profit after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Share based payment reserve
Retained profits
Total equity
Parent
2017
$
2016
$
(6,634,673)
(5,385,120)
(6,634,673)
(5,385,120)
Parent
2017
$
2016
$
12,503,811
29,919,225
48,012,341
31,126,865
39,389,741
21,606,027
39,404,019
21,699,370
59,487,791
-
(50,879,469)
53,179,591
492,700
(44,244,796)
8,608,322
9,427,495
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The parent entity has entered into a guarantee in connection with the consolidated entities’ purchase of the Dartbrook coal
mine.
The parent entity has not entered into any other guarantees, in the current or previous financial year, in relation to the
debts of its subsidiaries.
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2017 and 30 June 2016.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2017 and 30 June 2016.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 1, except
for the following:
●
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
57
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 30. Business combinations
On 29 May 2017 AQC Investments #2, a subsidiary of Australian Pacific Coal Limited, acquired 100% of the ordinary shares
of AQC Dartbrook Pty Limited (formerly known as Dartbrook Anglo Pty Ltd), AQC Dartbrook Management Pty Ltd (formerly
known as Dartbrook Management (Anglo) Pty Ltd), and Dartbrook Coal (Sales) Pty Ltd for a total consideration of
$39,725,001. Collectively, these entities controlled and managed the joint venture operations of the vending joint
venture partners of the Dartbrook Mine in New South Wales, including land, water rights, key mining infrastructure, mining
information and other surface facilities. The consolidated entity also assumed the current rehabilitation obligation for the
remediation of the Dartbrook Mine of $9,245,001. The goodwill of $nil reflects the acquisition of the Dartbrook Mine which
has been in a care and maintenance phase for approximately ten years prior to the transaction. The acquired
business contributed revenues of $nil and a loss after tax of $1,688,400 to the consolidated entity for the period from 29
May 2017 to 30 June 2017. The values identified in relation to the acquisition of the Dartbrook Mine are preliminary as at 30
June 2017.
Details of the acquisition are as follows:
Security deposit
Property, plant and equipment
Rehabilitation liability
Net assets acquired
Goodwill
Acquisition-date fair value of the total consideration transferred
Representing:
Cash paid or payable to vendors
Funds contributed toward rehabilitation bond
Contingent consideration
Total purchase consideration
Fair value
$
9,245,001
39,725,001
(9,245,001)
39,725,001
-
39,725,001
32,025,001
7,700,000
-
39,725,001
The fair value of net assets acquired was $39,725,001. This outcome is reflective of the nature of the Dartbrook mine which
was operated in a care and maintenance phase for an extended period by the former owners. This value is preliminary and
will be assessed by an independent valuation expert within the time limit permitted by AASB 3.
The transaction consideration also includes a contingent vendor royalty, payable when the Dartbrook mine recommences
saleable production. The vendor royalty is considered a contingent liability until there is greater certainty around appropriate
mining approvals aligned with the business plan of the consolidated entity. Refer to Note 26 for further information on the
vendor royalty.
58
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 31. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly-owned subsidiaries
in accordance with the accounting policy described in Note 1:
Name
AQC Investments 1 Pty Ltd
AQC Investments 2 Pty Ltd
Area Coal Pty Ltd
AQC Services Pty Ltd***
AQC Dartbrook Pty Ltd
AQC Dartbrook Management Pty Ltd
Dartbrook Coal (Sales) Pty Ltd
Ipoh Pacific Resources Pty Ltd
Kokstad Mining Pty Ltd*
Felix St Pty Ltd
IPR Operations Pty Ltd
Ipoh Pacific Pty Ltd*
Inter-Medteq Pty Ltd**
Mining Investments One Pty Ltd
Mining Investments Two Pty Ltd**
Mining Investments Three Pty Ltd**
Mining Investments Four Pty Ltd*
Principal place of business /
Country of incorporation
Ownership interest
2016
2017
%
%
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
N/A
100.00%
100.00%
N/A
100.00%
100.00%
100.00%
100.00%
N/A
100.00%
100.00%
100.00%
100.00%
N/A
N/A
N/A
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
* entities de-registered during financial year as deemed to be dormant
** entities de-registered post balance date as deemed to be dormant
*** name changed from Mining Investments Six Pty Ltd during the financial year
Note 32. Events after the reporting period
In September 2017, the consolidated entity completed the divestment of the Mount Hillalong and Cooroorah projects. As a
result of the divestment, the consolidated entity has an equity holding in Bowen Coking Coal Limited (formerly named
Cabral Resources Limited) (ASX: BCB).
On 11 August 2017, the consolidated entity held an extraordinary general meeting for shareholders to consider the
provision of financial assistance in relation to the 3-year, $7.7 million loan provided by Anglo American Metallurgical Coal
Assets Pty Ltd, the majority vendor of the Dartbrook coal mine. Shareholders approved the resolution which, amongst other
things, delivered the financier first ranking security over predominantly all of the assets of the consolidated entity. The
consolidated entity is obligated to repay the loan if more than $10 million of new funding is raised.
No other matter or circumstance has arisen since 30 June 2017 that has significantly affected, or may significantly affect,
the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future
financial years.
59
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 33. Reconciliation of profit after income tax to net cash from operating activities
Profit after income tax expense for the year
(8,942,416)
(5,991,001)
Consolidated
2017
$
2016
$
Adjustments for:
Depreciation and amortisation
Impairment of non-current assets
Accrued finance costs
Share-based payments
Acquisition costs
Change in operating assets and liabilities:
Increase / (decrease) in trade and other receivables
Increase / (decrease) in prepayments
(Increase) / decrease in trade and other payables
Net cash from operating activities
Note 34. Earnings per share
Earnings per share for profit from continuing operations
Profit after income tax
Non-controlling interest
48,023
149,521
2,638,203
-
1,688,400
30,769
539,050
19,403
492,700
(239,487)
846,469
2,082,179
(63,558)
(1,198,652)
1,187,955
(1,729,099)
(4,983,334)
Consolidated
2017
$
2016
$
(8,942,416)
-
(5,991,001)
-
Profit after income tax attributable to the owners of Australian Pacific Coal Limited
(8,942,416)
(5,991,001)
Basic earnings per share
Diluted earnings per share
Earnings per share for profit
Profit after income tax
Non-controlling interest
Cents
Cents
(0.2)
(0.2)
(0.2)
(0.2)
Consolidated
2017
$
2016
$
(8,942,416)
-
(5,991,001)
-
Profit after income tax attributable to the owners of Australian Pacific Coal Limited used in
calculating diluted earnings per share
(8,942,416)
(5,991,001)
Basic earnings per share
Diluted earnings per share
Cents
Cents
(0.2)
(0.2)
(0.2)
(0.2)
60
Australian Pacific Coal Limited
Notes to the financial statements
30 June 2017
Note 34. Earnings per share (continued)
Weighted average number of ordinary shares
Weighted average number of ordinary shares used in calculating basic earnings per share
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares
Convertible notes
Number
Number
4,487,547,278 2,999,057,725
-
-
-
-
Weighted average number of ordinary shares used in calculating diluted earnings per share 4,487,547,278 2,999,057,725
Convertible notes are considered anti-dilutive as the consolidated entity is loss making. Convertible notes potentially dilute
earnings per share in the future.
Note 35. Share-based payments
During the financial year ended 30 June 2017 there were no share based payments made to directors, executives or other
personnel.
61
Australian Pacific Coal Limited
Directors' declaration
30 June 2017
In the directors' opinion:
●
●
●
●
the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional reporting requirements;
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 1 to the financial statements;
the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at
30 June 2017 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable.
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.
On behalf of the directors
___________________________
Peter Ziegler
Chairman & Director
28 September 2017
Brisbane
62
63 64 65 66 67 68 CORPORATE GOVERNANCE STATEMENT
The Board of Directors of Australian Pacific Coal Limited (“the Company”) is responsible for establishing the
corporate governance framework of the Group having regard to the ASX Corporate Governance Council (“CGC”)
Third Edition of the Corporate Governance Principles and Recommendations and published guidelines. The
Board guides and monitors the business and affairs of the Company on behalf of the shareholders.
The Board seeks, where appropriate to adopt without modification, the CGC recommendations. Where there has
been any variation from the CGC recommendations, it is because the Board believes the Company is not as yet
of size, nor are its financial affairs of such complexity, to justify some of these recommendations. The Board is of
the view that with the exception of the departures to the CGC Corporate Governance Principles and
Recommendations as are set out below, it otherwise complied with all of the CGC Corporate Governance
Principles and Recommendations. The Company’s ASX Appendix 4G, which is a checklist cross-referencing the
ASX Principles and Recommendations to the relevant disclosures in either this statement or Annual Report, is
available on our website www.aqcltd.com.au. This statement has been approved by the Company’s Board of
Director’s and is current as at 26 October 2017.
The following table summarises the Company’s compliance with the CGC recommendations and states whether
the Company has complied with each recommendation.
Recommendation
Summary of the Company’s Compliance
Principle 1 – Lay solid foundations for management and oversight
Companies should establish and disclose respective roles and responsibilities for Board and management
1.1: A listed entity should disclose:
a)
the respective roles and responsibilities of its
board and management; and
those matters expressly reserved to the board
and those delegated to management.
b)
1.2: A listed entity should:
a) undertake appropriate checks before appointing
a person, or putting forward to security holders a
candidate for election, as a director; and
b) provide security holders with all material
information in its possession relevant to a
decision on whether or not to elect or re-elect a
director.
for
is ultimately accountable
The Board
the
performance of the Company and provides leadership
and sets the strategic objectives of the Company. It
appoints all senior executives and assesses their
performance on at least an annual basis. It is
responsible for overseeing all corporate reporting
systems,
frameworks, governance
issues, and stakeholder communications. Decisions
reserved for the Board relate to those that have a
fundamental impact on the Company, such as
material acquisitions and takeovers, dividends and
buybacks, material profits upgrades and downgrades,
and significant closures.
remuneration
Management is responsible for implementing Board
strategy, day-to-day operational aspects, and
ensuring that all risks and performance issues are
brought the Board’s attention. They must operate
within the risk and authorisation parameters set by the
Board.
The Company undertakes relevant reference checks
prior to appointing a director, or putting that person
forward as a candidate to ensure that person is
competent, experienced, and would not be impaired
in any way from undertaking the duties of director.
The Company provides relevant
to
shareholders
the
attributes of candidates together with whether the
Board supports the appointment or re-election of a
director.
their consideration about
information
for
Page 69
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
1.3: A listed entity should have a written
agreement with each director and senior
executive setting out the terms of their
appointment.
CORPORATE GOVERNANCE STATEMENT
The terms of the appointment of a non-executive
director, executive directors and senior executives
are agreed upon and set out in writing at the time of
appointment.
1.4: The Company secretary of a listed entity
should be accountable directly to the board,
through the chair, on all matters to do with the
proper functioning of the board.
1.5: A listed entity should:
a) have a diversity policy which includes
requirements for the board or a relevant
committee of the board to set measurable
objectives for achieving gender diversity and to
assess annually both the objectives and the
entity’s progress in achieving them;
b) disclose that policy or a summary of it; and
c) disclose as at the end of each reporting period
the measurable objectives for achieving gender
diversity set by the board or a relevant
committee of the board in accordance with the
entity’s diversity policy and its progress towards
achieving them, and either:
i.
the respective proportions of men and
women on the Board, in senior executive
positions and across the whole organisation
(including how the entity has defined “senior
executive” for these purposes); or
if the entity is a “relevant employer” under
the Workplace Gender Equality Act, the
entity’s most recent “Gender Equality
Indicators”, as defined in and published
under that Act
ii.
1.6: A listed entity should:
a) have and disclose a process for periodically
evaluating the performance of the Board, its
committees and individual directors; and
b) disclose, in relation to each reporting period,
whether a performance evaluation was
undertaken in the reporting period in accordance
with that process.
1.7: A listed entity should:
a) have and disclose a process for periodically
evaluating the performance of its senior
executives; and
b) disclose, in relation to each reporting period,
whether a performance evaluation was
The Company Secretary reports directly to the Board
through the Chairman and is accessible to all
directors.
The Company has not adopted a formal Diversity
Policy as it has a small number of employees and has
formalised policy
to adopt
limited opportunity
guidelines. The Board is committed to developing
diversity in its workplace to assist the Company to
meet its goals and objectives by providing an
environment whereby appointments, advancement
and opportunities are considered on a fair and
equitable basis. The Company is committed to
promoting a corporate culture which embraces
diversity when determining the composition of the
Board, senior management and employees.
The Company will ensure that recruitment and
selection decisions are based on the principle of
merit, skills and qualifications and regardless of age,
gender, nationality, cultural background or any other
factor not relevant to the position. Past skills and
experience in the mining and exploration industries
will be a key determinant in the selection process.
No entity within the consolidated entity is a ‘relevant
employer’ for the purposes of the Workplace Gender
Equality Act 2012 (Cth) and therefore no Gender
Equality Indicators to be disclosed.
The Company does not currently have a formal
process for evaluating the performance of the Board,
its committees or individual directors. The Board
conducts its own evaluation of the skills, performance
and remuneration of existing Directors from time to
time. Individual Directors may recommend changes to
the composition of the Board.
Until such time as the Company expands to justify an
expansion of Board members, the Board is of the
current opinion that such performance evaluation is
suitable for the Company.
The Board reviews
executives periodically.
the performance of senior
A performance evaluation of the CEO/Managing
Director and the CFO/Company Secretary was
undertaken during the reporting period.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page 70
Corporate Governance Statement
CORPORATE GOVERNANCE STATEMENT
undertaken in the reporting period in accordance
with that process.
Principle 2 – Structure the board to add value
A listed entity should have a board of an appropriate size, composition, skills and commitment to enable it to
discharge its duties effectively.
2.1: The board of a listed entity should:
a) have a nomination committee which:
i.
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director,
ii.
and disclose:
iii.
iv.
v. as at the end of each reporting period, the
the charter of the committee;
the members of the committee; and
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
b)
if it does not have a nomination committee,
disclose that fact and the processes it employs
to address board succession issues and to
ensure that the board has the appropriate
balance of skills, knowledge, experience,
independence and diversity to enable it to
discharge its duties and responsibilities
effectively.
2.2: A listed entity should have and disclose a
board skills matrix setting out the mix of skills and
diversity that the board currently has or is looking
to achieve in its membership.
The Company does not have a separate nomination
committee. The Board as a whole decides the
selection of members of the Board and makes
recommendations to shareholders for election of
Directors. Each Board member is responsible for
assessing the necessary competencies of the Board
members to add value to the Company, reviewing
Board succession plans and evaluating the Board’s
performance.
industry
experience
The Board does not maintain a formal skills matrix
that sets out the mix of skills and diversity that the
Board aims to achieve in its membership. The current
Board members represent individuals that have
extensive
as
professionals that bring to the Board their specific
skills in order for the Company to achieve its strategic,
operational and compliance objectives. Their
suitability to the directorship has therefore been
determined primarily on the basis of their ability to
deliver outcomes in accordance with the Company’s
short and long term objectives and therefore deliver
value to shareholders.
as well
All Board members are expected to demonstrate the
following attributes:
Board Member Attributes
Page 71
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
CORPORATE GOVERNANCE STATEMENT
Leadership
Ethics and
integrity
Represents the Company
positively amongst stakeholders
and external parties; decisively
acts ensuring that all pertinent
facts are considered; leads
others to action; proactive
solution seeker.
Awareness of social,
professional and legal
responsibilities at individual,
Company and community level;
ability to identify independence
conflicts; applies sound
professional judgement;
identifies when external counsel
should be sought; upholds
Board confidentiality; respectful
in every situation.
Communication Effective in working within
defined corporate
communications policies; makes
constructive and precise
contribution to the Board both
verbally and in written form; an
effective communicator with
executives.
Experienced director that is
familiar with the mechanisms,
controls and channels to deliver
effective governance and
manage risks.
Corporate
governance
Details of the Board of directors, their appointment
dated, length of service and independence status is
as follows:
Mr Peter Ziegler (Chairman): Appointed 29 November
2005, served 12 years, Independent Non-executive.
Mr John Robinson (Managing Director): Appointed 30
October 2015, served 2 years, Not-independent
Executive.
The Hone Shane Stone: Appointed 1 August 2016,
served 1 year, Independent Non-executive.
Mr Bruce Munro: Appointed 19 May 2017, served 4
months, Independent Non-executive.
The board consists of four directors. Three of those
directors, Mr Peter Ziegler (Chairman), The Hon.
Shane Stone, and Mr Bruce Munro are considered
independent.
2.3: A listed entity should disclose:
a)
the names of the directors considered by the
board to be independent directors;
if a director has an interest, position, association
or relationship of the type described in Box 2.3
but the board is of the opinion that it does not
compromise the independence of the director,
the nature of the interest, position, association or
relationship in question and an explanation of
why the board is of that opinion; and
the length of service of each director.
b)
c)
2.4: A majority of the board of a listed entity
should be independent directors.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page 72
Corporate Governance Statement
CORPORATE GOVERNANCE STATEMENT
2.5: The chair of the board of a listed entity should
be an independent director and, in particular,
should not be the same person as the CEO of the
entity.
2.6: A listed entity should have a program for
inducting new directors and provide appropriate
professional development opportunities for
directors to develop and maintain the skills and
knowledge needed to perform their role as
directors effectively.
is considered
The Chair, Mr Peter Ziegler,
independent. Mr John Robinson holds the position of
CEO.
induction program
New directors undertake an
coordinated by the Company Secretary that briefs
and informs the director on all relevant aspects of the
Company’s operations and background. Directors are
to undertake director development
encouraged
programs to ensure that directors can enhance their
skills and remain abreast of important developments.
Principle 3 – Act ethically and responsibly
A listed entity should act ethically and responsibly
3.1: A listed entity should:
a) have a code of conduct for its directors, senior
executives and employees; and
b) disclose that code or a summary of it.
The Company Code of Conduct Policy and Ethics
Policy endeavours to foster a culture requiring that
directors and officers act with the utmost integrity,
objectivity and in compliance with the spirit of the law
and Company policies.
Principle 4 – Safeguard integrity in corporate reporting
A listed entity should have formal and rigorous processes that independently verify and safeguard the
integrity of its corporate reporting.
4.1 - The board of a listed entity should:
a) have an audit committee which:
i.
ii.
iii.
iv.
v.
has at least three members, all of whom are
non-executive directors and a majority of
whom are independent directors; and
is chaired by an independent director, who
is not the chair of the board, and disclose:
the charter of the committee;
the relevant qualifications and experience of
the members of the committee; and
in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
b)
if it does not have an audit committee, disclose
that fact and the processes it employs that
independently verify and safeguard the integrity
of its corporate reporting, including the
processes for the appointment and removal of
the external auditor and the rotation of the audit
engagement partner.
The Board has established an Audit Committee.
The Audit Committee presently consists of Mr Peter
Ziegler (Chairman) and Mr Andrew Roach (CFO and
Company Secretary).
Details of the qualifications and experience of the
director members of the Committee is detailed in the
“Information on directors” section of the Directors’
report.
The Chairman Mr Peter Ziegler represents the board
as an independent director, is financially literate and
has the relevant qualifications and experience.
The Company considers that due to the size, nature
and level of complexity of the Company, the Audit
Committee is appropriate despite not meeting the
strict compliance requirements of Principle 4.1.
Page 73
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
CORPORATE GOVERNANCE STATEMENT
the
responsibility
for
Ultimate
Company’s financial reporting rests with the board
and the current composition of the Audit Committee
ensures that the Board has processes in place to
raise issues that are ordinarily considered by the Audit
Committee.
integrity of
the
The number of Committee meetings held and
attended by each member is disclosed in the
“Meetings of directors” section of the Directors’ report.
For the financial year ended 30 June 2017 and the
half-year ended 31 December 2016, the Company’s
CEO and CFO provided the Board with the required
declarations.
The audit engagement partner attends the AGM and
is available to answer shareholder questions from
shareholders relevant to the audit.
4.2: The board of a listed entity should, before it
approves the entity’s financial statements for a
financial period, receive from its CEO and CFO a
declaration that, in their opinion, the financial records
of the entity have been properly maintained and that
the financial statements comply with the appropriate
accounting standards and give a true and fair view of
the financial position and performance of the entity
and that the opinion has been formed on the basis of
a sound system of risk management and internal
control which is operating effectively.
4.3: A listed entity that has an AGM should ensure
that its external auditor attends its AGM and is
available to answer questions from security holders
relevant to the audit.
Principle 5 – Make timely and balanced disclosure
A listed entity should make timely and balanced disclosure of all matters concerning it that a reasonable
person would expect to have a material effect on the price or value of its securities.
5.1: A listed entity should
a) have a written policy for complying with its
continuous disclosure obligations under the
Listing Rules; and
b) disclose that policy or a summary of it.
The Company has written policies and procedures in
place to ensure compliance with ASX listing rule
disclosure requirements and accountability at a senior
executive level for that compliance. The directors and
senior management are made aware of
their
disclosure requirements and obligations prior to their
engagement and regularly at Board and Management
meetings.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page 74
Corporate Governance Statement
CORPORATE GOVERNANCE STATEMENT
Where any such person is of any doubt as to whether
they possess information that could be classified as
market sensitive, they are required to notify the
Company Secretary immediately in the first instance.
The Company Secretary is required to consult with
the CEO in relation to matters brought to his or her
attention for potential announcement. Generally, the
CEO is ultimately responsible for decisions relating to
the making of market announcements. The Board is
required to authorise announcements of significance
to the Company. No member of the Company shall
disclose market sensitive information to any person
unless they have received acknowledgement from the
ASX that the information has been released to the
market.
Page 75
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
CORPORATE GOVERNANCE STATEMENT
Principle 6 – Respect the rights of security holders
A listed entity should respect the rights of its security holders by providing them with appropriate information
and facilities to allow them to exercise those rights effectively.
6.1: A listed entity should provide information about
itself and its governance to investors via its website.
The Company maintains information in relation to
governance documents, directors and senior
executives, annual report, ASX announcements and
contact details on the Company’s website.
6.2: A listed entity should design and implement an
investor relations program to facilitate effective two-
way communication with investors.
6.3: A listed entity should disclose the policies and
processes it has in place to facilitate and encourage
participation at meetings of security holders
The Company is committed to:
•
•
•
Communicating effectively with its shareholders
and ensuring that it is easy for shareholders to
communicate with the Company;
its continuous disclosure
Complying with
obligations applicable to the ASX listing rules and
other regulations; and
that
the shareholders and other
Ensuring
stakeholders are provided with timely and full
information about the Company’s activities.
The Company does not have a formal investor
relations program. The Board and Company
Secretary engage with investors at the AGM, in
relation to material announcements, and respond to
shareholder enquiries on an ad hoc basis. Material
communications are dispatched to investors either via
email, surface mail, and/or via market announcement.
facilitate and
to encourage participation at
To
meetings of shareholders, the Company ensures that
information is communicated to its shareholders
through:
•
•
•
•
Posting information on the Company’s web site at
www.aqcltd.com;
The distribution of Notice of Meetings and other
through
information directly
letters, email and other forms of communications;
to shareholders
Ensuring that auditors are invited to the Annual
General Meeting to consider questions regarding
the conduct of the audit and the preparation and
content of the auditor report; and
Allowing shareholders
meetings to discuss resolutions.
the opportunity at
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page 76
Corporate Governance Statement
CORPORATE GOVERNANCE STATEMENT
6.4: A listed entity should give security holders the
option to receive communications from, and send
communications to, the entity and its security registry
electronically.
to
are
encouraged
The Company engages its share registry to manage
the majority of communications with shareholders.
Shareholders
receive
correspondence from the Company electronically,
thereby facilitating a more effective, efficient and
environmentally friendly communication mechanism
with shareholders. Shareholders not already
receiving information electronically can elect to do so
through the share registry, Link Market Services
Limited at:
https://www.linkmarketservices.com.au/corporate/Inv
estorServices/Investor-Services.html.
Principle 7 – Recognise and manage risk
A listed entity should establish a sound risk management framework and periodically review the effectiveness
of that framework.
7.1: The board of a listed entity should:
a) have a committee or committees to oversee risk,
each of which:
i.
ii.
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director, and
disclose:
the charter of the committee;
the members of the committee; and
iii.
iv.
v. as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
b)
if it does not have a risk committee or
committees that satisfy a) above, disclose that
fact and the processes it employs for overseeing
the entity’s risk management framework
7.2: The board or a committee of the board
should:
a)
review the entity’s risk management framework
at least annually to satisfy itself that it continues
to be sound; and
b) disclose, in relation to each reporting period,
whether such a review has taken place
The Company has not established a separate Risk
Committee as it is considered that the current size of
the Board does not warrant the formal establishment
of a separate committee. The Board as a whole
therefore performs the function of such a committee
which includes the setting of corporate governance
policy and exercising due care and skill in assessing
risk, developing strategies to mitigate such risk,
monitoring the risk and the Company’s effectiveness
in managing it. The Company maintains internal
controls which assist in managing enterprise risk, and
these are reviewed as part of the scope of the external
audit, with the auditor providing the Board with
commentary on their effectiveness and the need for
any additional controls. The Managing Director and
CEO are responsible for monitoring operational risk,
ensuring all relevant insurances are in place, and
ensuring
regulatory and compliance
obligations of the Company are satisfied.
that all
is
for
responsible
the
The Board
Company’s policy on risk management and risk
oversight. The Audit Committee also separately
assesses management of the Company’s risks and
makes recommendations to the Board.
reviewing
The Audit Committee conducted an informal review of
the Company’s risk management framework during
the reporting period.
Page 77
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
7.3: A listed entity should disclose:
a)
if it has an internal audit function, how the
function is structured and what role it performs;
or
if it does not have an internal audit function, that
fact and the processes it employs for evaluating
and continually improving the effectiveness of its
risk management and internal control processes.
b)
CORPORATE GOVERNANCE STATEMENT
The Company does not have a dedicated internal
audit function. The responsibility for risk management
and internal controls lies with both the CEO and CFO
who continually monitor the Company’s internal and
external risk environment. Necessary action is taken
to protect the integrity of the Company’s books and
records
including by way of design and
implementation of internal controls, and to ensure
operational efficiencies, mitigation of risks, and
safeguard of Company assets.
7.4: A listed entity should disclose whether it has any
material exposure to economic, environmental and
social sustainability risks and, if it does, how it
manages or intends to manage those risks.
Refer to the Company’s Annual Report for disclosures
relating to the Company’s material business risks
(including any material exposure
to economic,
environmental or social sustainability risks). Refer to
commentary at Recommendations 7.1 and 7.2 for
information on the Company’s risk management
framework.
Principle 8 – Remunerate fairly and responsibly
A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design
its executive remuneration to attract, retain and motivate high quality senior executives and to align their
interest with the creation of value for security holders.
8.1: The board of a listed entity should:
a) have a remuneration committee which:
i.
ii.
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director, and
disclose:
the charter of the committee;
the members of the committee; and
iii.
iv.
v. as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
b)
if it does not have a remuneration committee,
disclose that fact and the processes it employs
for setting the level and composition of
remuneration for directors and senior executives
and ensuring that such remuneration is
appropriate and not excessive.
8.2: A listed entity should separately disclose its
policies and practices regarding the remuneration of
non-executive directors and the remuneration of
executive directors and other senior executives.
The Company has not established a separate
Remuneration Committee as it is considered that the
current size of the Board does not warrant the formal
establishment of a separate committee. The Board as
a whole therefore performs the function of such a
committee which includes setting the Company’s
remuneration structure, determining eligibilities in
relation to incentive schemes, assessing performance
and
remuneration of senior management and
determining the remuneration and incentives of the
Board, CEO and Company Secretary. The Board may
obtain external advice from independent consultants
remuneration
in determining
practices,
levels, where
considered appropriate.
the Company’s
remuneration
including
Non-executive directors’ remuneration is generally
fee based with non-executive directors eligible to
participate in the Company’s incentive schemes. The
level of remuneration reflects the anticipated time
commitments and responsibilities of the position.
Annual Report
Year Ending 30 June 2017
Australian Pacific Coal Limited
ABN 49 089 206 986
Page 78
Corporate Governance Statement
CORPORATE GOVERNANCE STATEMENT
indicators used
The Board considers the procedures, policies and key
performance
the
performance of key executives and directors. Any
equity based executive remuneration may be made in
accordance with
by
shareholders and developed over time.
to measure
thresholds
approved
framework and
Full discussion of the Company’s remuneration
remuneration
philosophy and
received by directors and executives in the current
financial year is contained in the Remuneration
Report section of the Directors’ Report. Further
remuneration
details of
procedures can be found in the Remuneration
Committee Charter.
the structure of
the
8.3: A listed entity which has an equity-based
remuneration scheme should:
a) have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise)
which limit the economic risk of participating in
the scheme; and
b) disclose that policy or a summary of it
Where a director or other senior executive uses
derivatives or other hedging arrangements over
vested securities of the Company, this will be
disclosed.
Page 79
Corporate Governance Statement
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Stock Exchange Limited and not shown elsewhere in this report is as follows.
This information is current as at 30 September 2017.
1.
Shareholding
a.
Distribution of Shareholders – Ordinary Securities
Number
Number
Category (size of holding)
of holders
of shares held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Total
278
251
149
738
768
76,493
688,470
1,134,058
33,307,146
4,888,228,097
2,184
4,923,434,264
b.
The number of shareholdings held in less than a marketable parcel of 50,000 shares (closing price $0.01
on 30 September 2017) is 1,126 and they hold 13,533,948 shares.
c.
The names of the substantial holders in the company as at 30 September 2016 are:
Substantial Holder
Trepang Services Pty Ltd
Nathan Tinkler
Jet Arm Limited
Number
of shares
2,106,166,167
614,118,280
500,000,000
d.
Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary shares:
—
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present
at a meeting or by proxy has one vote on a show of hands.
Unlisted options:
—
Options do not entitle the holders to vote in respect of the option, nor participate in dividends,
when declared, until such time as the options are exercised and subsequently registered as
ordinary shares.
Annual Report
Australian Pacific Coal Limited
Page 80
Year Ending 30 June 2017
ABN 49 089 206 986
ASX Additional Information
ASX ADDITIONAL INFORMATION
20 Largest Shareholders — Ordinary Shares
e.
Name
TREPANG SERVICES PTY LTD
JET ARM LIMITED
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
HALIKOS PTY LTD
ALLSTATE ASSET CORPORATION P/L>
MR LESLIE NORMAN TINKLER & MRS ZELDA IRENE TINKLER
JVG AUST PTY LTD
MR NICHOLAS THEODORE JAMES PASPALEY
BENTLEY RESOURCES PTE LTD
MR LESLIE NORMAN TINKLER & MRS ZELDA IRENE TINKLER
MIBRO (NT) PTY LTD
J P MORGAN NOMINEES AUSTRALIA LIMITED
SAMBOR NOMINEES PTY LTD
MR MARK ALAN ROWE & MRS CHRISTINE LEE ROWE
PENJEF PTY LIMITED
SHEMARIAH PTY LTD
FOLEY SUPER PTY LTD
MRS REBECCA SUE
MR BOUTROS SAAD & MRS MARIAM SAAD
SHEMARIAH PTY LTD
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
f.
Unlisted options
Nil
Number of Ordinary
Fully Paid Shares
Held
1,977,000,000
% Held of
Issued
Ordinary
Capital
40.15
500,000,000
10.16
295,086,883
192,307,962
182,903,334
179,457,186
132,742,038
129,166,667
63,500,000
63,002,446
43,000,000
37,495,598
34,559,150
29,015,240
27,502,526
26,265,000
25,063,500
23,500,000
23,042,020
21,390,000
5.99
3.91
3.71
3.64
2.70
2.62
1.29
1.28
0.87
0.76
0.70
0.59
0.56
0.53
0.51
0.48
0.47
0.43
4,005,999,550
81.37
2.
Stock Exchange Listing
Quotation has been granted for all the ordinary shares of the company on all Member Exchanges of the Australian Stock
Exchange Limited (ASX Code: AQC).
Page 81
Australian Pacific Coal Limited
ASX Additional Information
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017
CORPORATE DIRECTORY
DIRECTORS
Mr Peter Alexander Ziegler (Chairman)
Mr John James Robinson (Chief Executive Officer)
The Hon. Shane Leslie Stone
Mr Bruce Munro
COMPANY SECRETARY
Mr Andrew Roach
LAWYERS
HopgoodGanim Lawyers
Level 8, Waterfront Place
1 Eagle Street
Brisbane QLD 4000
AUDITORS
Hall Chadwick, Chartered Accountants
Level 14, 41 Collins Street
Melbourne VIC 3004
BANKERS
National Australia Bank Limited
100 Creek Street
Brisbane QLD 4000
SHARE REGISTRY
Link Market Services Limited
Level 15, 324 Queen Street
Brisbane QLD 4000
Phone: 1300 554 474 or
+61 2 8280 7111
www.linkmarketservices.com.au
REGISTERED OFFICE
Australian Pacific Coal Limited
Level 4, 10 Felix Street
Brisbane QLD 4000
Phone: +61 7 3221 0679
Fax: +61 7 3229 9323
www.aqcltd.com
Page 82
Corporate Directory
Australian Pacific Coal Limited
ABN 49 089 206 986
Annual Report
Year Ending 30 June 2017