More annual reports from Azure Minerals:
2023 ReportCorporate Information
ABN 46 106 346 918
DIRECTORS
Mr. Peter Ingram (Chairman)
Mr. Anthony Rovira (Managing Director)
Dr Wolf Martinick (Non‑Executive Director)
COMPANY SECRETARY
Mr. Brett Dickson
REGISTERED OFFICE
Level 1, 30 Richardson Street
WEST PERTH WA 6005
(08) 9481 2555
SOLICITORS
K & L Gates
Level 32
44 St Georges Terrace
Perth WA 6000
BANKERS
Commonwealth Bank of Australia Limited
SHARE REGISTER
Computershare Investor Services Pty Ltd
Level 11
172 St Georges Terrace
Perth WA 6000
Telephone: 1300 787 272
AUDITORS
BDO Audit (WA) Pty Ltd
38 Station Street
SUBIACO WA 6008
INTERNET ADDRESS
www.azureminerals.com.au
ASX CODE
Shares AZS
2 AZURE MINERALS LIMITED ANNUAL REPORT 2014
Contents
Corporate Information
Chairman’s Letter
Review of Operations
Directors’ Report
Corporate Governance Statement
– 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 Consolidated Financial Statements
– Directors’ Declaration
– Independent Auditor’s Report
– Declaration of Independence
ASX Additional Information
2
4
5
9
22
27
28
29
31
32
60
61
63
64
AZURE MINERALS LIMITED ANNUAL REPORT 2015 3
Chairman’s Letter
Dear Fellow Shareholder
I have pleasure in presenting to you, the Annual Report of Azure Minerals Limited for the year ending 30 June
2015.
While this report is primarily a review of activities for the last financial year, it would be remiss of me not to
make mention of the very exciting, recent exploration success at our Alacrán Project in Mexico that occurred
after the close of the reporting period. This large, high grade silver discovery has the potential to redefine and
reshape your company and we expect the forthcoming year will be one of exciting progress.
What is important to remember, is that this recent exploration success would not have been achieved without
the hard work and effort applied over the last year.
Despite the general malaise within the resources sector of our economy, 2015 has been a year of solid
achievements and progress for your Company. Our achievements in Mexico include the:
• Successful delineation of a significant copper‑gold‑silver resource at Promontorio and Cascada deposits,
for a total Indicated and Inferred Resource of 2.9MT at an average grade of 1.4% Cu, 1.6gpt Au, and 25gpt
Ag (see the Managing Director’s Review of Operations for full details);
• Successful negotiation of a very favorable Earn‑In and Joint Venture Agreement with Kennecott Promontorio
S.A. de C.V., a wholly owned subsidiary of the Rio Tinto Group, covering the entire Promontorio Project;
• Successful negotiation of the Right to Acquire a 100% interest in a significant silver‑copper‑gold project, the
Alacrán Project, from Minera Teck S.A. de C.V. (Teck). Teck is a believer in the potential of Alacrán to host
major copper deposits and has retained certain back‑in rights over the project;
• Successful early exploration at Alacrán, which has been achieved during the first phases of systematic
exploration, culminating in the completion of 14 RC drill holes testing several targets and the discovery of
the abovementioned high‑grade silver deposit at Mesa de Plata;
• Application for three strategic mineral concessions, the Telix Graphite Project, covering several significant
graphite deposits within Mexico’s premiere graphite mining district and surrounding the suspended El Tejon
graphite mine;
• Successful raising of $3,156,406 of new capital to fund our ongoing exploration programs.
The successes achieved during the year are the result of a combination of extremely hard work by, and excellent
technical skills of our management teams in both the head office in Perth and the operations base in Mexico. I
would like to take this opportunity to, on your behalf, thank the team for their efforts and to congratulate them
on their successes.
Finally, I would like to thank you, the Shareholders, for your continuing support of the company and its
continued exploration efforts, without which our successes could not have been achieved.
I look forward to the next year with great anticipation.
Yours sincerely,
Peter Ingram
Chairman
4 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Review of Operations
OVERVIEW
Azure Minerals Limited (“Azure”) is progressing two copper‑gold‑silver projects with two of the world’s major
mining companies – the Alacrán Project under option with a subsidiary of Teck Resources Limited (“Teck”), and
with the Rio Tinto Group which is earning into the Promontorio Project.
ALACRÁN PROJECT
In line with its strategy to grow the asset base of the company, Azure secured the right to acquire 100% of
the Alacrán Project from Minera Teck S.A. de C.V. (“Teck”), a Mexican subsidiary of Teck Resources Limited,
subject to certain back‑in rights.
ALACRÁN BACKGROUND
Alacrán is located in northern Mexico approximately 50km south of the USA border. The property covers
54km2 of highly prospective exploration ground in the middle of the Laramide Copper Province. This is one of
North America’s most prolific copper‑producing districts, extending from northern Mexico into the southern
United States. Alacrán lies in close proximity to several large copper mines, including being only 15km from the
world class, giant Cananea Copper Mine operated by Grupo Mexico.
There is excellent access to and within the property, via a sealed highway from Hermosillo, capital of the State of
Sonora, and existing mine roads and ranch tracks. The nearby town of Cananea is a mining‑friendly jurisdiction
with experienced exploration and mining services, as well as physical infrastructure including roads, railway,
airport, electrical power and water.
Commercial and artisanal mining occurred within the project area in the early 20th century, ending in 1913
due to the Mexican Revolution. Since that time, Alacrán has seen only limited exploration and its potential for
hosting large porphyry copper deposits and smaller high grade precious and base metal deposits remains
largely untested by modern exploration techniques.
The Anaconda Copper Mining Company explored the property intermittently from the 1930’s to the 1960’s.
Data relating to this work is held in the Anaconda Geological Documents Collection, part of the American
Heritage Centre in the University of Wyoming. Azure has visited the library and retrieved copies of numerous
technical reports and maps.
Between the 1960’s and the early 1980’s, the Consejo de Recursos Minerales (Mexican Geological Survey)
carried out occasional exploration programs, including drilling 6 holes at the Cerro Alacrán prospect in 1970
and undertaking geophysical surveys over the Palo Seco and La Morita prospects in 1981.
Grupo Mexico S.A.B.de C.V. (“Grupo Mexico”) then acquired the project and drilled 26 holes at Cerro Alacrán
in the 1990’s. This drilling, which was restricted to an area of approximately 50 hectares, outlined a large body
of near‑surface, copper oxide and chalcocite (copper sulphide) mineralisation. The size, grade and the extent
of this mineralised body is yet to be defined as a mineral resource to JORC standards.
Teck acquired the property from Grupo Mexico in 2013 and undertook limited exploration prior to optioning
its rights to Azure.
Azure acquired the rights to the project in December 2014 through its fully owned Mexican subsidiary Minera
Piedra Azul S.A. de C.V. Azure has signed an Agreement with Teck to acquire 100% of the property, subject to
an underlying back‑in right retained by Teck and a 2% Net Smelter Returns Royalty (NSR) retained by Grupo
Mexico. Teck is Canada’s largest diversified mineral resource company. Grupo Mexico is Mexico’s, and one of
the world’s, largest copper producers.
ALACRÁN EXPLORATION ACTIVITIES
Following finalisation of the agreement with Teck, Azure commenced exploration to identify and progress a
number of high‑priority targets prospective for precious and base metal mineralisation, especially copper, gold
and silver.
Exploration was focused in the western half of the project area where significant surface expressions of
mineralisation and historical mine workings are present. Activities included acquisition of historical technical
data, geological mapping, surface and underground mine sampling, geophysics, and airborne LIDAR and
photographic surveys.
This work identified several highly prospective targets. One of the targets, La Morita has potential for porphyry‑
related copper mineralisation; other targets such as Mesa de Plata, San Simon, Puerto del Oro and Palo Seco
have potential for structurally‑controlled, stratabound or epithermal polymetallic mineralisation – specifically
for silver‑gold deposits. No modern exploration has been undertaken on any of these prospects.
Having completed the initial work program, post‑year end Azure carried out a Reverse Circulation (RC) drilling
program of 14 holes for 2,073 metres to test the grade, thickness and lateral extent of mineralisation identified
at these prospects.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 5
Review of Operations
PROMONTORIO PROJECT
AGREEMENT WITH RIO TINTO
Azure has made strong progress at Promontorio over the past 12 months, with the highlight being execution
of an Earn‑in and Joint Venture Agreement with Kennecott Promontorio S.A. de C.V., a subsidiary of the Rio
Tinto Group (“Kennecott”).
The agreement enables Kennecott to earn up to 80% interest in the Promontorio Project by spending US$45
million on exploration and development.
The agreement with Kennecott has demonstrated the excellent potential for Promontorio to host very large
copper deposits, and has allowed significant acceleration of exploration activity at the project area over the
past 12 months.
Stage 1
Kennecott will sole‑fund a minimum expenditure of US$2 million during the calendar year 2015 (“Minimum
Commitment”). In addition, upon the signing of the Agreement in December 2014, Kennecott paid a non‑
refundable fee of US$250,000 to Azure.
Azure is the Project Operator during the early stages of the Agreement, with Kennecott providing their
technical expertise in exploration planning and evaluation of results.
Kennecott earns no interest in the project during Stage 1 and may withdraw from the Agreement at any time,
after satisfying the Minimum Commitment.
Stage 2
At the end of the first 12 months of the Agreement (December 2015), Kennecott may elect to continue its
exploration and, through spending a total of US$20 million (inclusive of the Minimum Commitment) over a
further five years, earn an initial 51% interest in the project. At this point a 51:49 Joint Venture (“JV”) will be
formed.
To account for the considerable value already created by Azure with the definition of the Promontorio and
Cascada copper deposits, upon formation of the JV, Kennecott will credit Azures’ JV account with US$50
million. This credit will cover Azures’ joint venture contributions as the Project progresses.
Stage 3
Upon earning its 51% interest Kennecott may elect to earn an additional 29% interest (for a total interest in the
JV of 80%) by spending a further US$25 million within a further 6 year period, taking total earn‑in expenditures
to US$45 million.
PROGRESS
Following the execution of commercial terms, Stage 1 exploration activity under the agreement commenced
in February 2015 This activity represented the first modern exploration activity conducted over the entire
Promontorio project area. Key activities have included:
• Airborne LIDAR and photographic survey
• Airborne magnetic, radiometric and electromagnetic survey
• Processing and interpretation of geophysical data
• Regional mapping and sampling
• Soil sampling program
•
Induced Polarisation Survey (in progress)
Results from these programs to date have provided a solid base for exploration for large, buried copper
deposits.
Cascada Mineral Resources
Azure was also pleased to deliver a maiden mineral resource estimate for the Cascada deposit (refer ASX
release dated 07/05/15), located within the broader Promontorio Project. This resource of 2,060,000 tonnes
@ 1.9% CuEq represents a substantial upgrade of resources for the Project, and Azure remains confident that
exploration activity being undertaken by Kennecott will identify more targets that could further increase the
overall resource base at the Promontorio Project.
The mineral resource estimate for Cascada and the total updated resources for the Promontorio Project are
shown in Tables 1 to 5.
6 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Review of Operations
Table 1: Cascada Mineral Resource above a 0.5% Cu Equivalent Cut-off within the Resource
Constraining Shell
Within Constraining Shell
Cut off > 0.5% CuEq
Classification
Indicated
Inferred
Total
Tonnage
(tonnes)
810,000
1,140,000
1,950,000
Cu
(%)
1.1
0.7
0.9
Grade
Contained Metal
Au
(g/t)
Ag
(g/t)
CuEq
(%)
Cu
(tonnes)
Au
(oz)
Ag
(oz)
1.4
1.7
1.6
28
26
27
2.0
1.8
1.8
9,000
8,400
36,000
720,000
63,200
960,000
17,400
99,200
1,690,000
35,900
CuEq
(tonnes)
15,900
20,000
Table 2: Cascada Mineral Resource above a 1.0% Cu Equivalent Cut-off below the Resource
Constraining Shell
Below Constraining Shell
Cut off > 1.0% CuEq
Grade
Contained Metal
Classification
Indicated
Inferred
Total
Tonnage
(tonnes)
30,000
80,000
110,000
Cu
(%)
1.0
1.3
1.2
Au
(g/t)
Ag
(g/t)
CuEq
(%)
Cu
(tonnes)
0.8
2.7
2.3
17
22
21
1.5
2.7
2.4
300
1,100
1,300
Au
(oz)
700
7,300
8,100
Ag
(oz)
20,000
60,000
70,000
CuEq
(tonnes)
400
2,300
2,700
Table 3: Cascada Mineral Resource Total within and below the Resource Constraining Shell
Total Resource
Grade
Contained Metal
Classification
Indicated
Inferred
Total
Tonnage
(tonnes)
840,000
1,230,000
2,060,000
Cu
(%)
1.1
0.8
0.9
Au
(g/t)
Ag
(g/t)
CuEq
(%)
Cu
(tonnes)
Au
(oz)
Ag
(oz)
CuEq
(tonnes)
1.4
1.8
1.6
27
26
27
1.9
1.8
1.9
9,200
9,500
36,700
740,000
16,300
70,500
1,020,000
22,300
18,800
107,200
1,760,000
38,600
Table 4: Promontorio Project Mineral Resources
Total Resource
Grade
Contained Metal
Deposit
Promontorio
Tonnage
(tonnes)
840,000
Cu
(%)
2.5
Au
(g/t)
Ag
(g/t)
CuEq
(%)
Cu
(tonnes)
Au
(oz)
Ag
(oz)
CuEq
(tonnes)
1.6
56
4.1
20,800
43,800
1,500,000
34,200
TELIX GRAPHITE PROJECT
Azure was successful in being sole applicant for three mineral concessions to form the Telix Graphite Project
(“Telix”). While the focus for Azure remains on progressing the Promontorio and Alacrán projects, Telix
presented a low cost and highly attractive opportunity for the Company to acquire a strategic landholding in
Mexico’s premier graphite mining district.
The Telix Graphite Project covers 12.6km2 of highly prospective ground, located adjacent to Mexico’s only
commercial graphite mine, El Tejon. Having operated for 21 years, El Tejon was closed in 2002 due to low
graphite prices and, since then, the mine and processing plant have been on care and maintenance.
Several historical graphite mines, including Curva 25, Zopilote and Temescal, are hosted within Azure’s
concessions, with these deposits reported to be high quality flake graphite similar to that mined at the adjacent
La Cucharita Central deposit, which was a principal source of ore for the El Tejon Graphite Mine and Mill.
There is excellent local infrastructure with good roads including the Pan American Highway, a major railroad,
and mains electrical power and water all passing through the project area.
Azure believes the Telix Project may have attractive development synergies with the proposed recommencement
of operations at El Tejon.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 7
Review of Operations
MINERAL RESOURCES ESTIMATION GOVERNANCE STATEMENT
Governance of Azure’s mineral resources is a responsibility of the Executive Management of the Company.
The Promontorio mineral resource has not changed since last year. The Cascada mineral resource is a new
resource this financial year and its first estimate was release to ASX on 7 May 2015.
Azure has ensured that its mineral resources estimates are subject to appropriate levels of governance and
internal controls. The mineral resources reported have been estimated by independent external consultants who
are experienced in best practices in modelling and estimation methods. The consultants have also undertaken
reviews of the quality and suitability of the underlying information used to generate the resource estimations.
Additionally the Company carries out regular internal peer reviews of processes and contractors engaged.
Azure has reported its Promontorio mineral resources on an annual basis in accordance with the Australasian
Code for Reporting of Exploration Results, Mineral Resources and Ore Resources (the JORC code) 2004
Edition.
Azure has reported its Cascada mineral resources on an annual basis in accordance with the Australasian Code
for Reporting of Exploration Results, Mineral Resources and Ore Resources (the JORC code) 2012 Edition.
Competent Persons named by Azure are members of the Australian Institute of Mining and Metallurgy and/or
the Australian Institute of Geoscientists and/or of a “Recognised Professional Organisation”, as included in a
list on the JORC and ASX websites.
COMPETENT PERSON STATEMENT:
Information in this report that relates to previously reported Exploration Results has been crossed-referenced
in this report to the date that it was reported to ASX. Azure Minerals Limited confirms that it is not aware of
any new information or data that materially affects information included in the relevant market announcement.
The information in this report that relates to the Mineral Resource for the Promontorio deposit was prepared
and first disclosed to the ASX on 10 May 2013 under the JORC Code 2004. It has not been updated since to
comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last
reported.
The information in this report that relates to Mineral Resources for the Cascada deposit is extracted from the
report “Cascada Mineral Resource Estimate” created and released to ASX on 7 May 2015 and is available to view
on www.asx.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 announcement and that all material assumptions and
technical parameters underpinning the estimates in the relevant market announcement continue to apply and
have not materially changed. The Company confirms that the form and context in which the Competent Person’s
findings are presented have not been materially modified from the original market announcement.
COPPER EQUIVALENCY STATEMENT:
Copper Equivalency Statement – Promontorio:
Copper Equivalent (CuEq) was based on the following assumed metal prices that were guided by the three year
averages at the data cut-off date 2 April 2013: US$3.25/lb for Cu, US$1,450/oz for Au and US$27.50/oz for Ag.
The CuEq grade accounts for the following metal recoveries: 97.9% for Cu, 93.4% for Au, and 97.0% for Ag.
It is Azure’s belief that all elements included in the metal equivalent calculation have a reasonable potential to
be recovered.
The following formula was used to calculate the Copper Equivalent grade: CuEq (%) = (Cu% x 0.979) + (Au (g/t)
x 0.6077) + (Ag (g/t) x 0.0120).
Copper Equivalency Statement – Cascada:
Copper Equivalent (CuEq) was based on the following assumed metal prices that were guided by the three year
averages at the data cut-off date of 30 October 2014: US$3.40/lb for Cu, US$1,470/oz for Au and US$25.00/
oz for Ag.
The CuEq grade accounts for the following metal recoveries: 95.0% for Cu, 75.0% for Au, and 85.0% for Ag.
It is Azure’s belief that all elements included in the metal equivalent calculation have a reasonable potential to
be recovered.
The following formula was used to calculate the Copper Equivalent grade: CuEq (%) = (Cu% x 0.95) + (Au (g/t)
x 0.4729) + (Ag (g/t) x 0.0091)
8 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
Your directors present their report on the consolidated entity (referred to hereafter as “the Group”) consisting
of Azure Minerals Limited (“Azure”) and the entities it controlled at the end of or during the year ended 30 June
2015.
DIRECTORS
The following persons were directors of Azure Minerals Limited during the whole of the financial year and up
to the date of this report.
Peter Ingram
Anthony Rovira
Wolf Martinick
PRINCIPAL ACTIVITIES
During the year the principal continuing activity of the Group was exploration for precious and base minerals
in Mexico.
DIVIDENDS
No dividends were paid or declared since the start of the financial year. No recommendation for payment of
dividends has been made.
REVIEW OF OPERATIONS
Group Overview
Azure Minerals Limited was incorporated on 19 September 2003. Its principal focus is on exploration for gold,
copper, silver and zinc in Mexico. The company has a number of 100% owned projects, one of which has been
joint ventured. The Group has two main projects Promontorio where Kennecott may earn a 80% interest and
Alacran where the Group may earn a 100% interest from Teck. The Group will continue to seek opportunities in
Mexico, either 100% owned or in joint venture.
Operating Results for the Year
The operating loss after income tax of the Group for the year ended 30 June 2015 was $1,151,360 (2014:
$3,317,821). Included in this loss figure is $2,041,367 (2014: $2,174,850) of exploration expenditure written off.
Refer to notes 1(c) and 6 to the financial statements.
Shareholder Returns
Basic loss per share (cents)
Diluted loss per share (cents)
2015
(0.13)
(0.13)
2014
(0.5)
(0.5)
Investments for Future Performance
The future performance of the group is dependent upon exploration success, the progress of development
of those projects where precious and base metals are already present, and continued funding. To this end the
group has budgeted to continue exploration at its Mexico projects.
Review of Financial Condition
At the date of this report the consolidated entity has a sound capital structure and is in a strong position to
progress its mineral properties.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 9
Directors’ Report
Risk Management
The board is responsible for ensuring that risks, and also opportunities, are identified on a timely basis and that
activities are aligned with the risks and opportunities identified by the board.
The board has established an Audit and Risk Committee and has adopted a Risk Management Policy.
The board has a number of mechanisms in place to ensure that management’s objectives and activities are
aligned with the risks identified by the board. These include the following:
• Board approval of a strategic plan, which covers strategy statements designed to meet stakeholders’ needs
•
and manage business risk.
Implementation of board approved operating plans and budgets and board monitoring of progress against
these budgets.
The company undertakes risk review meetings as required with the involvement of senior management.
Identified risks are weighed with action taken to mitigate key risks.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
During the year the company issued 215,993,616 ordinary fully paid shares raising $3,156,406 after all expenses
of the issues.
There were no other significant changes in the state of affairs of the Group during the financial year.
SIGNIFICANT EVENTS AFTER THE REPORTING DATE
Since the end of the financial year Azure has entered into an agreement with a New York‑based investment
fund which provides the Azure with the right to secure up $3.25 million in equity funding over the next 24
months by way of an equity investment from the fund of a minimum of $100,000 each month, and up to
$250,000 subject to certain conditions and at a price equal to 80% of the 5 day VWAP prior to any investment
request. Azure made its first placement under the facility of 10,154,346 shares at $0.098 each raising $100,000.
No other matter or circumstance has arisen since the end of the financial year which significantly affected or
may significantly affect the operations of the group, the results of those operations, or the state of affairs of
the group in future financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The group expects to maintain the present status and level of operations.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The company is subject to significant environmental regulation in respect to its exploration activities.
The company aims to ensure the appropriate standard of environmental care is achieved, and in doing so,
that it is aware of and is in compliance with all environmental legislation. The directors of the company are
not aware of any breach of environmental legislation for the year under review. The directors have considered
compliance with the National Greenhouse and Energy Reporting Act 2007 which requires entities to report
annual greenhouse gas emissions and energy use. The directors have assessed that the Company has no
current reporting requirements, but may be required to report in the future.
INFORMATION ON DIRECTORS
Names, qualifications, experience and special responsibilities
Mr. Peter Anthony Ingram BSc, FAusIMM, MGSA, FAICD (appointed 12 October 2011 and on 1 December
2011 appointed Chairman)
Mr Ingram is a geologist with over forty years experience in the mining and mineral exploration industries
within Australia, including over thirty years experience in public company management. He was the founding
Chairman and Managing Director of Universal Resources Limited (now Altona Mining Limited).
Mr Ingram was a founding councilor and past President of the Association of Mining and Exploration Companies
(AMEC) and has been made an Honorary Life Member in recognition of his services to AMEC. He was also a
founding director of the Australian Gold Mining Industry Council. He has served on the board of management
of the WA School of Mines at Curtin University and was instrumental in the establishment of the Chair of
Mineral Economics and Mine Management within that institution.
Mr Ingram’s previous directorships include: Managing Director of Metana Minerals NL and Eastmet Limited;
Executive Chairman of Australia Oriental Minerals NL and Glengarry Resources Limited; and Non‑executive
Director of Dragon Mining Limited, Metana Petroleum Limited and Carnarvon Petroleum Limited.
10 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
INFORMATION ON DIRECTORS (cont’d)
Names, qualifications, experience and special responsibilities (cont’d)
Other Current Directorships
Altona Mining Limited
Former Directorships in the last 3 years
None.
Special Responsibilities
Chairman of the Board and Chairman of the Remuneration & Nomination Committee and member of the Audit
& Risk Management Committee
Interests in Shares and Options
6,206,364 ordinary shares in Azure Minerals Limited
3,000,000 options over ordinary shares in Azure Minerals Limited
Mr. Anthony Paul Rovira, BSc (Hons) Flinders University, MAusIMM (Managing Director)
Tony Rovira has over 30 years technical and management experience in the mining industry, as an exploration
and mining geologist, and as a company executive at Board level. Since graduating from Flinders University in
South Australia in 1983, Tony has worked for companies both large and small, including BHP, Barrack Mines,
Pegasus Gold and Jubilee Mines.
From 1997‑2003 Tony was the General Manager of Exploration with Jubilee Mines, during which time he led
the team that discovered and developed the world class Cosmos and Cosmos Deeps nickel sulphide deposits
in Western Australia. In the year 2000, the Association of Mining and Exploration Companies awarded Tony the
“Prospector of the Year Award” for these discoveries.
Tony joined Azure Minerals as the inaugural Managing Director in December 2003 and held the position of
Executive Chairman from June 2007 until December 2012. Tony is responsible for the decision to focus Azure
Minerals’ activities on the world class mineral provinces in Mexico, where the company has been operating
since 2005.
Other Current Directorships
Oro Verde Limited.
Former Directorships in the last 3 years
None.
Special Responsibilities
Managing Director
Interests in Shares and Options
7,125,255 ordinary shares in Azure Minerals Limited, of which 2,193,335 are held indirectly.
9,000,000 options over ordinary shares in Azure Minerals Limited
Dr Wolf Martinick, PhD, BSc (agric) (Appointed 1 September 2007)
Dr Martinick is an environmental scientist with over 40 years experience in mineral exploration and mining
projects around the world, attending to environmental, water, land access and indigenous people issues. He
has conducted due diligence on mining projects around the world on behalf of international financial institutions
and resource companies for a variety of transactions including listings on international stock exchanges,
mergers and debt financing. He is a Fellow of the Australian Institute of Mining and Metallurgy.
He is a founding director and chairman of Weatherly International plc, an AIM listed company with copper
mines in Namibia. He was also a founding director of Basin Minerals Limited, an ASX listed mineral exploration
company that discovered a world‑class mineral project in Victoria, Australia, that was acquired by Iluka
Resources Limited in 2003.
Other Current Directorships
Sun Resources NL – Non‑Executive Director since February 1996
Oro Verde Limited– Chairman since January 2003
Weatherly International Plc – Director since July 2005
Former Directorships in the last 3 years
None
AZURE MINERALS LIMITED ANNUAL REPORT 2015 11
Directors’ Report
INFORMATION ON DIRECTORS (cont’d)
Names, qualifications, experience and special responsibilities (cont’d)
Special Responsibilities
Chairman of the Audit and Risk Management Committee and member of the Remuneration & Nomination
Committee
Interests in Shares and Options
3,935,253 ordinary shares in Azure Minerals Limited
3,000,000 options over ordinary shares in Azure Minerals Limited
Company Secretary
Brett Dickson, BBus, FCPA (Appointed 21 November 2006)
Mr Dickson is a Certified Practising Accountant with a Bachelors degree in Economics and Finance from Curtin
University and has over 25 years experience in the financial management of companies, principally companies
in early stage development of its resource or product, and offers broad financial management skills. He has
been Chief Financial Officer for a number of successful resource companies listed on the ASX. In addition he
has had close involvement with the financing and development of a number of greenfield resources projects.
DIRECTORS’ MEETINGS
The number of directors’ meetings held (including meetings of committees of directors) and number of
meetings attended by each of the directors of the company during the financial year are:
Peter Anthony John Ingram
Anthony Paul Rovira*
Wolf Gerhard Martinick
Directors’
Meetings
Meetings of Committees
Audit
Remuneration
A
8
8
8
B
8
8
8
A
1
–
1
B
1
–
1
A
1
–
1
B
1
–
1
Notes
A ‑ Number of meetings attended.
B ‑ Number of meetings held during the time the director held office or was a member of the committee during
the year.
* ‑ Not a member of the relevant committee.
REMUNERATION REPORT (AUDITED)
The remuneration report is set out under the following main headings:
A Principles used to determine the nature and amount of remuneration
B Details of remuneration
C Service agreements
D Share‑based compensation
E Additional Information
The information provided in this remuneration report has been audited as required by section 308 (3C) of the
Corporation Act 2001.
A Principles used to determine the nature and amount of remuneration
The remuneration policy of Azure Minerals Limited has been designed to align director and executive objectives
with shareholder and business objectives by providing a fixed remuneration component and where appropriate
offering specific short and long‑term incentives based on key performance areas affecting the Groups results.
Short‑term incentives implemented by the Company are detailed later in the report in section E. At present the
Company has not implemented any specific long‑term incentives and as such the remuneration policy is not
impacted by the Groups performance, including earnings in shareholder wealth (dividends, changes in share
price or return on capital to shareholders). The board of Azure Minerals Limited believes the remuneration
policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run
and manage the Group.
12 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
A Principles used to determine the nature and amount of remuneration (cont’d)
The remuneration policy, setting the terms and conditions for the executive directors and other senior
executives, was developed by the board. All executives receive a base salary (which is based on factors such
as length of service and experience) and superannuation. The board reviews executive packages annually
by reference to the Groups performance, executive performance and comparable information from industry
sectors and other listed companies in similar industries.
The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is
designed to attract the highest calibre of executives and reward them for performance that results in long‑term
growth in shareholder wealth.
Executives are also entitled to participate in the employee share and option arrangements.
The executive directors and executives receive a superannuation guarantee contribution required by the
government, which is currently 9.5% of cash salary, and do not receive any other retirement benefits. Some
individuals, however, may choose to sacrifice part of their salary to increase payments towards superannuation.
All remuneration paid to directors and executives is valued at the cost to the company and expensed. Shares
given to directors and executives are valued as the difference between the market price of those shares and
the amount paid by the director or executive; to date no shares have been awarded to directors or executives.
Options are valued using either the Black‑Scholes or Binomial methodologies.
The board policy is to remunerate non‑executive directors at market rates for comparable companies for time,
commitment and responsibilities. The board determines payments to the non‑executive directors and reviews
their remuneration annually based on market practice, duties and accountability. Independent external advice
is sought when required. The maximum aggregate amount of fees that can be paid to non‑executive directors
is subject to approval by shareholders at the Annual General Meeting (currently $200,000). In line with standard
industry practice fees for non‑executive directors are not linked to the performance of the economic entity.
However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in
the company and are able to participate in employee option plans.
A Remuneration Committee has been established and is a committee of the board. It is primarily responsible
for making recommendations to the board on:
• Non‑executive directors fees
• Remuneration levels of executive directors and other key management personnel
• Key performance indicators and performance hurdles of the executive team
Their objective is to ensure that remuneration policies and structures are fair and competitive and aligned with
the long‑term interests of the Group. The Corporate Governance Statement provides further information on
the role of this committee.
Remuneration consultants were not engaged during the year.
There is no Retirement Benefit Policy for directors, other than the payment of statutory superannuation.
B Details of remuneration
Amount of remuneration
Details of the remuneration of the directors and key management personnel (as defined in AASB 124 Related
Party Disclosures) of Azure Minerals Limited are set out below in the following tables.
The key management personnel of Azure Minerals Limited includes the directors as disclosed earlier in this report
and the following who have authority and responsibility for planning, directing and controlling the exploration
activities of the entity and the Company Secretary, Mr B Dickson is an executive whose remuneration must be
disclosed under the Corporations Act 2001.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 13
Directors’ Report
B Details of remuneration (cont’d)
Key management personnel of the Group
Short-Term
Post
Employment
Cash,
salary &
fees
Cash
Bonus
Non
monetary
benefits
Super‑
annuation
Share-
based
Payments
Options
Total
Percentage
Performance
Based
%
Name
Directors
Peter Anthony Ingram – Chairman
2015
2014
50,000
50,000
–
–
Anthony Paul Rovira – Managing Director
2015
2014
300,000
40,875
300,000
–
Wolf Gerhard Martinick –Non Executive
2015
2014
Executives
33,750
45,000
–
–
Brett Dickson – Company Secretary
2015
2014
Total
2015
2014
153,540
19,140
153,420
–
537,290
60,015
548,420
–
–
–
–
–
–
–
‑
–
–
–
Compensation options
No options were issued during 2014 or 2015.
4,748
4,624
15,611
70,359
46,582
101,206
28,500
27,750
46,832
416,207
139,745
467,495
15,976
4,160
15,611
46,582
65,337
95,742
–
–
31,222
203,902
93,163
246,583
49,224
36,534
109,276
755,805
326,072
911,026
22.2
46.0
21.1
29.9
23.9
48.7
24.7
37.8
22.4
35.8
There were no alterations to the terms and conditions of options granted as remuneration since their grant
date. There were neither forfeitures nor shares issued on exercise of Compensation Options during 2015 or
2014. There were no options granted as remuneration or exercised during the year. During the year 3,000,000
(2014: 4,500,000) options exercisable at $0.049 with an expiry date of 30 November 2014 lapsed.
The Company’s remuneration policy prohibits directors and executives from entering into transactions or
arrangements which limit the economic risk of participating in unvested entitlements.
Retirement benefits provided for the non‑executive directors in the financial statements do not form part of
the above remuneration until such time as the amount is paid to the retiring director.
Apart from the issue of options the company currently has no performance based remuneration component
built into non‑executive director remuneration (2014: Nil). Performance based remuneration for executives is
detailed later in section E of this report.
C Service Agreements
Remuneration and other terms of employment for the following key management personnel are formalised in
service agreements, the terms of which are set out below:
Anthony Rovira, Managing Director:
• Term of agreement – to 1 January 2017.
• Base salary, exclusive of superannuation, of $300,000 to be reviewed annually by the remuneration
committee.
• Payment of termination benefit on early termination by the employer, other than for gross misconduct,
includes an amount equal to the amounts due for the balance of the term of the contract from the date of
termination.
14 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
C Service Agreements (cont’d)
Brett Dickson, Company Secretary/Chief Financial Officer:
• Term of agreement – to 1 January 2017.
• Fixed fee, $12,760 per month.
• Payment of termination benefit on early termination by the employer, other than for gross misconduct,
includes an amount equal to the amounts due for the balance of the term of the contract from the date of
termination.
Retirement Benefits
Other retirement benefits may be provided directly by the company if approved by shareholders.
D Share based compensation
Options over shares in Azure Minerals Limited may be issued to directors and executives. The options are not
issued based on performance criteria, but are issued to directors and executives of Azure Minerals Limited,
where appropriate, to increase goal congruence between executives, directors and shareholders. There are no
standard vesting conditions to options awarded with vesting conditions, if any, at the discretion of Directors at
the time of grant. Options are granted for nil consideration.
During the year no options were issued to Directors and Executives. (2014: Nil).
No options held by directors or executives were exercised during the financial year and no options have been
exercised since the end of the financial year. During the year 3,000,000 (2014: 4,500,000) options exercisable
at $0.049 with an expiry date of 30 November 2014 lapsed. The value of the options at lapse date was nil as the
exercise price of the option was significantly in excess of the market price of the underlying share. The value is
determined at the time of lapsing, but assuming any vesting condition was satisfied.
The Company’s remuneration policy prohibits executives from entering into transactions or arrangements
which limit the “at risk” aspect of participating in unvested entitlements.
E Additional Information
Performance based remuneration
Variable Remuneration – Short Term Incentive (“STI”)
Objective
The objective of the STI program is to link the achievement of the Company’s operational targets with the
remuneration received by the executives charged with meeting those targets. The total potential STI available
is set at a level so as to provide sufficient incentive to the executive to achieve those operational targets and
such that the cost to the Company is reasonable in the circumstances.
Structure
Actual STI payments granted to executives depend on the extent to which specific targets set at the beginning
of the review period, being a fiscal year, are met. The targets consist of a number of Key Performance Indicators
(KPI’s) covering both financial and non‑financial, corporate and individual measures of performance. Typically
included are measures such as contribution to exploration success, share price appreciation, risk management
and cash flow sustainability. These measures were chosen as they represent the key drivers for the short term
success of the business and provide a framework for delivering long term value.
The Board has predetermined benchmarks that must be met in order to trigger payments under the STI
scheme. On an annual basis, after consideration of performance against KPI’s, the Remuneration Committee,
determines the amount, if any, of the STI to be paid to each executive. This process usually occurs in the last
quarter of the fiscal year. Payments made are delivered as a cash bonus in the fourth quarter of the fiscal year.
STI bonus for 2014 and 2015 financial years
Key performance indicators on which performances is measured and bonus’s if any are awarded are divided
into two categories;
1. General management (including safety, environment, professional development, board reporting and
financial management), with a maximum total weighting of 30%; and
2. Operations (including increasing resources, adding value to the Company’s other projects and the acquisition
of new projects) with a total maximum weighting of 70%.
The minimum amount payable for 2015 assuming executives fail to meet their KPI’s was nil and the maximum
amount payable if all KPI’s were met is $125,000. For the year ending 30 June 2015 an assessment has not been
made. For 2014 50% of the possible bonus was awarded and 50% forfeited. This bonus was paid in the 2015
financial year. There have been no alterations to the STI bonus plans since their grant date.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 15
Directors’ Report
E Additional Information (cont’d)
Performance based remuneration (cont’d)
Variable Remuneration – Long Term Incentive (“LTI”)
Objective
The objective of the LTI plan is to reward senior managers in a manner which aligns this element of remuneration
with the creation of shareholder wealth. As such LTI grants are only made to executives who are able to
influence the generation of shareholder wealth.
Structure
LTI grants to executives are delivered in the form of options.
The options, when issued to executives, will not be exercisable for a price less than the then current market
price of the Company’s shares. The grant of LTI’s is reviewed annually, though LTI’s may not be granted each
year. Exercise price and performance hurdles, if any, are determined at the time of grant of the LTI.
To date no performance hurdles have been set on options issued to executives other than time based service
conditions. The Company believes that as options are issued at not less than the current market price of
the Company’s shares there is an inherent performance hurdle on those options as the share price of the
Company’s shares must increase significantly before there is any reward to the executive.
Shares issued on exercise of compensation options
There were no shares issued on exercise of compensation options during the year.
Option holdings of key management personnel
Balance at
beginning
of year
Granted
as Remun-
eration
Options
Exercised
Options
Lapsed
Balance at
end of year
Vested at 30 June
Vested &
Exercisable
Unvested
2015
Directors
Wolf Gerhard
Martinick
Peter Anthony
Ingram
Anthony Paul
Rovira
Executives
3,000,000
6,000,000
9,000,000
Brett Dickson
6,000,000
Total
2014
Directors
Wolf Gerhard
Martinick
Peter Ingram
Anthony Paul
Rovira
Executives
24,000,000
3,500,000
6,000,000
11,000,000
Brett Dickson
7,500,000
Total
28,000,000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
3,000,000
3,000,000
(3,000,000)
3,000,000
3,000,000
–
–
9,000,000
9,000,000
6,000,000
6,000,000
(3,000,000) 21,000,000
21,000,000
–
–
–
–
–
(500,000)
3,000,000
2,000,000
1,000,000
–
6,000,000
5,000,000
1,000,000
(2,000,000)
9,000,000
6,000,000
3,000,000
(1,500,000)
6,000,000
4,000,000
2,000,000
–
(4,000,000) 24,000,000
17,000,000
7,000,000
16 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
Shareholdings of key management personnel
Balance
1 July
Granted
On Exercise
of Options
Net Change
Other
Balance
30 June
Balance
Indirectly
Held
Ord
Ord
Ord
Ord
Ord
Ord
2015
Directors
Wolf G Martinick
2,373,333
Anthony P Rovira
5,133,333
Peter A Ingram
3,000,000
Executives
Brett Dickson
Total
2014
Directors
–
10,506,666
Wolf G Martinick
2,373,333
Anthony Paul
Rovira
5,133,333
Peter Ingram
1,000,000
Executives
Brett Dickson
–
Total
8,506,666
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,561,920
3,935,253
3,935,253
1,991,922
7,125,255
2,193,335
3,206,364
6,206,364
6,206,364
–
–
–
6,760,206
17,266,872
12,334,952
–
–
2,373,333
833,333
5,133,333
1,880,000
2,000,000
3,000,000
–
–
–
–
2,000,000
10,506,666
2,713,333
Other Related Party Transactions
The Company has entered into a sub‑lease agreement on normal commercial terms with Oro Verde Limited, a
company of which Wolf Martinick, Brett Dickson and Anthony Rovira are directors. During the year Oro Verde
Limited paid sub‑lease fees totalling $4,800 (2014: $4,800).
The Company has also entered into a sub‑lease agreement on normal commercial terms with Rox Resources
Limited, a company of which Brett Dickson is a Director. During the year Rox Resources Limited paid sub‑lease
fees totalling $114,800 (2014: $114,800).
Directors and executive options
Set out below are summaries of current Directors & Executives options granted.
Grant Date
Expiry
Date
Exercise
Price
(cents)
2015
25 Sept ‘13
30 Jun ‘17
9 Dec ‘11
30 Nov ‘14
5.8
4.9
Weighted average exercise price
2014
25 Sept ‘13
30 Jun ‘17
9 Dec ‘11
30 Nov ‘14
5.8
4.9
14 Dec ‘10
30 Nov ‘13
13.0
Weighted average exercise price
Value
per
option
at grant
date
(cents)
Balance at
the start of
the year
Number
Granted
during
the year
Number
Exercised
during the
year
Number
Lapsed
during the
year
Number
Balance at
end of the
year
Number
Vested and
exercisable
at end of
the year
Number
3.2
1.6
3.2
1.6
5.5
21,000,000
3,000,000
24,000,000
$0.057
21,000,000
3,000,000
4,500,000
28,500,000
$0.068
–
–
–
–
–
–
–
–
–
– 21,000,000
21,000,000
(3,000,000)
–
-
– (3,000,000) 21,000,000
21,000,000
$0.049
$0.058
$0.058
–
–
–
– 21,000,000
16,666,668
–
3,000,000
3,000,000
(4,500,000)
–
–
– (4,500,000) 24,000,000
19,666,668
$0.130
$0.057
$0.057
The weighted average remaining contractual life of share options outstanding at the end of the period was 2.0
years (2014: 1.76 years)
AZURE MINERALS LIMITED ANNUAL REPORT 2015 17
Directors’ Report
Total expenses arising from share‑based payment transactions recognised during the year were as follows:
Consolidated
2015
$
2014
$
Options issued to directors and other executives
130,091
388,181
Company’s Performance
Company’s share price performance
The Company’s share price performance shown in the below graph is a reflection of the Company’s performance
during the year and of general market conditions.
The variable components of the executives’ remuneration including short‑term and long‑term incentives are
indirectly linked to the Company’s share price performance.
The graph below shows the Company’s share price performance during the financial year ended 30 June 2015.
Loss per share
Below is information on the Company’s loss per share for the previous four financial years and for the current
year ended 30 June 2015.
Basic loss per share (cents)
2015
(0.13)
2014
(0.5)
2013
(0.7)
2012
(0.9)
2011
(1.2)
18 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
Voting and comments made at the company’s 2014 Annual General Meeting
Azure Minerals received approximately 90% of “yes” votes on its remuneration report for the 2014 financial year.
Remuneration consultants were not engaged during the year and the company did not receive any specific
feedback at the AGM or throughout the year on its remuneration practices.
End of Audited Remuneration Report
LOANS TO DIRECTORS AND EXECUTIVES
No loans have been provided to directors or executives.
SHARES UNDER OPTION
At the date of this report there are 50,924,075 unissued ordinary shares in respect of which options are
outstanding.
Balance at the beginning of the year
Share option movements during the year
Issued
Exercised
Lapsed
Exercisable at 4.9 cents, on or before
30 November 2014
Exercisable at 2 cents, on or before
30 September 2014
(3,000,000)
(16,995,833)
(277,778)
Total options issued, exercised and lapsed in
the year to 30 June 2015
Total number of options outstanding as at
30 June 2015 and at the date of this report
The balance is comprised of the following
Total Number
of options
71,197,687
(3,000,000)
(17,273,611)
(20,273,611)
50,924,075
Date granted
25 June 2013*
16 May 2014
30 May 2014
Expiry date
Exercise price (cents)
Number of options
30 June 2017
30 Nov 2016
30 Nov 2016
5.8
4.5
4.5
25,000,000
20,618,913
5,305,162
50,924,075
Total number of options outstanding at the date of this report
No person entitled to exercise any option referred to above has or had, by virtue of the option, a right to
participate in any share issue of any other body corporate.
During the financial year 16,995,833 options exercisable at $0.02 were exercised by parties unrelated to the
Company. Since the end of the financial year no options have been exercised.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 19
Directors’ Report
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
During the financial year, Azure Minerals Limited paid a premium of $16,095 (2014: $16,095) to insure the
directors and secretary of the company and its Australian based controlled entities.
The liabilities insured include legal costs that may be incurred in defending civil or criminal proceedings
that may be brought against the officers in their capacity as officers of entities in the Group, and any other
payments arising from liabilities incurred by the officers in connection with such proceedings. This does not
include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper
use by the officers of their position or of information to gain advantage for themselves or someone else or to
cause detriment to the company. It is not possible to apportion the premium between amounts relating to the
insurance against legal costs and those relating to other liabilities.
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.
No Proceedings have been brought or intervened in on behalf of the company with leave of the Court under
section 237 of the Corporations Act 2001
NON-AUDIT SERVICES
The Company may decide to employ the auditor on assignments additional to their statutory audit duties
where the auditor’s expertise and experience with the company and/or the Group are important.
Details of the amount paid or payable to the auditor (BDO Audit (WA) Pty Ltd) for audit and non‑audit services
provided during the year are set out below.
The Board of directors has considered the position and, in accordance with advice received from the audit
committee, is satisfied that the provisions of the non‑audit services is compatible with the general standard
of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the
provision of non‑audit services by the auditor, as set out below, did not compromise the auditor independence
requirements of the Corporations Act 2001 for the following reasons:
• All non‑audit services have been reviewed by the audit committee to ensure they do not impact the
impartiality and objectivity of the auditor
ª None of the services underline the general principals relating to auditor independence as set out in APES
110 Code of Ethics for Professional Accountants.
20 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Directors’ Report
NON-AUDIT SERVICES (cont’d)
During the year the following fees were paid or payable for services provided by the auditor of the parent
entity, its related practices and non‑audit firms:
Consolidated
2015
$
2014
$
1. Audit Services
BDO Audit (WA) Pty Ltd
Audit and review of financial reports
33,790
46,029
Salles Sáinz‑Grant Thornton, S.C. –
Audit and review of financial reports of Mexican subsidiaries
11,734
11,177
2. Non audit Services
Audit-related services
BDO Audit (WA) Pty Ltd
Attendance at Annual General Meeting
–
297
Taxation Services
BDO Corporate Tax (WA) Pty Ltd
Tax compliance services
13,158
10,965
Total remuneration for non‑audit services
13,158
11,262
AUDITOR’S INDEPENDENCE
A copy of the auditor’s independence declaration as required under section 307c of the Corporations Act 2001
is set out on page 63.
AUDITOR
BDO Audit (WA) Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of the directors.
Peter Ingram
Chairman
Perth, 17 September 2015
AZURE MINERALS LIMITED ANNUAL REPORT 2015 21
Corporate Governance Statement
APPROACH TO CORPORATE GOVERNANCE
Azure Minerals Limited ACN 106 346 918 (Company) has established a corporate governance framework, the
key features of which are set out in this statement. In establishing its corporate governance framework, the
Company has referred to the recommendations set out in the ASX Corporate Governance Council’s Corporate
Governance Principles and Recommendations 3rd edition (Principles & Recommendations). The Company has
followed each recommendation where the Board has considered the recommendation to be an appropriate
benchmark for its corporate governance practices. Where the Company’s corporate governance practices
follow a recommendation, the Board has made appropriate statements reporting on the adoption of the
recommendation. In compliance with the “if not, why not” reporting regime, where, after due consideration,
the Company’s corporate governance practices do not follow a recommendation, the Board has explained it
reasons for not following the recommendation and disclosed what, if any, alternative practices the Company
has adopted instead of those in the recommendation.
The following governance‑related documents can be found on the Company’s website at www.azureminerals.
com.au, under the section marked “Corporate Governance”:
Charters
Board
Audit and Risk Committee
Nomination & Remuneration Committee
Policies and Procedures
Process for Performance Evaluations
Policy and Procedure for the Selection and (Re)Appointment of Directors
Induction Program
Diversity Policy (summary)
Code of Conduct (summary)
Policy on Continuous Disclosure (summary)
Compliance Procedures (summary)
Shareholder Communication and Investor Relations Policy
Securities Trading Policy
The Company reports below on whether it has followed each of the recommendations during the 2014/2015
financial year (Reporting Period). The information in this statement is current at 15 September 2015. This
statement was approved by a resolution of the Board on 15 September 2015.
Principle 1 – Lay solid foundations for management and oversight
Recommendation 1.1
The Company has established the respective roles and responsibilities of its Board and management, and
those matters expressly reserved to the Board and those delegated to management and has documented this
in its Board Charter.
Recommendation 1.2
The Company undertakes appropriate checks before appointing a person, or putting forward to shareholders
a candidate for election as a director and provides shareholders with all material information in its possession
relevant to a decision on whether or not to elect or re‑elect a director.
The Board did not appoint any directors during the Reporting Period, accordingly the checks referred to in the
Company’s Policy and Procedure for the Selection and (Re)Appointment of Directors were not required. The
Company provided shareholders with all material information in relation to the re‑election of Dr Wolf Martinick
as a director at its 2014 Annual General Meeting.
Recommendation 1.3
The Company has a written agreement with each director and senior executive setting out the terms of their
appointment. The material terms of any employment, service or consultancy agreement the Company, or any
of its child entities, has entered into with its Managing Director, any of its directors, and any other person or
entity who is related party of the Managing Director or any of its directors has been disclosed in accordance
with ASX Listing Rule 3.16.4 (taking into consideration the exclusions from disclosure outlined in that rule).
22 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Corporate Governance Statement
Recommendation 1.4
The Company Secretary is accountable directly to the Board, through the Chair, on all matters to do with the
proper functioning of the Board as outlined in the Company’s Board Charter. The Company Secretary’s role is
also outlined in the consultancy agreement between the Company Secretary and the Company.
Recommendation 1.5
The Company has a Diversity Policy. However, the Diversity Policy does not include requirements for the Board
to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the
Company’s progress in achieving them. Nor has the Board set measurable objectives for achieving gender
diversity. Given the Company’s stage of development as an exploration company, the number of employees
in Australia and the nature of the labour market in Mexico, the Board considers that it is not practical to set
measurable objectives for achieving gender diversity.
The respective proportions of men and women on the Board, in senior executive positions and across the
whole organisation are set out in the following table. “Senior executive” for these purposes means a person who
makes, or participates in the making of, decisions that affect the whole or a substantial part of the business or
has the capacity to affect significantly the company’s financial standing. For the Reporting Period, this includes
the Managing Director and the Company Secretary:
Whole organisation
Senior executive positions
Board
Proportion of women
2 out of 7 (28%)
0 out of 2 (0%)
0 out of 3 (0%)
Recommendation 1.6
The Chair is responsible for evaluation of the Board and, when deemed appropriate, Board committees and
individual directors. The evaluations are undertaken in accordance with the Company’s Process for Performance
Evaluations, which is disclosed on the Company’s website.
During the Reporting Period an evaluation of the Board, its committees, and individual directors took place in
accordance with the process disclosed in the Company’s Process for Performance Evaluations.
Recommendation 1.7
The Managing Director is responsible for evaluating the performance of senior executives in accordance with
the process disclosed in the Company’s Process for Performance Evaluations.
During the Reporting Period an evaluation of senior executives took place in accordance with the process
disclosed in the Company’s Process for Performance Evaluations.
The Nomination and Remuneration Committee is responsible for evaluating the Managing Director.
During the Reporting Period an evaluation of the Managing Director took place in accordance with the process
disclosed in the Company’s Process for Performance Evaluations.
Principle 2 – Structure the board to add value
Recommendation 2.1
The Board has established a Nomination and Remuneration Committee comprising the Company’s two
independent non‑executive directors, Peter Ingram (Chair) and Wolf Martinick. The Nomination and
Remuneration Committee is not structured in accordance with Recommendations 2.1 and 8.1 as it has only
two members. However, the Board considers that the committee’s composition is appropriate as it comprises
the Board’s two independent non‑executive directors, and does not include an executive director.
Details of director attendance at Nomination and Remuneration Committee meetings held during the Reporting
Period are set out in a table in the Directors’ Report on page 12 of the Company’s 2015 Annual Report.
The Board has adopted a Nomination Committee Charter which describes the role, composition, functions and
responsibilities of the Nomination Committee and is disclosed on the Company’s website. As noted above, the
Board has combined the Nomination and Remuneration committees.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 23
Corporate Governance Statement
Recommendation 2.2
The mix of skills and diversity for which the Board is looking to achieve in membership of the Board is
represented by the Board’s current composition, which includes extensive geological experience, environmental
management leadership, governance and strategy.
While the Company is at exploration stage, it does not wish to increase the size of the Board, and considers that
the Board weighted towards technical experience is appropriate at this stage of the Company’s development.
The Board may bring in external consultants with specialist knowledge as and when required to address any
areas where the Board does not collectively possess the relevant attribute.
Recommendation 2.3
The Board considers the independence of directors having regard to the relationships listed in Box 2.3 of
the Principles & Recommendations. The independent directors of the Company are Peter Ingram and Wolf
Martinick.
The length of service of each director is set out in the Directors’ Report on page 10 of the Company’s 2015
Annual Report.
Recommendation 2.4
The Board has a majority of directors who are independent.
Recommendation 2.5
The independent Chair of the Board is Peter Ingram, who is not also Managing Director of the Company.
Recommendation 2.6
New directors undertake an induction program coordinated by the Company Secretary that briefs and informs
the director on all relevant aspects of the company’s operations and background. A director development
program is also available to ensure that directors can enhance their skills and remain abreast of important
developments.
The Nomination and Remuneration Committee regularly reviews whether the directors as a group have the
skills, knowledge and familiarity with the Company and its operating environment required to fulfil their role
on the Board and the Board committees effectively using a Board skills matrix. Where any gaps are identified,
the Nomination and Remuneration Committee considers what training or development should be undertaken
to fill those gaps. In particular, the Nomination and Remuneration Committee ensures that any director who
does not have specialist accounting skills or knowledge has a sufficient understanding of accounting matters to
fulfil his or her responsibilities in relation to the Company’s financial statements. Directors also receive ongoing
education on developments in accounting standards.
Principle 3 – Act ethically and responsibly
Recommendation 3.1
The Company has established a Code of Conduct for its directors and employees, which is disclosed on the
Company’s website.
Principle 4 – Safeguard integrity in corporate reporting
Recommendation 4.1
The Board has established an Audit and Risk Committee comprised of the Company’s two independent non‑
executive directors, Wolf Martinick (Chair) and Peter Ingram. The Audit and Risk Committee is not structured
in compliance with Recommendations 4.1 and 7.1 as it has only two members. However, the Board considers
that the committee’s composition is appropriate as it comprises the Board’s two independent non‑executive
directors, and it is chaired by an independent chair that is not also chair of the Board.
Details of each of the director’s qualifications are set out in the Directors’ Report on page 10 of the Company’s
2015 Annual Report. Each of the members of the Audit and Risk Committee consider themselves to be financially
literate and have an understanding of the industry in which the Company’s operates. The Company’s Chief
Financial Officer, Mr Brett Dickson, is a Certified Practising Accountant with a Bachelor degree in Economics
and is invited to attend Audit and Risk Management Committee meetings by invitation.
The Company has also established a Procedure for the Selection, Appointment and Rotation of its External
Auditor. The Board is responsible for the initial appointment of the external auditor and the appointment of a
new external auditor when any vacancy arises. Candidates for the position of external auditor must demonstrate
complete independence from the Company through the engagement period. The Board may otherwise select
an external auditor based on criteria relevant to the Company’s business and circumstances. The performance
of the external auditor is reviewed on an annual basis by the Board.
24 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Corporate Governance Statement
Recommendation 4.1 (cont’d)
Details of director attendance at Audit and Risk Committee meetings held during the Reporting Period are set
out in a table in the Directors’ Report on page 12 of the Company’s 2015 Annual Report.
The Board has adopted an Audit and Risk Committee Charter which describes the Audit and Risk Committee’s
role, composition, functions and responsibilities and is disclosed on the Company’s website.
Recommendation 4.2
Before the Board approved the Company financial statements for the half year ended 31 December 2014 and
the full‑year ended 30 June 2015, it received from the Managing Director and the Chief Financial Officer a
declaration that, in their opinion, the financial records of the Company for the relevant financial period have
been properly maintained and that the financial statements for the relevant financial period comply with the
appropriate accounting standards and give a true and fair view of the financial position and performance of the
Company and the consolidated 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.
Recommendation 4.3
Under section 250RA of the Corporations Act, the Company’s auditor is required to attend the Company’s
annual general meeting at which the audit report is considered, must arrange to be represented by a person
who is a suitably qualified member of the audit team that conducted the audit and is in a position to answer
questions about the audit. Each year, the Company writes to the Company’s auditor to inform them of the
date of the Company’s annual general meeting. In accordance with section 250S of the Corporations Act, at
the Company’s annual general meeting where the Company’s auditor or their representative is at the meeting,
the Chair allows a reasonable opportunity for the members as a whole at the meeting to ask the auditor
(or its representative) questions relevant to the conduct of the audit; the preparation and content of the
auditor’s report; the accounting policies adopted by the Company in relation to the preparation of the financial
statements; and the independence of the auditor in relation to the conduct of the audit. The Chair also allows
a reasonable opportunity for the auditor (or their representative) to answer written questions submitted to the
auditor under section 250PA of the Corporations Act.
A representative of the Company’s auditor, BDO attended the Company’s annual general meeting held on 18
November 2014.
Principle 5 – Make timely and balanced disclosure
Recommendation 5.1
The Company has established written policies and procedures for complying with its continuous disclosure
obligations under the ASX Listing Rules. A summary of the Company’s Policy on Continuous Disclosure and
Compliance Procedures are disclosed on the Company’s website.
Principle 6 – Respect the rights of security holders
Recommendation 6.1
The Company provides information about itself and its governance to investors via its website at www.
azureminerals.com.au.
Recommendation 6.2
The Company has designed and implemented an investor relations program to facilitate effective two‑way
communication with investors. The program is set out in the Company’s Shareholder Communication and
Investor Relations Policy.
Recommendation 6.3
The Company has in place a Shareholder Communication and Investor Relations Policy which outlines the
policies and processes that it has in place to facilitate and encourage participation at meetings of shareholders.
Recommendation 6.4
Shareholders are given the option to receive communications from, and send communications to, the
Company and its share registry electronically. The Company engages its share registry to manage the
majority of communications with shareholders. Shareholders are encouraged to 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, Computershare Investor Services Pty Ltd at www.computershare.
com.au
AZURE MINERALS LIMITED ANNUAL REPORT 2015 25
Corporate Governance Statement
Principle 7 – Recognise and manage risk
Recommendation 7.1
As noted above, the Board has established a combined Audit and Risk Committee. Please refer to the disclosure
above under Recommendation 4.1 in relation to the Audit and Risk Committee.
Recommendation 7.2
The Board reviews the Company’s risk management framework annually to satisfy itself that it continues to be
sound, to determine whether there have been any changes in the material business risks the Company faces
and to ensure that the Company is operating within the risk appetite set by the Board. The Board carried out
these reviews during the Reporting Period.
Recommendation 7.3
The Company does not have an internal audit function. To evaluate and continually improve the effectiveness
of the Company’s risk management and internal control processes, the Board relies on ongoing reporting and
discussion of the management of material business risks as outlined in the Company’s Risk Management Policy.
Recommendation 7.4
The Company has material exposure to the economic, environmental and/or social sustainability risks as set
out in the Company’s Annual Report for 2015 commencing at page 10.
The Board has adopted a Risk Management Policy and Risk Management Procedures. Under the Risk
Management Policy, the Board oversees the processed by which risks are managed. This includes defining the
Company’s risk appetite, monitoring of risk performance and those risks that may have a material impact to
the business. Management is responsible for the implementation of the risk management and internal control
system to manage the Company’s risk and to report to the Board whether those risks are being effectively
managed.
The Company’s system to manage its material business risks includes the preparation of a risk register by
management to identify the Company’s material business risks, analyse those risks, evaluate those risks
(including assigning a risk owner to each risk) and treat those risks. Risks and their management are to be
monitored and reviewed at least annually by senior management. The risk register is to be updated and a
report submitted to the Managing Director. The Managing Director is to provide a risk report at least annually
to the Board.
The Board has required management to design, implement and maintain risk management and internal control
systems to manage the Company’s material business risks.
A summary of the Company’s Risk Management Policy is disclosed on the Company’s website.
Principle 8 – Remunerate fairly and responsibly
Recommendation 8.1
As noted above, the Board has established a combined Nomination and Remuneration Committee. Please
refer to the disclosure above under Recommendation 2.1 in relation to the Nomination and Remuneration
Committee.
The Board has adopted a Remuneration Committee Charter which describes the role, composition, functions
and responsibilities of the Remuneration Committee and is disclosed on the Company’s website. As noted
above, the Board has combined the Nomination and Remuneration committees.
Recommendation 8.2
Details of remuneration, including the Company’s policy on remuneration, are contained in the “Remuneration
Report” which forms of part of the Directors’ Report and commences at page 11 of the Company’s 2015 Annual
Report. The Company’s has not at this stage adopted a separate policy regarding the deferral of performance‑
based remuneration and the reduction, cancellation or clawback of the performance‑based remuneration in
the event of serious misconduct or a material misstatement in the Company’s financial statements. However,
other measures are available to the Company in these circumstances, including dismissal.
Recommendation 8.3
The Company does not currently have an equity based remuneration scheme in place. However, the Company’s
Remuneration Committee Charter includes a statement of the Company’s policy on prohibiting executives and
directors who may receive equity based remuneration from entering into transactions (whether through the
use of derivatives or otherwise) which limit the economic risk of participating in the equity based remuneration.
26 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Consolidated Statement of Profit or
Loss and Other Comprehensive Income
YEAR ENDED 30 JUNE 2015
Revenue from continuing activities
Expenditure
Depreciation
Salaries and employee benefits expense
Directors fees
Exploration expenses
Exploration expenses reimbursed
Travel expenses
Promotion expenses
Administration expenses
Consulting expenses
Insurance expenses
Notes
Consolidated
2015
$
2014
$
5
6
6
6
358,112
37,270
(27,827)
(37,176)
(587,501)
(544,652)
(95,000)
(95,000)
(2,041,367)
(2,174,850)
2,351,295
(171,424)
(84,653)
(266,166)
(29,313)
(21,908)
65,600
(173,778)
(64,480)
(180,474)
(54,554)
(41,290)
Share based payment expense
Reversal of provision for doubtful debts
Debt not recoverable
Other expenses
Loss from continuing operations before income tax
27
(130,091)
(388,181)
–
426,978
(21,006)
(384,511)
–
(93,234)
(1,151,360)
(3,317,821)
Income tax benefit/(expense)
7
–
–
Loss from continuing operations after income tax
Loss is attributable to:
The owners of Azure Minerals Limited
(1,151,360)
(3,317,821)
(1,151,360)
(3,317,821)
Other comprehensive income/(loss)
Items that may subsequently be reclassified to profit and loss
Exchange differences on translation of foreign operations
Change to available‑for–sale financial assets, net of tax
Items that will not be subsequently reclassified to profit and
loss
Other comprehensive income/(loss) for the year net of tax
Total comprehensive loss for the Year
Total comprehensive loss is attributable to:
The owners of Azure Minerals Limited
Loss per share from continuing operations attributable to the
ordinary equity holders of the company
95,144
–
–
(117,529)
(2,175)
–
95,144
(119,704)
(1,056,216)
(3,437,525)
(1,056,216)
(3,437,525)
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
23
(0.13)
(0.13)
(0.5)
(0.5)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in
conjunction with the Notes to the Financial Statements.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 27
Consolidated Statement of
Financial Position
AT 30 JUNE 2015
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Available for sale investments
Plant and equipment
Capitalised exploration expenditure
Other financial assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Non-Current Liabilities
Provisions
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Notes
Consolidated
2015
$
2014
$
19
8
9
10
11
12
14
15
15
16
17
17
1,775,412
1,064,291
2,839,703
978,865
238,666
1,217,531
948
108,483
948
85,295
4,913,050
4,343,687
45,378
45,378
5,067,859
4,475,308
7,907,562
5,692,839
235,051
94,281
329,332
249,061
93,104
342,165
49,962
49,962
52,687
52,687
379,294
394,852
7,528,268
5,297,987
51,121,569
47,965,163
3,063,288
2,838,053
(46,656,589)
(45,505,229)
7,528,268
5,297,987
The above Consolidated Statement of Financial Position is to be read in conjunction with the Notes to the
Financial Statements
28 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Consolidated Statement of
Changes in Equity
FOR THE YEAR ENDED 30 JUNE 2015
30 JUNE 2015
Issued
Share
Capital
Share
Option
Reserve
Available
for Sale
Assets
Reserve
Foreign
Currency
Translation
Reserve
Accum-
ulated
Losses
Total
$
$
$
$
$
$
Balance at 1 July 2014
47,965,163
3,031,401
(39,996)
(153,352)
(45,505,229) 5,297,987
Loss for period
Other comprehensive
income/(loss)
Exchange differences
on translation of foreign
operations
Change in fair value of
available‑for‑sale financial
assets
Total other comprehensive
loss
Total comprehensive loss
for the period
–
–
–
–
–
Transactions with owners
in their capacity as owners:
Issue of share capital, net of
transaction costs
3,156,406
–
–
–
–
–
–
Share based payments
–
130,091
Total transactions with
owners
3,156,406
130,091
–
–
–
–
–
–
–
–
–
(1,151,360) (1,151,360)
95,144
–
95,144
–
–
–
95,144
–
95,144
95,144
(1,151,360) (1,056,216)
–
–
–
–
–
–
3,156,406
130,091
3,286,497
Balance as at 30 June 2015 51,121,569
3,161,492
(39,996)
(58,208)
(46,656,589) 7,528,268
AZURE MINERALS LIMITED ANNUAL REPORT 2015 29
Consolidated Statement of
Changes in Equity
FOR THE YEAR ENDED 30 JUNE 2015
30 JUNE 2014
Issued
Share
Capital
Share
Option
Reserve
Available
for Sale
Assets
Reserve
Foreign
Currency
Translation
Reserve
Accum-
ulated
Losses
Total
$
$
$
$
$
$
Balance at 1 July 2013
44,677,855
2,222,665
(37,821)
(35,823)
(42,187,408) 4,639,468
Loss for period
Other comprehensive
income/(loss)
Exchange differences
on translation of foreign
operations
Change in fair value of
available‑for‑sale financial
assets
Total other comprehensive
income/(loss)
Total comprehensive
income/(loss) for the
period
–
–
–
–
–
Transactions with owners
in their capacity as owners:
Issue of share capital, net of
transaction costs
3,287,308
–
–
–
–
–
–
Share based payments
–
808,736
Total transaction with
owners
3,287,308
808,736
–
–
(3,317,821)
(3,317,821)
–
(117,529)
(2,175)
–
(2,175)
(117,529)
–
–
–
(117,529)
(2,175)
(119,704)
(2,175)
(117,529)
(3,317,821) (3,437,525)
–
–
–
–
–
–
–
–
–
3,287,308
808,736
4,096,044
Balance at 30 June 2014
47,965,163
3,031,401
(39,996)
(153,352)
(45,505,229) 5,297,987
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying
notes.
30 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Consolidated Statement of Cash Flows
FOR THE YEAR ENDED 30 JUNE 2015
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
Other revenue
Expenditure on mining interests
Reimbursement of exploration expenditure
NET CASH (OUTFLOW) INFLOW FROM OPERATING
ACTIVITIES
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for plant and equipment
Acquisition Payments for projects
Option payments for projects
NET CASH (OUTFLOW) INFLOW FROM INVESTING
ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of ordinary shares
Share issue costs
NET CASH (OUTFLOW) INFLOW FROM FINANCING
ACTIVITIES
Notes
Consolidated
2015
$
2014
$
(1,647,053)
(1,286,857)
211,966
138,891
37,270
–
(2,137,442)
(1,723,492)
1,601,962
65,600
19(b)
(1,831,676)
(2,907,479)
(49,310)
(11,059)
–
(1,861,007)
(458,719)
(302,955)
(508,029)
(2,175,021)
3,325,483
3,921,100
(171,277)
(213,237)
3,154,206
3,707,863
814,501
(1,374,637)
978,865
2,386,471
(17,954)
1,775,412
(32,969)
978,865
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
Cash and cash equivalents at the beginning of the financial
year
Effect of exchange rate changes on cash and cash
equivalents
CASH AND CASH EQUIVALENTS AT END OF YEAR
19(a)
The above Consolidated Statement of Cash Flows is to be read in conjunction with the Notes to the Financial
Statements.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 31
Notes to the Consolidated
Financial Statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial report are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated. The financial report
includes separate financial statements for Azure Minerals Limited as an individual entity and the consolidated
entity consisting of Azure Minerals Limited and its subsidiaries.
BASIS OF PREPARATION
This general purpose financial report has been prepared in accordance with the Australian Accounting
Standards, and interpretations issued by the Australian Accounting Standards Board and the Corporations Act
2001. Azure Minerals Limited is a for‑profit entity for the purpose of preparing the financial statements.
Compliance with AIFRSs
The consolidated financial statements of Azure Minerals Limited and the separate financial statements of
Azure Minerals Limited also comply with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
Historical cost convention
These financial statements have been prepared under the historical cost convention except for available‑for‑
sale financial asset which is accounted for at fair value.
Critical accounting estimates
The preparation of financial statements in conformity with AIFRS requires the use of certain critical
accounting estimates. It also requires management to exercise its judgement in the process of applying the
Group’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 3.
Going Concern
The Directors recognise that additional funding either through the issue of further shares, convertible notes or
a farm‑out or sale of its exploration concessions or a combination of is required to continue its normal business
activities and to ensure the realisation of asset and extinguishment of liabilities as and when they fall due.
The Directors have reviewed the business outlook and the assets and liabilities of the Consolidated Entity
and are of the opinion that the use of the going concern basis of accounting is appropriate. Since the end of
the end of the reporting date the Group has conducted an entitlement share issue, refer Note 22 for further
information.
However, if the Consolidated Entity is unable to achieve the above, there is material uncertainty that may cast
significant doubt on the group’s ability to continue as a going concern and therefore whether it will be able to
pay its debts as and when they fall due and realise its assets and extinguish its liabilities in the normal course
of business at the amounts stated in the financial report.
The financial report does not include any adjustments relating to the recoverability or classification of recorded
asset amounts, nor the amounts or classification of liabilities that might be necessary should the Consolidated
Entity not be able to continue as a going concern.
(a) Principles of consolidation
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls
an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity
and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from
the date that control ceases.
The acquisitions method of accounting is used to account for business combinations by the Group.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using
consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies
which may exist.
All intercompany balances and transactions, including unrealised profits arising from intra‑group transactions,
have been eliminated in full. Unrealised losses are eliminated unless costs cannot be recovered.
Investments in subsidiaries are accounted for at cost in the individual financial statements of Azure Minerals
Limited.
32 AZURE MINERALS LIMITED ANNUAL REPORT 2015
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
(b) Property, plant and equipment
Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated
depreciation and impairment losses.
Plant and equipment
Plant and equipment are measured on the cost basis. The carrying amount of plant and equipment is reviewed
annually by directors to ensure it is not in excess of the recoverable amount from these assets.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Group and
the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred.
Depreciation
Depreciation of plant and equipment is calculated on a reducing balance basis so as to write off the net costs
of each asset over the expected useful life. The rates vary between 20% and 40% per annum.
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included
in the income statement. When revalued assets are sold, it is group policy to transfer the amounts included in
other reserves in respect of those assets to retained earnings.
(c) Exploration and evaluation costs
Exploration and evaluation costs are written off in the year they are incurred apart from acquisition costs
which are carried forward where right of tenure of the area of interest is current and they are expected to be
recouped through sale or successful development and exploitation of the area of interest or, where exploration
and evaluation activities in the area of interest have not reached a stage that permits reasonable assessment
of the existence of economically recoverable reserves.
Where an area of interest is abandoned or the directors decide that it is not commercial, any accumulated
acquisition costs in respect of that area are written off in the financial period the decision is made. Each area of
interest is also reviewed at the end of each accounting period and accumulated costs written off to the extent
that they will not be recoverable in the future.
Amortisation is not charged on costs carried forward in respect of areas of interest in the development phase
until production commences.
(d) Leases
Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but
not the legal ownership that are transferred to entities in the economic entity are classified as finance leases.
Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair
value of the leased property or the present value of the minimum lease payments, including any guaranteed
residual values. Lease payments are allocated between the reduction of the lease liability and the lease interest
expense for the period.
Leased assets are depreciated on a straight‑line basis over their estimated useful lives.
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are
charged on a straight line basis over the period of the lease.
Lease incentives under operating leases are recognised as a liability and amortised on a straight‑line basis over
the life of the lease term.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 33
Notes to the Consolidated Financial Statements1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
(e) Income tax
The charge for current income tax expense is based on the profit for the year adjusted for any non‑assessable
or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by
the statement of financial position date.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences
arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No
deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or
liability is settled. Deferred tax is credited in the income statement except where it relates to items that may be
credited directly to equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be
available against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption
that no adverse change will occur in income taxation legislation and the anticipation that the economic
entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the
conditions of deductibility imposed by the law.
(f) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the
statement of financial position are shown inclusive of GST.
Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as operating cash flows.
(g) Foreign currency translation
Functional and presentation currency
The functional currency of each of the group’s entities is measured using the currency of the primary economic
environment in which that entity operates. The consolidated financial statements are presented in Australian
dollars which is Azure Minerals Limited’s functional and presentation currency. The functional currency of
Australian subsidiary (Azure Mexico Pty Ltd) is the Australian dollar. The functional currency of the Mexican
overseas subsidiary (Minera Piedra Azul CV de SA) is the Mexican Peso.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at
the date of the transaction. Foreign currency monetary items are translated at the year‑end exchange rate.
Non‑monetary items measured at historical cost continue to be carried at the exchange rate at the date of the
transaction. Non‑monetary items measured at fair value are reported at the exchange rate at the date when
fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in the profit or loss, except
where deferred in equity as a qualifying cash flow or net investment hedge.
Group companies
The financial results and position of foreign operations whose functional currency is different from the group’s
presentation currency are translated as follows:
• assets and liabilities are translated at year‑end exchange rates prevailing at that reporting date; and
•
income and expenses are translated at average exchange rates for the period.
Exchange differences arising on translation of foreign operations are transferred directly to the group’s foreign
currency translation reserve in the statement of financial position. These differences are recognised in the
profit or loss in the period in which the operation is disposed.
(h) Trade and other payables
Liabilities for trade creditors are recognised initially at fair value and subsequently at amortised cost.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is
recognised as an expense on an accrual basis.
34 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
(i) Employee benefits
Provision is made for employee benefits accumulated as a result of employees rendering services up to the
reporting date. These benefits include wages and salaries, annual leave, and long service leave.
Liabilities arising in respect of wages and salaries, annual leave and any other employee benefits expected to
be settled wholly within twelve months of the reporting date are measured at their nominal amounts based
on remuneration rates which are expected to be paid when the liability is settled. All other employee benefit
liabilities are measured at the present value of the estimated future cash outflow to be made in respect of
services provided by employees up to the reporting date. In determining the present value of future cash
outflows, the market yield as at the reporting date on national government bonds, which have terms to maturity
approximating the terms of the related liability, are used.
Share-based payments
The Group provides benefits to employees (including directors) of the Group in the form of share‑based
payment transactions, whereby employees render services in exchange for shares or rights over shares
(‘equity‑settled transactions’).
The cost of these equity‑settled transactions with employees is measured by reference to the fair value at the
date at which they are granted. The fair value is determined by an internal valuation using a Binomial option
pricing model.
The cost of equity‑settled transactions is recognised, together with a corresponding increase in equity, over the
period in which the performance conditions are fulfilled, ending on the date on which the relevant employees
become fully entitled to the award (‘vesting date’).
The cumulative expense recognised for equity‑settled transactions at each reporting date until vesting date
reflects (i) the extent to which the vesting period has expired and (ii) the number of options that, in the opinion
of the directors of the Group, will ultimately vest. This opinion is formed based on the best available information
at reporting date. No adjustment is made for the likelihood of market performance conditions being met as the
effect of these conditions is included in the determination of fair value at grant date.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional
upon a market condition.
Where an equity‑settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any
expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for
the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and
new award are treated as if they were a modification of the original award.
(j) Revenue recognition
Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the
financial assets.
(k) Contributed Equity
Ordinary shares are classified as equity.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of
the share proceeds received.
(l) Earnings per share (EPS)
Basic earnings per share
Basic EPS is calculated as the profit attributable to equity holders of the company, excluding any costs of
servicing equity other than ordinary shares, divided by the weighted average number of ordinary shares
outstanding during the financial year, adjusted for any bonus elements in ordinary shares issued during the
year.
Diluted earnings per share
Diluted EPS adjusts the figures used in the determination of basic EPS 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.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 35
Notes to the Consolidated Financial Statements1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
(m) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short‑term highly liquid
investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown
within short‑term borrowings in current liabilities on the statement of financial position.
(n) Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
(o) Interests in joint ventures
The Groups share of the assets, liabilities, revenue and expenses of joint venture operations are included in the
appropriate items of the consolidated income statement and statement of financial position.
(p) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting to the chief operating
decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the Executive Chairman.
(q) Investments and Financial assets
Classification
The Group classifies its financial assets in the following categories: loans and receivables. The classification
depends on the purpose for which the financial assets were acquired. Management determines the classification
of its financial assets at initial recognition.
Loans and receivables
Loans and receivables are non‑derivative financial assets with fixed or determinable payments that are not
quoted in an active market and are recognised at fair value on initial recognition. They are included in current
assets, except for those with maturities greater than 12 months after the reporting date which are classified
as non‑current assets. Loans and receivables are included in trade and other receivables in the statement of
financial position (note 8).
Available-for-sale financial assets
Available‑for‑sale financial assets, comprising principally marketable equity securities, are non‑derivatives that
are either designated in this category or not classified in any of the other categories. They are included in non‑
current assets unless the investment matures or management intends to dispose of the investment within 12
months of the end of the reporting period. Investments are designated as available‑for‑sale if they do not have
fixed maturities and fixed or determinable payments and management intends to hold them for the medium
to long term.
Recognition and derecognition
Regular purchases and sales of financial assets are recognised on trade‑date – the date on which the Group
commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs
for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when
the right to receive cash flows from the financial assets have expired or have been transferred and the Group
has transferred substantially all the risks and rewards of ownership.
Subsequent measurement
Loans and receivables are carried at amortised cost using effective interest method.
Impairment
The Group assesses at each reporting date whether there is objective evidence that a financial asset or group
of financial assets is impaired. Impairment losses are recognised in the profit or loss. Debts which are known to
be uncollectible are written off by reducing the carrying amount directly.
36 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
(r) Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or
for disclosure purposes.
The fair value of financial instruments traded in active markets (such as publicly traded derivative, and trading
and available‑for‑sale securities) is based on quoted market prices at the reporting date. The quoted market
price used for financial assets held by the Group is the current bid price.
The fair value of financial instruments that are not traded in an active market (for example, over‑the‑counter
derivatives) is determined using valuation techniques. The Group uses a variety of methods and makes
assumptions that are based on market conditions existing at each reporting date. Quoted market prices or
dealer quotes for similar instruments are used for long‑term debt instruments held. Other techniques, such as
estimated discounted cash flow, are used to determined fair value for the remaining financial instruments. The
fair value of interest rate swaps is calculated as the present value of the estimated future cash flows. The fair
value of forward exchange contracts is determined using forward exchange market rates at the reporting date.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate
their fair values due to their short‑term nature. The fair value of financial liabilities for disclosure purposes is
estimated by discounting the future contractual cash flows at the current market interest rate that is available
to the Group for similar financial instruments.
(s) Provisions
Provisions for legal claims, service warranties and make good obligations are recognised when the Group has a
present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will
be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised
for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is
determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood
of an outflow with respect to any one item included in the same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required
to settle the present obligation at the reporting date. The discount rate used to determine the present value
reflects current market assessments of the time value of money and the risks specific to the liability. The
increase in the provision due to the passage of time is recognised as interest expense.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 37
Notes to the Consolidated Financial Statements1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont’d)
(t) New Accounting Standards for Application in future Periods
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 2015. 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.
Mandatory application
date/ Date adopted by
company
Must be applied
for financial years
commencing on or after
1 January 2018.
Application date for the
company will be 30 June
2019.
The company does
not currently have any
hedging arrangements
in place.
Must be applied for
annual reporting periods
beginning on or after
1 January 2018.
Application date for the
company will be 30 June
2019.
Title of
standard
AASB 9
Financial
Instruments
Nature of change
Impact
AAB 9 addresses
the classification,
measurement and
derecognition of financial
assets and financial
liabilities.
Since December 2013, it
also sets out new rules
for hedge accounting.
There will be no impact on the
company’s accounting for financial
assets and financial liabilities as the
new requirements only affect the
accounting for available‑for‑sale
financial assets and the accounting for
financial liabilities that are designated
at fair value through profit or loss and
the company does not have any such
financial assets or financial liabilities.
The new hedging rules align hedge
accounting more closely with
the company’s risk management
practices. As a general rule it will be
easier to apply hedge accounting
going forward. The new standard
also introduces expanded disclosure
requirements and changes in
presentation.
The company has not yet made an
assessment of the impact of this
standard.
AASB 15
(issued June
2014)
Revenue
from
contracts
with
customers
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.
Revenue will be
recognised when control
of goods or services is
transferred, rather than
on transfer of risks and
rewards as is currently
the case under IAS 18
Revenue.
(u) New, revised or amending Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new, revised or amending Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the
current reporting period.
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not
been early adopted.
The adoption of these Accounting Standards and Interpretations did not have any significant impact on the
financial performance or position of the consolidated entity.
38 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 2. FINANCIAL RISK MANAGEMENT
Overview
The Company and Group have exposure to the following risks from their use of financial instruments:
• credit risk
•
liquidity risk
• market risk
This note presents information about the Company’s and Group’s exposure to each of the above risks, their
objectives, policies and processes for measuring and managing risk, and the management of capital.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. Management monitors and manages the financial risks relating to the operations of the group
through regular reviews of the risks.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Group’s receivables from customers and cash
and cash equivalents. For the Company it arises from receivables due from subsidiaries.
Cash and Cash Equivalents
The Group manages its credit risk on cash and cash equivalents by only dealing with banks licensed to operate
in Australia.
Trade and other receivables
As the Group operates in the mining exploration sector, it generally does not have trade receivables and
therefore is not exposed to credit risk in relation to trade receivables.
Presently, the Group undertakes exploration and evaluation activities exclusively in Mexico. At the reporting
date there were no significant concentrations of credit risk.
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s
maximum exposure to credit risk at the reporting date was:
Trade and other receivables
Cash and cash equivalents
Security deposits
Note
8
19
12
Consolidated
Carrying amount
2015
2014
1,064,291
1,775,412
45,378
238,666
978,865
45,378
Impairment losses
None of the Company’s other receivables are past due (2014: nil).
The Group operates in the mining exploration sector and generally does not have trade receivables and is
therefore not materially exposed to credit risk in relation to trade receivables. Other receivables are principally
value added taxes withheld by third parties and due to the Group from sovereign governments, as such the
Group does not consider it is exposed to any significant credit risk.
The allowance accounts in respect of other receivables is used to record impairment losses unless the Group is
satisfied that no recovery of the amount owing is possible; at that point the amount is considered irrecoverable
and is written off against the financial asset directly. At 30 June 2015 the Group does not have any collective
impairments on its other receivables.
The Group places its cash deposits with institutions with a credit rating of AA or better and only with major
banks.
Guarantees
Group policy is to provide financial guarantees only to wholly‑owned subsidiaries. There are no guarantees
outstanding (2014: Nil)
AZURE MINERALS LIMITED ANNUAL REPORT 2015 39
Notes to the Consolidated Financial Statements2. FINANCIAL RISK MANAGEMENT (cont’d)
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group’s reputation.
The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and
actual cash flows.
The Company anticipates a need to raise additional capital in the next 12 months to meet forecasted operational
activities. The decision on how the Company will raise future capital will depend on market conditions existing
at that time.
Typically the Group ensures that it has sufficient cash on demand to meet expected operational expenses
for a period of 180 days, including the servicing of financial obligations; this excludes the potential impact of
extreme circumstances that cannot reasonably be predicted, such as natural disasters.
The following are the contractual maturities of financial liabilities at amortised cost:
Consolidated
30 June 2015
Trade and other
payables
30 June 2014
Trade and other
payables
Carrying
amount
Contract-
ual cash
flows
6 mths or
less
6-12 mths
1-2 years
2-5 years
More than
5 years
235,051
235,051
235,051
249,061
249,061
249,061
–
–
–
–
–
–
–
–
Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
Currency risk
The Group is exposed to currency risk on purchases that are denominated in a currency other than the respective
functional currencies of Group entities, primarily the United Sates Dollar (USD) and Mexican Peso (MxP).
The Group has not entered into any derivative financial instruments to hedge such transactions and anticipated
future receipts or payments that are denominated in a foreign currency.
Group’s investments in its subsidiaries are not hedged as those currency positions are considered to be long
term in nature.
40 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 2. FINANCIAL RISK MANAGEMENT (cont’d)
Exposure to currency risk
The Group’s exposure to foreign currency risk at reporting date was as follows, based on notional amounts:
Trade receivables
Trade payables
Gross statement of financial position
Forward exchange contracts
Net exposure
2015
USD
2014
USD
–
80,030
80,030
–
108,368
76,712
185,080
–
80,030
185,080
The following significant exchange rates applied during the year:
Average rate
Reporting date spot rate
2015
2014
2015
2014
AUD/USD
1.2011
1.0898
1.3061
1.0606
Sensitivity analysis
Over the reporting period there have been significant movements in the Australian dollar when compared to
other currencies, it is therefore considered reasonable to review sensitivities base on a 10% movement in the
Australian dollar. A 10 percent strengthening of the Australian dollar against the following currencies at 30
June would have increased equity and decrease loss by the amounts shown below. This analysis assumes that
all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis
for 2014.
30 June 2015
USD
30 June 2014
USD
Consolidated
Profit or loss
8,003
18,508
A 10 percent weakening of the Australian dollar against the above currencies at 30 June would have had the
equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other
variables remain constant.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 41
Notes to the Consolidated Financial Statements2. FINANCIAL RISK MANAGEMENT (cont’d)
Interest rate risk
Interest rate risk is the risk that the Groups financial position will be adversely affected by movements in
interest rates that will increase the costs of floating rate debt or opportunity losses that may arise on fixed rate
borrowings in a falling interest rate environment. The Group does not have any borrowings therefore is not
exposed to interest rate risk in this area. Interest rate risk on cash and short term deposits is not considered to
be a material risk due to the short term nature of these financial instruments.
At the reporting date the interest rate profile of the Company’s and the Group’s interest‑bearing financial
instruments was:
Variable rate instruments
Short term cash deposits
Consolidated
Carrying amount
2015
2014
1,288,286
882,105
Cash flow sensitivity analysis for variable rate instruments
The Group has reviewed the likely movements in interest rates and considers that a movement of +/ – 100 basis
points is reasonable.
Group Sensitivity
At 30 June 2015 if interest rates had changed +/ – 100 basis points from year end rates with all other variables
held constant, equity and post tax profit would have been $18,204 higher /lower (2014 – change of 100 basis
points $10,242 higher/lower).
Fair values
Fair values versus carrying amounts
The fair values of financial assets and liabilities, together with the carrying amounts shown in the statement of
financial position, are as follows:
Consolidated
2015
2014
Carrying
amount
Fair value
Carrying
amount
Fair value
Trade and other receivables
Cash and cash equivalents
Other financial assets
Trade and other payables
1,064,291
1,064,291
1,775,412
1,775,412
45,378
45,378
238,666
978,865
45,378
238,666
978,865
45,378
(235,051)
(235,051)
(249,061)
(249,061)
The methods and assumptions used to estimate the fair value of instruments are:
Cash and cash equivalent: The carrying amount approximates fair value because of their short‑term to maturity.
Receivables and payables: The carrying amount approximates fair value.
Available‑for‑sale financial assets: Quoted prices in active markets been used to determine the fair value of
listed available‑for‑sale investments (Level 1). The fair value of these financial assets has been based on the
closing quoted bid prices at reporting date, excluding transaction costs.
42 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 2. FINANCIAL RISK MANAGEMENT (cont’d)
Capital Management
The Group’s objectives when managing capital is to safeguard its ability to continue as a going concern, so
that it can continue to provide returns for shareholders and benefits of other stakeholders and to maintain an
optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may issue new shares or sell assets.
There were no changes in the Group’s approach to capital management during the year.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
3. CRITICAL ACCOUNTING ESTIMATES AND SIGNIFICANT JUDGEMENTS
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions
of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment
to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Exploration and evaluation costs
Exploration and evaluation costs are written off in the year they are incurred apart from acquisition costs
which are carried forward where right of tenure of the area of interest is current. The future recoverability of
exploration and evaluation expenditure is dependent on a number of factors, including whether the Group
decides to exploit the related lease itself, or, if not, whether it successfully recovers the related exploration and
evaluation assets through sale.
Factors that could impact the future recoverability include the level of reserves and resources, future
technological changes, which could impact the cost of mining, future legal changes (including changes to
environmental restoration obligations) and changes to commodity prices.
To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the
future, profits and net assets will be reduced in the period in which this determination is made.
Deferred tax assets
Deferred tax assets are recognised for deductible temporary differences when management considers that
it is probable that future taxable profits will be available to utilise those temporary differences. Currently no
deferred tax assets have been recognised as it is not probable that future taxable profits will be available to
utilise those temporary differences.
4. SEGMENT INFORMATION
The Company currently does not have production and is only involved in exploration. As a consequence,
activities in the operating segments are identified by management based on the manner in which resources
are allocated, the nature of the resources provided and the identity of service line manager and country of
expenditure. Discrete financial information about each of these areas is reported to the executive management
team on a monthly basis.
Based on this criteria, management has determined that the company has one operating segment being
mineral exploration in Mexico. As the company is focused on mineral exploration, the Board monitors the
company based on actual versus budgeted exploration expenditure incurred by area of interest. These areas
of interest meet aggregating criteria and are aggregated into one reporting sector. This internal reporting
framework is the most relevant to assist the Board with making decisions regarding the company and its
ongoing exploration activities, while also taking into consideration the results of exploration work that has been
performed to date.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 43
Notes to the Consolidated Financial Statements4. SEGMENT INFORMATION (cont’d)
Revenue from external sources
Reportable segment profit (loss)
Reportable segment assets
Reportable segment liabilities
Reconciliation of reportable segment loss
Reportable segment profit (loss)
Other profit
Unallocated:
– Salaries and wages
– Travel and accommodation
– Office costs
– Other corporate expenses
– Share based payments
– Depreciation
Loss before tax
Reconciliation of reportable segment assets
Reportable segment assets
Unallocated:
– Cash
– Trade and other receivables
– Investments
– Security deposits
– Office plant and equipment
Total assets
Reconciliation of reportable segment liabilities
Reportable segment liabilities
Unallocated:
– Trade and other payables
– Provisions
Total liabilities
44 AZURE MINERALS LIMITED ANNUAL REPORT 2015
30 June 2015
$
30 June 2014
$
–
–
619,666
(1,733,237)
6,051,473
4,629,661
(160,060)
(153,424)
619,666
(1,733,237)
(682,501)
(171,424)
(375,935)
(404,847)
(130,091)
(6,228)
(639,652)
(173,778)
(91,362)
(284,044)
(388,181)
(7,567)
(1,151,360)
(3,317,821)
6,051,473
4,629,661
1,775,412
18,216
948
45,378
16,135
978,865
18,118
950
45,378
19,867
7,907,562
5,692,839
(160,060)
(153,424)
(74,991)
(144,243)
(379,294)
(95,637)
(145,791)
(394,852)
Notes to the Consolidated Financial Statements
5. REVENUE FROM CONTINUING OPERATIONS
Other revenues
Bank interest
Penalty interest received
Rental and overhead fees
Total revenues from continuing operations
6. EXPENSES
Loss before income tax includes the following specific expenses
Depreciation of plant and equipment
Exploration expenditure
Exploration expenditure reimbursement
Operating lease expenses
Superannuation
Bad debt
7. INCOME TAX
(a) Income tax expense
Current tax
Deferred tax
30 June 2015
$
30 June 2014
$
18,199
201,022
138,891
358,112
37,270
–
–
37,270
27,827
37,176
2,041,367
2,174,850
(2,351,295)
(65,600)
55,343
37,524
21,006
47,655
36,533
–
2015
$
2014
$
–
–
–
–
–
–
AZURE MINERALS LIMITED ANNUAL REPORT 2015 45
Notes to the Consolidated Financial Statements7. INCOME TAX (cont’d)
2015
$
2014
$
(b) Numerical reconciliation of income tax expense to prima facie tax
payable
Loss from continuing operations before income tax expense
Tax at the Australian tax rate of 30% (2014: 30%)
(1,151,360)
(3,317,821)
(345,408)
(995,346)
Tax effect of amounts which are not deductible (taxable) in calculating
taxable income:
Share‑based payments
Reverse provision for doubtful debt
Sundry items
Movement in unrecognised temporary differences
Difference in overseas tax rates
Prior year adjustments to deferred tax balances
Tax effect of current year tax losses for which no deferred tax asset has been
recognised
Income tax expense
(c) Unrecognised temporary differences
Deferred Tax Assets (at 30%)
On Income Tax Account
Prepayments
Depreciation of plant and equipment
Provisions
Carry forward tax losses
Carry forward tax losses – foreign
Other – tenement
Deferred Tax Liabilities (at 30%)
39,027
6,302
52,196
(247,883)
(59,852)
–
–
116,454
(128,093)
49,733
(957,252)
(56,880)
–
–
307,735
1,014,132
–
–
3,289
(14,974)
50,773
6,823,831
5,436,105
654,600
4,425
(15,246)
55,640
6,516,096
5,441,912
654,600
12,953,624
12,657,427
–
–
Deferred income tax assets have not been recognised as it is not probable that future profit will be available
against which deductible temporary differences can be utilised.
In addition to the above Australian estimated future income tax benefits the consolidated entity has incurred
significant expenditure in Mexico, some of which should give rise to taxable deductions. At this stage the
company is unable to reliably estimate the quantity of such future tax benefits.
There are no franking credits available.
46 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 8. TRADE AND OTHER RECEIVABLES
Current
Prepayments
Sundry Receivables (a)
2015
$
2014
$
16,318
1,047,973
1,064,291
14,750
223,916
238,666
(a) These amounts generally arise from activities outside the usual operating activities. Interest is not usually
charged and collateral is not obtained. For the Group the receivable principally arises from consumption
taxes paid to third party suppliers for which a refund from tax authorities is expected.
There are no impaired sundry receivables and no past due but not impaired receivables.
(b) Refer to note 2 for information on the risk management policy of the Group and the credit quality of the
Groups receivables
9. AVAILABLE FOR SALE INVESTMENTS
Listed shares at fair value (a)
Wolfeye Resource Corp.
948
948
(a) Available‑for‑sale investments consist of investments in ordinary shares, and therefore have no fixed
maturity date or coupon rate. Wolfeye Resource Corp. is listed on the Toronto Venture Exchange. Fair value
has been determined directly by reference to published quotations on active markets (Level 1). The fair
value of these financial assets has been based on the closing quoted bid prices at reporting date, excluding
transaction costs. Also refer to Note 2 – Financial Risk Management.
At Cost
Impairment
Fair value adjustment to reserve (Note 17)
Fair value at 30 June
40,944
–
40,944
–
(39,996)
(39,996)
948
948
AZURE MINERALS LIMITED ANNUAL REPORT 2015 47
Notes to the Consolidated Financial Statements10. PLANT AND EQUIPMENT
Consolidated
At 1 July 2013
Cost
Furniture,
fittings and
equipment
$
Motor
Vehicles
$
Exploration
Equipment
$
Total
$
387,103
81,986
57,976
527,065
Accumulated Depreciation
(331,202)
(56,718)
(25,303)
(413,223)
Net Book Amount
55,901
25,268
32,673
113,842
Year ended 30 June 2014
Opening net book value
Additions
Disposals
Depreciation on disposals
Depreciation charge
Foreign exchange translation adjustment
Closing net book value
At 30 June 2014
Cost
55,901
8,944
(69,578)
69,578
(17,503)
(2,909)
44,433
25,268
–
–
–
(15,363)
1,037
10,942
32,673
2,115
(8,880)
8,880
(4,310)
(558)
29,920
113,842
11,059
(78,458)
78,458
(37,176)
(2,430)
85,295
323,665
79,272
49,681
452,618
Accumulated depreciation
(279,232)
(68,330)
(19,761)
(367,323)
Net book amount
44,433
10,942
29,920
85,295
Year ended 30 June 2015
Opening net book value
Additions
Disposals
Depreciation on disposals
Depreciation charge
Foreign exchange translation adjustment
Closing net book value
At 30 June 2015
Cost
44,433
6,544
–
–
10,942
–
–
–
(12,155)
(10,790)
637
39,459
294
446
29,920
43,928
–
–
(4,882)
(388)
68,578
85,295
50,472
–
–
(27,827)
543
108,483
332,381
81,307
93,650
507,338
Accumulated depreciation
(292,922)
(80,861)
(25,072)
(398,855)
Net book amount
39,459
446
68,578
108,483
48 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 11. CAPITALISED EXPLORATION EXPENDITURE (NON-CURRENT)
At Cost
Reconciliations
Movement in the carrying amounts of capitalised exploration expenditure
between the beginning and end of the current financial year
Opening net book amount
Additions
Disposals
Foreign exchange translation adjustment
Closing net book amount
2015
$
2014
$
4,913,050
4,343,687
4,343,687
458,719
–
2,254,337
2,163,962
–
110,644
(74,612)
4,913,050
4,343,687
Recovery of the capitalised amount is dependent upon successful development and commercial exploitation,
or alternatively, sale.
12. OTHER FINANCIAL ASSETS (NON-CURRENT)
Security Deposit
45,378
45,378
These financial assets are carried at cost.
13. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries
in accordance with the accounting policy described in note 1(a):
Name
Country of
incorporation
Class of
shares
Azure Mexico Pty Ltd
Minera Piedra Azul, S.A. de C.V
Minera Capitana S.A. de C.V
Azu‑Perth S.A. de C.V.
Minera Azure, S.A. de C.V.
Australia
Mexico
Mexico
Mexico
Mexico
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
*Percentage of voting power is in proportion to ownership
14. TRADE AND OTHER PAYABLES (CURRENT)
Trade payables
Equity Holding*
2015
%
100
100
100
100
100
2014
%
100
100
100
100
–
2015
$
2014
$
235,051
249,061
Information about the Groups financial risk management policies is disclosed in note 2.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 49
Notes to the Consolidated Financial Statements15. PROVISIONS
CURRENT
Employee benefits
NON-CURRENT
Employee benefits
2015
$
2014
$
94,281
93,104
49,962
52,687
The provisions for employee benefits include accrued annual leave and long service leave. For long service
leave it covers all unconditional entitlements where employees have completed the required period of service.
Based on past experience employee entitlements that represent annual leave are presented as current and
employee entitlements that are in relation to long serve leave are present as non‑current.
16. CONTRIBUTED EQUITY
(a) Share capital
Consolidated
2015
2014
Number of
shares
$
Number of
shares
$
Ordinary shares fully paid
Total consolidated contributed equity
995,020,107
51,121,569
779,026,491
47,965,163
(b) Movements in ordinary share capital
2015
2014
Number of
shares
$
Number of
shares
$
1 July opening balance
Issue at $0.026 per share
Issue at $0.027 per share
779,026,491
47,965,163
630,476,486
44,677,855
–
–
–
–
82,750,006
2,151,500
64,799,999
1,749,600
Option exercise at $0.020 per share
16,995,833
339,917
1,000,000
20,000
Issue at $0.022 per share
Issue at $0.0132 per share
Issue at $0.03 per share
Share issue expenses
30 June closing balance
100,000
2,200
177,462,238
2,342,500
21,435,545
643,066
–
(171,277)
–
–
–
–
–
–
–
(633,792)
995,020,107
51,121,569
779,026,491
47,965,163
Funds raised from the share issues during the 2015 were used to progress the company’s exploration activities
and for general working capital.
50 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 16. CONTRIBUTED EQUITY (cont’d)
(c) Movements in unlisted options on issue
1 July Opening Balance
Issued during the year
Number of options
2015
2014
71,197,686
50,773,611
‑Exercisable at 4.5 cents, on or before 30 Nov 2016
–
25,924,075
Forfeited during the year
– Exercisable at 4.0 cents, on or before 30 Nov 2014
– Exercisable at 2 cents, on or before 30 Sept 2014
– Exercisable at 13 cents on or before 30 Nov 2013
Exercised during the year at 2.0 cents
30 June closing balance
Further information on options issued is set out in note 28.
(d) Ordinary shares
(3,000,000)
(277,778)
–
–
–
(4,500,000)
(16,995,833)
(1,000,000)
50,924,075
71,197,686
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the company
in proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to
one vote, and upon a poll each share is entitled to one vote.
For further information on Capital Management refer to Note 2.
17. RESERVES AND ACCUMULATED LOSSES
Accumulated losses
Balance at beginning of year
Loss for the year
Balance at end of year
Share-based payments reserve
Balance at beginning of year
Movement during the year
Balance at end of year
Available-for-sale assets reserve
Balance at beginning of year
Revaluation
Balance at end of year
2015
$
2014
$
45,505,229
42,187,408
1,151,360
3,317,821
46,656,589
45,505,229
3,031,401
2,222,665
130,091
808,736
3,161,492
3,031,401
(39,996)
–
(39,996)
(37,821)
(2,175)
(39,996)
AZURE MINERALS LIMITED ANNUAL REPORT 2015 51
Notes to the Consolidated Financial Statements17. RESERVES AND ACCUMULATED LOSSES (cont’d)
Foreign currency translation reserve
Balance at beginning of year
Movement during the year
Balance at end of year
2015
$
2014
$
(153,352)
95,144
(35,823)
(117,529)
(58,208)
(153,352)
(a) Nature and purpose of reserves
Share-based payments reserve
The share‑based payments reserve is used to recognise the fair value of options issued but not exercised.
Available-for-sale assets reserve
This reserve records fair value changes on available‑for‑sale investments. Amounts are recognised in profit and
loss when the associated assets are sold or impaired.
Foreign currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of
the statements of foreign subsidiaries.
18. DIVIDENDS PAID OR PROVIDED FOR ON ORDINARY SHARES
No dividends were paid or declared since the start of the financial year. No recommendation for payment of
dividends has been made.
19. STATEMENT OF CASH FLOWS
(a) Cash and cash equivalents (refer note 2)
Cash and cash equivalents comprises:
– cash at bank and in hand
– short‑term deposits
Closing cash and cash equivalents balance
487,126
1,288,286
1,775,412
96,760
882,105
978,865
Cash at bank and in hand earns interest at floating rates based on daily bank deposit rates.
Short‑term deposits are made for varying periods of between one day and three months depending on the
immediate cash requirements of the Group, and earn interest at the respective short‑term deposit rates.
52 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 19. STATEMENT OF CASH FLOWS (cont’d)
(b) Reconciliation of the net loss after income tax to the net cash flows from operating activities
Net loss
Depreciation of non‑current assets
Share based payment expense
Non‑cash exploration expense
Provision for doubtful debt
Changes in operating assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in prepayments
Increase/(decrease) in trade and other payables
Increase/(decrease) in provisions
Net cash outflow from operating activities
2015
$
2014
$
(1,151,360)
(3,317,821)
27,827
130,091
2,200
37,176
388,181
–
–
(426,978)
(739,276)
744,249
(1,472)
(1,443)
(98,138)
(345,259)
(1,548)
14,416
(1,831,676)
(2,907,479)
(c) Non-cash financing and investing activities
There have been no non‑cash financing and investing activities during the 2015 year (2014: Nil).
20. COMMITMENTS
(a) Exploration commitments
The company has certain commitments to meet minimum expenditure requirements on the mineral exploration
assets it has an interest in. Outstanding exploration commitments which are expected to be met in the normal
course of business are as follows:
Not later than one year
97,064
72,196
(b) Option payments
The company has entered into option agreements to acquire a 100% interest in the Promontorio project located
in the northern Mexican state of Chihuahua within the richly mineralised Sierra Madre Occidental mining
province. In order to retain the right to acquire the Promontorio project option payments must be made as
follows:
Not later than one year
Later than one year and not later than five years
(c) Lease expenditure commitments
Operating leases (non-cancellable):
Minimum lease payments:
not later than one year
later than one year and not later than five years
Aggregate lease expenditure contracted for at reporting date
1,430,180
–
1,430,180
344,681
1,161,311
1,505,992
78,186
–
78,186
156,372
78,186
234,558
The property lease is a non‑cancellable lease with a three‑year term ending 31 December 2015, rent is payable
monthly in advance. The lease allows for subletting of all leased areas and excess off space has been sub‑let
the related third parties as disclosed in Note 26(c).
AZURE MINERALS LIMITED ANNUAL REPORT 2015 53
Notes to the Consolidated Financial Statements21. CONTINGENCIES
During the year Azure entered into an agreement with Minera Teck S.A. de C.V. (“Teck”), a Mexican subsidiary
of Teck Resources Limited whereby Azure can acquire 100% ownership of the Alacrán Copper Project, located
in the northern Mexican state of Sonora. Pursuant to that agreement Azure undertook to incur minimum
exploration expenditure of US$1 million before 30 November 2015 and a further US$1 million by 30 November
2016. As at 30 June Azure had incurred exploration expenditure of approximately US$379,000.
There are no other material contingent liabilities or contingent assets of the company at reporting date (2014:
Nil).
22. EVENTS OCCURING AFTER BALANCE SHEET DATE
Since the end of the financial year Azure has entered into an agreement with a New York‑based investment
fund which provides the Azure with the right to secure up $3.25 million in equity funding over the next 24
months by way of an equity investment from the fund of a minimum of $100,000 each month, and up to
$250,000 subject to certain conditions and at a price equal to 80% of the 5 day VWAP prior to any investment
request. Azure made its first placement under the facility of 10,154,346 shares at $0.098 each raising $100,000.
No other matter or circumstance has arisen since the end of the financial year which significantly affected or
may significantly affect the operations of the group, the results of those operations, or the state of affairs of
the group in future financial year.
23. LOSS PER SHARE
(a) Reconciliation of earnings to profit or loss
Net loss
Loss used in calculating basic loss per share
2015
$
2014
$
(1,151,360)
(3,317,821)
(1,151,360)
(3,317,821)
(b) Weighted average number of ordinary shares outstanding during the year used in calculating basic
loss per share
CONSOLIDATED
Number of
shares
2015
Number of
shares
2014
Weighted average number of ordinary shares used in calculating basic loss
per share
861,793,000
668,222,558
(c) Effect of dilutive securities
Options on issue at reporting date could potentially dilute basic earnings per share in the future. The effect in
the current year is to decrease the loss per share hence they are considered antidilutive. Accordingly diluted
loss per share has not been disclosed.
54 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 24. AUDITOR’S REMUNERATION
Amounts received or due and receivable by BDO Audit (WA) Pty Ltd or associated entities for:
Tax compliance services
Other
An audit or review of the financial report of the entity
Remuneration of other auditors of subsidiaries
Audit or review of financial report of subsidiaries
25. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Compensation of key management personnel by compensation
Short‑term
Post employment
Share‑based payment
Consolidated
2015
$
2014
$
13,158
–
33,790
46,948
10,965
297
46,029
57,291
11,734
11,177
597,305
49,224
109,276
755,805
548,420
36,534
326,072
911,026
For further information refer to the Remuneration Report included as part of the Director’s Report.
26. RELATED PARTY DISCLOSURES
(a) Parent entity
The ultimate parent entity within the Group is Azure Minerals Limited.
(b) Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries
in accordance with the accounting policy described in note 1(a):
Name
Country of
incorporation
Class of
shares
Azure Mexico Pty Ltd
Minera Piedra Azul, S.A. de C.V
Minera Piedra Capitana, S.A. de C.V
Servicios AzuPerth, S.A. de C.V
Mineral Azure S.A. de C.V.
Australia
Mexico
Mexico
Mexico
Mexico
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Equity Holding*
2015
%
100
100
100
100
100
2014
%
100
100
100
100
–
*Percentage of voting power is in proportion to ownership
No other provision for doubtful debts have been raised in relation other outstanding balances, and no other
expense has been recognised in respect of bad or doubtful debts due from related parties.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 55
Notes to the Consolidated Financial Statements26. RELATED PARTY DISCLOSURES (cont’d)
(c) Other Related Transaction
The Company has entered into a sub‑lease agreement on normal commercial terms with Oro Verde Limited,
a company of which Wolf Martinick and Brett Dickson are directors. During the year Oro Verde Limited paid
sub‑lease fees totalling $4,800 (2014: $4,800).
The Company has also entered into a sub‑lease agreement on normal commercial terms with Rox Resources
Limited, a company of which Brett Dickson is a Director. During the year Rox Resources Limited paid sub‑lease
fees totalling $114,800 (2014: $114,800).
27. SHARE-BASED PAYMENTS
No options have been issued pursuant to an Employee Share plan.
Employee and consultants option plan
The establishment of the Azure Minerals Limited – Employees and Contractors Option Incentive Plan (“Plan”)
was approved by shareholders at the 2004 Annual General Meeting. The plan is designed to provide long‑term
incentives for employees and certain contractors to deliver long term shareholder returns. Participation in the
plan is at the Boards discretion and no individual has a contractual right to participate in the plan or to receive
guaranteed benefits. In addition, under the Plan, the Board determines the terms of the options including
exercise price, expiry date and vesting conditions, if any.
Options granted under the plan carry no dividend or voting rights. When exercised, each option is convertible
into an ordinary share of the company with full dividend and voting rights. No options are on issue pursuant
to the plan.
(a) Directors and executive options
Set out below are summaries of current directors, executives & employees options granted.
Grant
Date
Expiry
Date
Exercise
Price
(cents)
Value per
option
at grant
date
(cents)
Balance
at the
start of
the year
Number
Granted
during
the year
Number
Exercised
during
the year
Number
Lapsed
during
the year
Number
Balance
at end of
the year
Number
Vested
and
exercis-
a ble at
end of the
year
Number
2015
25 Jun ‘13*
30 Jun ‘17
9 Dec ‘11
30 Nov ‘14
5.8
4.9
Weighted average exercise price
2014
25 Jun ‘13*
30 Jun ‘17
9 Dec ‘11
30 Nov ‘14
5.8
4.9
14 Dec ‘10
30 Nov ‘13
13.0
Weighted average exercise price
3.2
1.6
3.2
1.6
5.5
25,000,000
3,000,000
28,000,000
$0.057
25,000,000
3,000,000
4,500,000
32,500,000
$0.067
–
–
–
–
–
–
–
–
– 25,000,000 25,000,000
– (3,000,000)
–
–
– (3,000,000) 25,000,000 25,000,000
$0.049
$0.058
$0.058
–
–
–
– 25,000,000 16,666,668
–
3,000,000
3,000,000
(4,500,000)
–
–
– (4,500,000) 28,000,000 19,666,668
$0.130
$0.057
$0.057
* One third of these options vested on grant, one third vested on 30 June 2014 and the final third vested on 30 June 2015.
The weighted average remaining contractual life of share options outstanding at the end of the period was 2.0
years (2014: 1.76 years).
56 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 27. SHARE-BASED PAYMENTS (cont’d)
Total expenses arising from share‑based payment transactions recognised during the year were as follows:
Consolidated
2015
$
2014
$
Options issued to directors and executives
130,091
388,181
(b) Options issued to other parties
During the year no (2014: no) options were issued to unrelated parties relating to the fundraising activities and
corporate advice received. The following table illustrated the number, exercise prices and movements in share
options held by unrelated parties during the year.
2015
Grant
Date
Expiry
Date
Exercise
Price
(cents)
Value per
option
at grant
date
(cents)
Balance
at the
start of
the year
Number
Granted
during
the year
Number
Exercised
during the
year
Number
Lapsed
during
the
year
Number
Balance
at
end of the
year
Number
Vested
and
exercis-
able at
end of the
year
Number
27 Sept ‘12 30 Sept ‘14
3 Dec ‘12
30 Sept ‘14
16 May ‘14
30 Nov ‘16
30 May ‘14
30 Nov ‘16
2.0
2.0
4.5
4.5
Weighted average exercise price
1.1
0.9
1.7
1.5
2,873,611
14,400,000
20,618,913
5,305,162
43,197,686
$0.035
–
(2,595,833)
(277,778)
– (14,400,000)
–
–
–
–
–
–
–
–
–
– 20,618,913 20,618,913
–
5,305,162
5,305,162
– (16,995,833)
(277,778) 25,924,075 25,924,075
$0.02
$0.02
$0.045
$0.045
The weighted average remaining contractual life of share options outstanding at the end of the 2015 period
was 1.4 years (2014: 1.6 years)
2014
Grant
Date
Expiry
Date
Exercise
Price
(cents)
Value per
option
at grant
date
(cents)
Balance
at the
start of
the year
Number
Granted
during
the year
Number
Exercised
during
the
year
Number
Lapsed
during
the
year
Number
Balance
at
end of the
year
Number
Vested
and
exercis-
able at
end of the
year
Number
27 Sept ‘12
30 Sept ‘14
3 Dec ‘12
30 Sept ‘14
16 May ‘14a
30 Nov ‘16
30 May ‘14b
30 Nov ‘16
2.0
2.0
4.5
4.5
1.1
0.9
1.7
1.5
2,873,611
15,400,000
–
–
–
–
2,873,611
2,873,611
(1,000,000)
– 14,400,000 14,400,000
– 20,618,913
–
5,305,162
–
–
– 20,618,913 20,618,913
–
5,305,162
5,305,162
Weighted average exercise price
$0.020
$0.045
$0.020
–
$0.035
$0.035
18,273,611 25,924,075 (1,000,000)
– 43,197,686 43,197,686
The weighted average remaining contractual life of share options outstanding at the end of the 2014 period
was 1.6 years (2013: 1.2).
AZURE MINERALS LIMITED ANNUAL REPORT 2015 57
Notes to the Consolidated Financial Statements27. SHARE-BASED PAYMENTS (cont’d)
Fair value of options granted.
During the 2014 financial year the weighted average fair value of the options granted was 1.7 and 1.5 cents.
The price was calculated by using the Binominal Option valuation methodology applying the following inputs:
Weighted average exercise price (cents)
Weighted average life of the option (years)
Weighted average underlying share price (cents)
Expected share price volatility (%)
Risk free interest rate (%)
2015
–
–
–
–
–
2014
(a)
4.5
2.5
3.2
100
2.85
(b)
4.5
2.5
3.0
100
2.80
Historical volatility has been the basis for determining expected share price volatility as it assumed that this is
indicative of future trends, which may not eventuate.
The life of the options is based on historical exercise patterns, which may not eventuate in the future.
Total expenses arising from share‑based payment transactions recognised during the year were as follows:
Consolidated
2015
$
2014
$
Options issued to other unrelated parties
–
–
1. An amount of $Nil (2014: $420,555) relating to these options has been capitalised as costs associated with
a capital raising (note 16(b)).
2. The fair value of options issued to other parties in 2014 was based on the fair value of options as the entity
has rebutted the presumption that the fair value of services was determinable at the time of issuance of
these options.
58 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Notes to the Consolidated Financial Statements 28. PARENT ENTITY FINANCIAL INFORMATION
(a) Summary financial information
The individual financial statements for the parent entity show the following aggregate amounts:
Statement of Financial Position
Current assets
Total assets
Current liabilities
Total liabilities
Net assets
Shareholder’s equity
Issued capital
Reserves
Share‑based payments
Accumulated loses
2015
$
2014
$
7,684,689
10,036,093
7,747,503
10,102,641
219,235
219,235
241,428
241,428
7,528,268
51,121,569
47,965,163
3,121,496
2,991,405
(46,714,797)
(41,095,356)
7,528,268
9,861,212
(b) Contingent liabilities of the parent entity
The parent entity did not have any contingent liabilities as at 30 June 2015 or 30 June 2014.
(c) Contracted commitments for the acquisition of property, plants or equipment
The parent entity did not have any commitments for the acquisition of property, plants or equipment.
AZURE MINERALS LIMITED ANNUAL REPORT 2015 59
Notes to the Consolidated Financial StatementsDirectors’ Declaration
Directors’ Declaration
The directors of the company declare that:
(1) The financial statements and notes of the consolidated entity are in accordance with the Corporations Act
2001, including:
(a) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory
professional reporting requirements; and
(b) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2015 and of its
performance for the year ended on that date.
(2) Subject to achievement of the matters as set out in note 1, in the directors’ opinion, there are reasonable
grounds to believe that the company will be able to pay its debts as and when they become due and
payable.
(3) The directors have been given the declaration by the chief executive officer and chief financial officer as
required by section 295A of the Corporations Act 2001.
(4) The Company has included in the notes to the financial statements an explicit and unreserved statement of
compliance with International Financial Reporting Standards.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on
behalf of the directors by:
Peter Ingram
Chairman
Perth, 17 September2015
60 AZURE MINERALS LIMITED ANNUAL REPORT 2015
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR’S REPORT
To the members of Azure Minerals Limited
INDEPENDENT AUDITOR’S REPORT
Report on the Financial Report
INDEPENDENT AUDITOR’S REPORT
We have audited the accompanying financial report of Azure Minerals Limited, which comprises the consolidated
statement of financial position as at 30 June 2015, the consolidated statement of profit or loss and other
comprehensive income, the consolidated statement of changes in equity and the consolidated statement of
cash flows for the year then ended, notes comprising a summary of significant accounting policies and other
explanatory information, and the directors’ declaration of the consolidated entity comprising the company and
the entities it controlled at the year’s end or from time to time during the financial year.
To the members of Azure Minerals Limited
To the members of Azure Minerals Limited
Report on the Financial Report
Report on the Financial Report
Directors’ Responsibility for the Financial Report
Directors’ Responsibility for the Financial Report
We have audited the accompanying financial report of Azure Minerals Limited, which comprises the
The directors of the company are responsible for the preparation of the financial report that gives a true and
consolidated statement of financial position as at 30 June 2014, the consolidated statement of profit or
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
loss and other comprehensive income, the consolidated statement of changes in equity and the
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 1, the
consolidated statement of cash flows for the year then ended, notes comprising a summary of
directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements,
significant accounting policies and other explanatory information, and the directors’ declaration of the
that the financial statements comply with International Financial Reporting Standards.
consolidated entity comprising the company and the entities it controlled at the year’s end or from
time to time during the financial year.
We have audited the accompanying financial report of Azure Minerals Limited, which comprises the
consolidated statement of financial position as at 30 June 2014, the consolidated statement of profit or
loss and other comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes comprising a summary of
significant accounting policies and other explanatory information, and the directors’ declaration of the
consolidated entity comprising the company and the entities it controlled at the year’s end or from
time to time during the financial year.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant
ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable
assurance about whether the financial report is free from material misstatement. An audit involves performing
procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures
selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of
the financial report, whether due to fraud or error.
The directors of the company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101
Presentation of Financial Statements, that the financial statements comply with International
Financial Reporting Standards.
The directors of the company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101
Presentation of Financial Statements, that the financial statements comply with International
Financial Reporting Standards.
In making those risk assessments, the auditor considers internal control relevant to the company’s preparation
of the financial report that gives a true and fair view in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s
internal control. An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation
of the financial report.
Directors’ Responsibility for the Financial Report
Auditor’s Responsibility
Auditor’s Responsibility
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. Those standards require that we comply with
relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance about whether the financial report is free from material misstatement.
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. Those standards require that we comply with
relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance about whether the financial report is free from material misstatement.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given
to the directors of Azure Minerals Limited, would be in the same terms if given to the directors as at the time
of this auditor’s report.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial report. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial report, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the company’s
preparation of the financial report that gives a true and fair view in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of accounting estimates made by the directors, as
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
well as evaluating the overall presentation of the financial report.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial report. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial report, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the company’s
preparation of the financial report that gives a true and fair view in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of accounting estimates made by the directors, as
well as evaluating the overall presentation of the financial report.
(a) the financial report of Azure Minerals Limited is in accordance with the Corporations Act 2001, including:
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2015 and of its
performance for the year ended on that date; and
Opinion
In our opinion:
Independence
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
Emphasis of matter
for our audit opinion.
Without modifying our opinion, we draw attention to Note 1 in the financial report, which indicates that the
ability of the consolidated entity to continue as a going concern is dependent upon the future successful raising
of necessary funding through equity, convertible notes, a farm out or sale of its exploration concessions or a
combination of these. These conditions, along with other matters as set out in Note 1, indicate the existence
of a material uncertainty that may cast significant doubt about the consolidated entity’s ability to continue as
a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its
liabilities in the normal course of business.
In conducting our audit, we have complied with the independence requirements of the Corporations
Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which
In conducting our audit, we have complied with the independence requirements of the Corporations
Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which
Independence
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
50
AZURE MINERALS LIMITED ANNUAL REPORT 2015 61
50
Independent Auditor’s Report
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2015.
The directors of the company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on
the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
has been given to the directors of Azure Minerals Limited, would be in the same terms if given to the
directors as at the time of this auditor’s report.
Opinion
Opinion
In our opinion, the Remuneration Report of Azure Minerals Limited for the year ended 30 June 2015 complies
with section 300A of the Corporations Act 2001.
In our opinion:
(a)
BDO Audit (WA) Pty Ltd
the financial report of Azure Minerals Limited is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2014
and of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b)
the financial report also complies with International Financial Reporting Standards as disclosed in
Note 1.
Ian Skelton
Director
Emphasis of matter
Perth, 17 September 2015
Without modifying our opinion, we draw attention to Note 1 in the financial report, which indicates
that the ability of the consolidated entity to continue as a going concern is dependent upon the future
successful raising of necessary funding through equity, successful exploration and subsequent
exploitation of the consolidated entity’s tenements, and/or sale of non-core assets. These conditions,
along with other matters as set out in Note 1, indicate the existence of a material uncertainty that
may cast significant doubt about the consolidated entity’s ability to continue as a going concern and
therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the
normal course of business.
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2014. The directors of the company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
Opinion
In our opinion, the Remuneration Report of Azure Minerals Ltd for the year ended 30 June 2014
complies with section 300A of the Corporations Act 2001.
BDO Audit (WA) Pty Ltd
Peter Toll
Director
Perth, 25 September 2014
62 AZURE MINERALS LIMITED ANNUAL REPORT 2015
51
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Tel: +61 8 6382 4600
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
Fax: +61 8 6382 4601
www.bdo.com.au
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY IAN SKELTON TO THE DIRECTORS
OF AZURE MINERALS LIMITED
DECLARATION OF INDEPENDENCE BY PETER TOLL TO THE DIRECTORS OF AZURE MINERALS LIMITED
DECLARATION OF INDEPENDENCE BY PETER TOLL TO THE DIRECTORS OF AZURE MINERALS LIMITED
DECLARATION OF INDEPENDENCE BY PETER TOLL TO THE DIRECTORS OF AZURE MINERALS LIMITED
As lead auditor of Azure Minerals Limited for the year ended 30 June 2014, I declare that, to the best
of my knowledge and belief, there have been:
As lead auditor of Azure Minerals Limited for the year ended 30 June 2015, I declare that, to the best of my
knowledge and belief, there have been:
As lead auditor of Azure Minerals Limited for the year ended 30 June 2014, I declare that, to the best
of my knowledge and belief, there have been:
As lead auditor of Azure Minerals Limited for the year ended 30 June 2014, I declare that, to the best
of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 inrelation to the
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
audit; and
relation to the audit; and
relation to the audit; and
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Azure Minerals Limited and the entities it controlled during the period.
2. No contraventions of any applicable code of professional conduct in relation to the audit.
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Azure Minerals Limited and the entities it controlled during the period.
This declaration is in respect of Azure Minerals Limited and the entities it controlled during the period.
This declaration is in respect of Azure Minerals Limited and the entities it controlled during the period.
Ian Skelton
Director
BDO Audit (WA) Pty Ltd
Perth, 17 September 2015
Peter Toll
Peter Toll
Peter Toll
Director
Director
Director
BDO Audit (WA) Pty Ltd
BDO Audit (WA) Pty Ltd
BDO Audit (WA) Pty Ltd
Perth, 25 September 2014
Perth, 25 September 2014
Perth, 25 September 2014
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
52
AZURE MINERALS LIMITED ANNUAL REPORT 2015 63
52
52
ASX Additional Information
ASX Additional Information
The number of shareholders, by size of holding, in each class of share as at 25 September 2015 are:
1
1,001
5,001
‑ 1,000
‑ 5,000
‑ 10,000
10,001
‑ 100,000
100,001
and over
Ordinary shares
Number of
holders
Number of
shares
172
172
498
1,566
1,285
15,292
619,443
4,426,580
72,159,837
927,953,301
3,693 1,005,174,453
The number of shareholders holding less than a marketable parcel of shares are:
1,745
27,687,185
(b) Twenty largest shareholders
The names of the twenty largest holders of quoted shares are:
1 National Nominees Limited
2 Yandal Investments Pty Ltd
3 HSBC Custody Nominees
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