2018 Annual Report
BULLETIN RESOURCES LIMITED
CORPORATE INFORMATION
FOR THE YEAR ENDED 30 JUNE 2018
DIRECTORS
Paul Poli
Robert Martin
Franciscus Sibbel
COMPANY SECRETARY
Andrew Chapman
Non-Executive Chairman
Non-Executive Director
Non-Executive Director
REGISTERED OFFICE
Suite 11, 139 Newcastle Street
PERTH WA 6000
POSTAL ADDRESS
PO Box 376
NORTHBRIDGE WA 6865
AUDITORS
BDO Audit (WA) Pty Ltd
38 Station Street
SUBIACO WA 6008
BANKERS
Westpac Banking Corporation
Level 6
109 St Georges Terrace
PERTH WA 6000
SOLICITORS
HopgoodGanim
Level 27 Allendale Square
77 St Georges Terrace
PERTH WA 6000
WEBSITE
www.bulletinresources.com
SHARE REGISTRY
Level 11
172 St Georges Terrace
Perth WA 6000
Enquiries (within Australia) 1300 850 505
(outside Australia) 61 3 9415 4000
www.investorcentre.com/contact
HOME STOCK EXCHANGE
Australian Securities Exchange Ltd
Level 40, Central Park
152-158 St George's Terrace
Perth WA 6000
ASX Code: BNR
1
BULLETIN RESOURCES LIMITED
CONTENTS
FOR THE YEAR ENDED 30 JUNE 2018
CONTENTS
Chairman’s Letter
Operations Review
Directors’ Report
Corporate Governance Statement
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to and Forming Part of the Consolidated Financial Statements
Directors’ Declaration
Independent Auditors’ Report
Auditor’s Independence Declaration
Additional ASX Information
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BULLETIN RESOURCES LIMITED
CHAIRMAN’S LETTER
FOR THE YEAR ENDED 30 JUNE 2018
Dear Shareholder,
In last year’s annual report, I wrote that Bulletin acquired a 100% interest in Gekogold Pty Ltd in July
2017, which formerly owned the Geko gold project near Coolgardie.
Subsequent to the acquisition, Bulletin commenced legal proceedings against Coolgardie Minerals
Limited (CML) regarding the ownership of the project and each party’s rights. After considering
Bulletin’s legal rights, Bulletin was able to negotiate an excellent outcome with CML whereby Bulletin
not only retained its royalty but obtained a conditional 30% profit interest in the project as well as a
30% joint venture interest in the area outside the designated Geko gold mine project area.
During August 2018, CML stated that the Gekogold project had already commenced production and,
as a result, this will provide a substantial revenue stream from the expected royalty to Bulletin.
Importantly, Bulletin acquired the royalty, the 30% profit interest and the joint venture interest at no
cost to the Bulletin and therefore its shareholders.
Furthermore, just after year end, in early August 2018, Bulletin was able to announce that it had
entered into the proposed acquisition of an 80% interest in the Hodgkinson Basin gold project held by
Territory Minerals Limited. This was the culmination of many months negotiation and due diligence
which commenced in earnest earlier in the 2018 calendar year.
While the acquisition is still subject to shareholder approval which will be sought shortly, I believe this
gold and antimony project has considerable potential. It already has a JORC 2004 compliant resource
and the initial focus of Bulletin will be to upgrade this to 2012 JORC compliance. Work programmes
are currently being designed with work to commence post shareholder approval.
As always, I would like to take this opportunity to thank my fellow Board members and also our
company secretary Mr Andrew Chapman for their hard work and support during the year, also Mr
Mark Csar who has had a long association with Bulletin is always helpful and loyal. He has remained
dedicated to the company’s geological requirements and the company’s cause for many years now,
even before my involvement with Bulletin.
Importantly, I would also like to thank you, our shareholders of the Company for your continued
support and patience whilst we work and hope to deliver further shareholder wealth in the future.
Yours Sincerely
Paul Poli
Non-Executive Chairman
17 September 2018
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
REVIEW OF OPERATIONS
On 26 July 2017 Bulletin acquired Gekogold Pty Ltd (Gekogold) which has a royalty over the Geko Gold
Project operated by Coolgardie Minerals Limited (CML), formerly Golden Eagle Mining Limited.
On 26 October 2017 Gekogold commenced legal action against CML claiming that CML did not lodge
a mining proposal with the Department of Mines and Petroleum in accordance with the Tenement
Acquisition Agreement (“TAA”) by 31 August 2016 as it was required to do, and as a result, Gekogold
believes that it is entitled to the return of the two tenements namely M15/621 and L15/229.
CML purported to terminate the TAA on 27 October 2017 on the basis that Gekogold defaulted by not
repaying CML $60,000. Gekogold disputed the legality of such an act. This matter was resolved after
the end of the period as noted below.
On 19th February 2018, at the suggestion of CML, both parties voluntarily entered into a mediation
process to resolve all differences in good faith. In early August 2018 both parties reached settlement
on the project dispute and entered into a Deed of Settlement and Release.
In addition to the Deed of Settlement and Release, both parties executed a Profit Share Agreement,
Exploration and Production Joint Venture Agreement and Third Variation to the TAA.
The key terms of the Deed of Settlement and Release are as follows:
1. Gekogold will retain a royalty, payable in cash, over the Project on the following terms:
(i)
(ii)
(iii)
10% of the first 25,000 oz Au produced;
4% of the next 60,039 oz Au produced; and
2% of all production over and above 85,039 oz Au.
2. Gekogold will be entitled to 30% of the profit earned from the sale of minerals from the
Project after CML has earned $9M profit. Gekogold makes no contribution to the costs of the
Project and is not responsible for any losses incurred on the Project.
3. Mining at the Project must commence by 1st October 2018, subject to no major adverse event
occurring.
4. Gekogold and CML will form a joint venture on a 30:70 basis on the tenement area outside
the Project. CML will operate the joint venture.
5. Gekogold has subscribed for $500,000 in fully paid ordinary shares in CML’s Initial Public
Offering.
6. Both parties execute, within two business days of a formal Deed of Settlement, a
memorandum of consent order dismissing all legal proceedings.
Geko Gold Project
The Geko Gold project is in the shire of Coolgardie, Western Australia (Figure 2), approximately 25
kilometres west north-west of the township of Coolgardie, or about 15 kilometres north of the
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Bullabulling Gold Mine. It is situated within the Bullabulling Station pastoral lease, in the Jaurdi Land
Division of the Coolgardie Mineral Field. It consists of two tenements being M15/621 and L15/229.
Limited due diligence conducted by Bulletin indicates that should the Project be put into production
it would generate significant income. However, it should be noted that any mining studies conducted
and resource statements prepared have been prepared by CML for the benefit of CML and Bulletin
has not conducted its own studies into the feasibility of the Project.
CML has stated that it has completed bankable feasibility studies on the Project and has advised its
shareholders that it has now received all mining approvals for the Project and is seeking to be in
production this year. CML has completed its IPO and listed on the ASX on 30 August 2018.
Figure 1: Location of the Geko Gold Project
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Proposed Acquisition of Hodgkinson Basin Gold Project (Qld)
On 3 August 2018 the Group announced that it entered into a Sale and Purchase Agreement (SPA)
with unlisted public company, Territory Minerals Limited (TML) to acquire an 80% direct interest in
the Hodgkinson Basin Gold Project (HGBP) in north Queensland.
At the date of this report the acquisition remains subject to shareholder approval, a date for which
will be set in due course.
Figure 1: Location map of JV showing tenements and project areas
The acquisition includes a small 6 person camp complete with power generators and messing facilities
as well as an equipped office in Cairns which has been used as TML’s offsite base of operations.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Figure 2: Small accommodation camp part of acquisition
Figure 3: Remains of former treatment plant on site
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Figure 4: Panorama of East Ridge looking south to Retina pit
Acquisition Terms
Bulletin has entered into SPA, Joint Venture, Security Deed and Royalty agreements with TML to
acquire an 80% direct interest in the HGBP tenements by paying TML $1.65M to acquire an 80% direct
equity interest on the following terms:
1. A non-refundable deposit of $50,000 (paid)
2. A payment of $350,000 upon completion of 21 day due diligence period including receipt of
Bulletin shareholder approval and completing all other conditions precedent (Preliminary
Completion date)
3. A payment of $500,000 twelve (12) months after Preliminary Completion
4. A payment of $500,000 twenty four (24) months after Preliminary Completion
5. A payment of $250,000 thirty (30) months after Preliminary Completion
6. There is a further payment of $500,000 payable to TML 90 days after first production from the
project
In addition to the above cash payments TML will be free-carried on the project until Bulletin has spent
$7M on the project. The $7M can be spent on exploration, development and production expenditure
as applicable and has no set timeframe to occur.
Upon Bulletin meeting the expenditure requirements, TML must either contribute its share of ongoing
expenditure (20%) or dilute to a net smelter royalty (NSR) of 1.125% on all gold produced and any
other metals. Should TML dilute to the NSR, Bulletin will then own a 100% interest in the project.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Bulletin has the right to withdraw from the project at any time prior to making all the above payments
(other than the production payment) with no ongoing liability to TML. Bulletin only earns its 80% direct
interest upon completion of the payments to the total of $1.65M.
Figure 5: Old Sleeping Giant, one of many former small scale pits on the tenements
Figure 6: East Leadingham open pit
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Project Summary
The project consists of approximately 784km2 of ground in the Hodgkinson Basin in Far North
Queensland, approximately 60 - 150km inland from Cairns. The tenements are considered highly
prospective for gold and antimony and include a JORC 2004 resource estimate of 11.4Mt at 1.7g/t for
619,000 oz gold and 11,000t antimony within four main project areas named Tregoora, Northcote,
Atric and Reedy-Hurricane.
Figure 7: Northcote Project Area
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Figure 8: Tregoora, Atric and Reedy Project Areas
JORC 2004 Mineral Resource
The Hodgkinson Basin Gold Project hosts a historical JORC 2004 Mineral Resource estimate of
approximately 618,000 oz gold and 11,000 tonnes of antinomy. The Mineral Resource estimate was
publicly reported to the ASX by a former owner, Republic Gold Limited (ASX: RAU), on 30 October
2009 on an equity share basis. Table 1 below reports the Mineral Resource estimate on the RAU equity
share basis. The HGBP tenement package is held 100% by TML and Table 2 reports the RAU Mineral
Resource estimate on a 100% equity share basis.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Gold
Measured
Indicated
Inferred
Total
RAU equity
basis
share
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Northcote1
Tregoora
Atric1
Reedy1 Hurricane
1,125
11
2.2
2.1
1,722
2,301
890
1.6
1.6
1.9
Total
1,136
2.2
4,913
1.7
908
2,160
46
797
3,911
1.6
1.5
1.7
1.3
1.5
3,755
4,472
936
797
9,960
1.8
1.6
1.9
1.3
1.7
Gold
Oz
('000)
217
229
57
33
536
Antimony
Measured
Indicated
Inferred
Total
RAU equity
basis
Northcote1
share
Tonnes
('000)
Sb
(%)
Tonnes
('000)
Sb
(%)
Tonnes
('000)
Sb
(%)
Tonnes
('000)
Sb
(%)
Sb
Tonnes
1,295
0.3
1,056
0.2
635
0.3
2,985
0.3
8,000
Table 1: RAU Equity Share Mineral Resource estimate as reported 30 October 2009
Note 1: RAU equity share of Northcote Project is 75% and RAU equity share of Atric and Reedy Project is 90%
Gold
Measured
Indicated
Inferred
Total
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Tonnes
('000)
Au
(g/t)
Gold Oz
('000)
100% share basis
Northcote
Tregoora
Atric
Reedy Hurricane
1,500
11
2.2
2.1
2,296
2,301
989
1.6
1.6
1.9
Total
1,511
2.2
5,586
1.7
1,211
2,160
51
886
4,307
1.6
1.5
1.7
1.3
1.5
5,007
4,472
1,040
886
11,404
1.8
1.6
1.9
1.3
1.7
289
229
63
37
618
Antimony
Measured
Indicated
Inferred
100% share basis
Northcote
Tonnes
('000)
1,727
Sb
(%)
Tonnes
('000)
Sb
(%)
Tonnes
('000)
Sb
(%)
Tonnes
('000)
0.3
1,408
0.2
847
0.3
3,980
0.3
11,000
Total
Sb
(%)
Sb
Tonnes
Table 2: RAU Mineral Resource estimate as reported 30 October 2009 presented on a 100% share
basis
Note: Totals in Table 1 and 2 may not sum due to rounding errors
The RAU Mineral Resource estimate was reported under JORC Code 2004 and may not conform to the
requirements of the JORC Code 2012. Modifying factors used in the Mineral Resource estimate are
presented in Table 3. The RAU Mineral Resource estimate is based on lower cut-off grades of 0.5 g/t
Au for oxide and transitional material and 1 g/t Au for fresh (sulphide) material. Bulletin believes these
lower cut-off grades may be too low for practical economic consideration and work to upgrade the
Mineral Resource estimate to JORC Code 2012 will include a review of these economic considerations
in determining an appropriate lower cut-off grade. Other modifying factors used in the RAU Mineral
Estimate are yet to be suitably examined and a review of these factors will also form part of works
towards a JORC Code 2012 Mineral Resource estimate. Bulletin intends to upgrade the Mineral
Resource estimate to JORC Code 2012 as soon as reasonably practicable. Work will include drilling the
historical resources using Bulletin funds.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Location
Grade
Interpolation
Method
Section
Spacing
metres
Northcote Block Model OK
Block Model OK
Tregoora
Block Model ID2
Atric
25
25 - 50
25
Cut-off
Grade Au
(g/t)
Oxide &
Transition
0.5
0.5
-
Cut-off
Grade
Au (g/t)
Sulphide
Top cut
Au (g/t)
Density
Oxide
Density
Transitional
Density
Sulphide
1.0
1.0
0.5
0 - 20.0
0 - 6.0
2.3
2.3
2.5
2.65
2.45
2.7
2.6
2.5
Table 3: RAU Mineral Resource estimate modifying factors as reported 30 October 2009
Cautionary Statement
The Mineral Resource estimate was originally publicly reported to the ASX by Republic Gold Limited
(ASX: RAU) on 30 October 2009 on an equity share basis. Mineral Resources are not reported in
accordance with the JORC Code 2012. A Competent Person has not done sufficient work to classify the
estimates of Mineral Resources in accordance with the JORC Code 2012. It is possible that following
evaluation and/or further exploration work the currently reported estimates may materially change
and hence will need to be reported afresh under and in accordance with the JORC Code 2102. Excepting
the lower cut-off grade used in the Mineral Resource estimate, as discussed elsewhere in this
document, nothing has come to the attention of BNR that causes it to question the accuracy or
reliability of the RAU estimates but BNR has not independently validated the RAU estimates and
therefore is not to be regarded as reporting, adopting or endorsing those estimates.
Geology
The metasedimentary Hodgkinson Province forms the northern part of the Tasman Fold Belt.
The Hodgkinson Formation is dominated by laterally discontinuous arenites, siltstones and shales with
minor conglomerate, chert, basalt and limestone units. The sedimentary structures and bedding
features are diagnostic of turbidity current deposits in a deep water, submarine fan system. The
geological age of the formation is Late Silurian to Late Devonian. The formation has been subjected to
a complex brittle and ductile structural history in the Late Devonian to Early Permian. At least four
deformation phases have been recognised, resulting in a progressive sequence of overprinting
structures ranging from early isoclinal folds and brittle ductile mylonite zones, to later more open
steeply plunging folds and reverse faults.
The Hodgkinson is host to widespread mineralisation with several major centres of past production,
such as the Herberton tin-field and the Palmer and Hodgkinson gold-fields. Tungsten is widespread,
mainly as wolfram but also as scheelite in association with gold quartz veins. Antimony, as stibnite is
a frequent minor associate of gold. Base metals have been found in sub-volcanic settings, such as at
the OK mine. Despite total regional production of alluvial gold amounting to some 1-2 million oz, there
is a distinct lack of major hard rock gold occurrences in the region.
Gold generally occurs as epigenetic gold-quartz veins in the Hodgkinson and Palmer River Goldfields.
The gold-quartz vein deposits are generally hosted within small fissures or larger reverse faults, as
laminated veins, stockworks or breccia lodes. The gold is often associated with some pyrite and
arsenopyrite and at times galena and sphalerite, chalcopyrite, or stibnite which may occur as late
overprinting veins.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Tenements
The tenement area totals approximately 784km2. There are Exploration Permits (EPMs) of which 2 are
pending renewal and 11 Mining Leases of which 2 are granted, 2 are pending renewal and 7 are in
application.
Historical Mining
The central part of the Hodgkinson Basin, in which the Tregoora Project area is situated, has a history
of mineral production extending back to the Palmer River gold rush days of 1873. Since that time gold,
tungsten, tin, copper and antimony have all been produced in the region.
Total output of gold from the Palmer River catchment to the north of Tregoora was recorded as 1.335
million ounces. More than 90% of this was from alluvial sources and approximately 10% was from hard
rock mining of auriferous quartz reefs at Maytown, some 60 kilometres north-north-west of the
project area. Conversely, some 90% of the 300,000 ounces gold production from the Hodgkinson field
to the south in the Northcote area has been from hard rock sources.
The “Big A” antimony mine, centrally located within the area and at the now Retina Mine, produced
an unknown quantity of antimony from workings dating back as far as the 1880s. The red brick
antimony smelter chimney and other remnants also attest to the areas’ history as a major gold and
antimony producer.
More recently, Solomon Mines operated the Tregoora area in the 1980 and 90’s with production
reported to be less than 20,000 oz gold through the Tregoora plant and heap leach from the Black
Knight, Sleeping Giant, Retina and Rainbird deposits.
A 100ktpa CIP plan was established at Minnie Moxham (Northcote area) in the late 1980s and
produced approx. 3,500oz Au. Nittoc Mining Corporation used the plant to treat oxide dirt from
Northcote during 1991-2 to produce 78,246t at 5.2g/t Au for 12,000oz. The plant no longer exists and
the area has been rehabilitated.
Historical Exploration
Historical exploration has been completed by BHP, Placer, Western Mining Corporation and several
others. Republic Gold Limited floated on the ASX in 2003 and completed approximately 16,000m of
drilling to establish their resource estimate in 2009 before turning their attention to their Bolivian
asset. TML has completed limited exploration since acquiring the tenements in 2012 and exploration
work largely derives from the earlier explorers.
Drilling is largely limited to known resource areas and is generally shallow at less than 60m depth as
previous explorers targeted oxide material. Only 6% of holes were drilled at depths greater than 100m
(Figure 9). This lack of deeper drilling presents a significant opportunity for exploration around known
resources.
More regional exploration appears limited and focused on extensions of known resources.
Identification of structural features (typically the host to gold deposits in this area) using high
resolution magnetics has yet to be completed and this presents an excellent opportunity to explore
for additional target areas.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
Figure 9: Number of holes drilled sorted by drill depth showing the lack of deeper drilling
Significant Other Mining Operations in Area
• Mungana Au Cu mine (Actus Resources): 0.7 Mtpa plant with a fine grind circuit and Cu float
• Mt Garnet Cu mine (Consolidated Tin Mines Ltd): concentrate trucked to Townsville
• Mount Carbine Tungsten (Speciality Metals): Feasibility studies
Competent Persons Statement
The Mineral Resource and exploration information in this report is based on information compiled by
Mark Csar, who is a Fellow of The AusIMM. The Mineral Resource and exploration information in this
report is an accurate representation of the available data and studies. Mark Csar is a consultant to
Bulletin Resources Limited and is a full-time employee of Matsa Resources Limited and has sufficient
experience which is relevant to the style of mineralisation and type of deposit under consideration and
to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
Mark Csar consents to the inclusion in the report of the matters based on his information in the form
and context in which it appears.
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BULLETIN RESOURCES LIMITED
OPERATIONS REVIEW
FOR THE YEAR ENDED 30 JUNE 2018
CORPORATE
During the year Bulletin remitted $1.58M to the Australian Taxation Office for income tax incurred
from the assessable component on the sale of its share of the Nicolsons gold project in the financial
year ending 30 June 2017 and was in line with the amount shown in the 30 June 2017 annual report.
During the year Bulletin reviewed and conducted due diligence on a number of opportunities in the
resources sector. This resulted in the proposed Hodgkinson Basin Gold Project noted above after the
end of the financial year. Bulletin will continue to seek other appropriate opportunities that it believes
is in its and shareholders best interests.
As noted above Bulletin has subscribed for $500,000 in fully paid ordinary shares in CML’s IPO as part
of the Deed of Settlement and Release. CML listed on the ASX on 30 August 2018.
16
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
Your Directors present their report on the entity Bulletin Resources Limited (“Bulletin”) and the
entities it controlled (“Group”) for the year ended 30 June 2018.
DIRECTORS
The names and details of the Group’s directors in office during the financial year and until the date of
this report are as follows. Directors were in Office for the entire year unless otherwise stated.
Paul Poli - Non-Executive Chairman
Bachelor of Commerce FCPA
Paul has over 25 years experience in general management/business, contract negotiations, taxation,
corporate and business advisory. He completed a bachelor degree at the University of Western
Australia in 1984, and after gaining experience with Duesburys Chartered Accountants, he became a
partner in a private practice in 1989.
He is a fellow of the Australian Society of Certified Practising Accountants he also holds a diploma in
Financial Services and was a registered Securities Trader.
He founded Matsa Resources Pty Ltd which has developed and become Matsa Resource Ltd, a
prosperous and well-funded exploration company with a pipeline of quality projects in Australia and
Thailand, and where he has held the position of Executive Chairman Ltd since 2009.
Mr Poli is particularly well qualified to contribute to the growth of entities in the mining and
exploration sector.
During the past three years Mr Poli has also served as a director of the following listed companies:
Matsa Resources Limited
Interest in shares and options of the Group:
3,000,000 ordinary shares
4,000,000 unlisted options exercisable at 3.3 cents each expiring 30 November 2019
Robert Martin - Non- Executive Director
Mr Martin has over 40 years experience in the management and operation of resource projects and
other commercial undertakings. He is also a significant shareholder of the company, through his entity
Goldfire Enterprises Pty Ltd.
During the past three years Mr Martin has also served as a director of the following listed companies:
Auris Minerals Limited
Interest in shares and options of the Group:
39,784,133 ordinary shares
4,000,000 unlisted options exercisable at 3.3 cents each expiring 30 November 2019
17
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
Franciscus (Frank) Sibbel - Non- Executive Director
B.E. (Hons) Mining, F.Aus.IMM
Frank is a Mining Engineer who has over 40 years of extensive operational and management
experience in overseeing large and small scale mining projects from development through to
successful production. He was formerly the Operations Director of Tanami Gold NL until June 2008,
and has worked as the Principal in his own established mining consultancy firm where he has
undertaken numerous projects for both large and small mining companies.
During the past three years Mr Sibbel has also served as a director of the following listed companies:
Matsa Resources Limited
Interest in shares and options of the Group:
2,250,000 ordinary shares
4,000,000 unlisted options exercisable at 3.3 cents each expiring 30 November 2019
COMPANY SECRETARY
Mr Andrew Chapman
CA F Fin
Mr Chapman is a chartered accountant with over 20 years’ experience with publicly listed companies
where he has held positions as Company Secretary and Chief Financial Officer and has experience in
the areas of corporate acquisitions, divestments and capital raisings. He has worked for a number of
public companies in the mineral resources, oil and gas and technology sectors. He is currently a
director of Matsa Resources Limited.
Mr Chapman is an associate member of the Institute of Chartered Accountants (ICAA) and a Fellow of
the Financial Services Institute of Australasia (Finsia).
PRINCIPAL ACTIVITIES
Bulletin Resources Limited is a minerals exploration company based in Perth, Western Australia.
During the year the principal activities of the Group was the review of explorations projects identified
with a view to the Group obtaining a new project(s).
On 26 July 2017 Bulletin acquired Gekogold Pty Ltd (Gekogold) which has a royalty over the Geko Gold
Project.
18
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
FINANCIAL RESULTS AND FINANCIAL POSITION
The Group’s net loss for the year after income tax is $586,875 (2017: Profit of $16,084,357).
The Group’s net loss for the year includes the following items:
Interest income of $73,977 (2017: $29,979)
•
• Gain on disposal of available-for-sale investments of $8,441 (2017: Loss of $83,228)
• Total corporate and administrative expenses of $423,187 (2017: $453,111) and director
fees/employee benefits expense of $196,465 (2017: $243,616) were incurred for the year.
Review of Financial Condition
As at 30 June 2018 the Group had net assets of $3,722,341 (2017: $4,261,956).
Cash reserves at 30 June 2018 were $3,379,180 compared to $5,350,840 in the previous financial year.
DIVIDENDS
No dividend was paid or declared by Bulletin in the period since the end of the previous financial year,
and up to the date of this report (2017: $13,446,985). The Directors do not recommend that any
amount be paid by way of dividend.
CORPORATE STRUCTURE
Bulletin is a company limited by shares, which is incorporated and domiciled in Australia.
EMPLOYEES
The Group had no employees, other than its three directors and one part time employee as at 30 June
2018 and in the previous financial year.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
In the opinion of the Directors there were no significant changes in the state of affairs of the Group
that occurred during the year under review that has not already been disclosed in this report or in the
financial statements.
EVENTS SUBSEQUENT TO THE REPORTING DATE
On 6 August 2018 Bulletin announced that it had finalised and executed a Deed of Settlement and
Release with CML on the Geko gold project in which Bulletin holds a royalty. Full details of the
settlement are contained in the Review of Operations.
On 3 August 2018 the Group announced that it entered into a Sale and Purchase Agreement (SPA)
with unlisted public company, Territory Minerals Limited (TML) to acquire an 80% direct interest in
the Hodgkinson Basin Gold Project (HGBP) in north Queensland. Further details are contained in the
Review of Operations.
19
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
There have been no other matters or circumstances that have arisen since the end of the financial
year which have 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.
FUTURE DEVELOPMENTS
Other than as described above there are no further likely developments.
ENVIRONMENTAL REGULATIONS AND PERFORMANCE
The Group’s exploration activities are subject to various environmental laws and regulations under
Australian Legislation. The Group has adequate systems in place for the management of its
environmental obligations. The directors are not aware of any breaches of the legislation during the
financial year which are material in nature.
The Directors have considered the recently enacted National Greenhouse and Energy Reporting Act
2007 (the NGER Act) which introduces a single national reporting framework for the reporting and
dissemination of information about greenhouse gas emissions, greenhouse gas projects, and energy
use and production of corporations. At the current stage of development, the directors have
determined that the NGER Act will have no effect on the Company for the current, nor subsequent,
financial year. The directors will reassess this position as and when the need arises.
MEETINGS OF DIRECTORS
The number of meetings of directors held during the year and the number of meetings attended by
each director were as follows:
Directors
Paul Poli
Robert Martin
Frank Sibbel
Eligible
Attended
3
3
3
3
3
3
DIRECTORS’ INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY
As at the date of this report, the interests of the directors in the shares and options of Bulletin
Resources Limited were:
Number of Ordinary Shares
Number of Options
Paul Poli
Frank Sibbel
Robert Martin
3,000,000
2,250,000
39,784,133
4,000,000
4,000,000
4,000,000
20
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
Options granted to directors and officers of the Company
During the financial year, the Company issued no options over unissued ordinary shares in the
Company to directors or officers of the Company as part of their remuneration.
SHARE OPTIONS
As at the date of this report there are 15,500,000 unissued ordinary shares of Bulletin Resources
Limited under option.
Option holders do not have any right, by virtue of the option, to participate in any share issue of the
Company or any related body corporate.
There were no options exercised during the financial year.
21
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
REMUNERATION REPORT (Audited)
Principles of Compensation
This remuneration report for the year ended 30 June 2018 outlines the remuneration arrangements
of the Company in accordance with the requirements of the Corporations Act 2001 (“the Act”) and its
regulations. This information has been audited as required by section 308(3C) of the Act.
The remuneration report details the remuneration arrangements for Key Management Personnel
(“KMP”) who are defined as those persons having authority and responsibility for planning, directing
and controlling the major activities of the Group, directly or indirectly, including any director (whether
executive or otherwise) of the Group, and includes the four executives in the Group receiving the
highest remuneration.
For the purposes of this remuneration report, the term ‘executive’ includes the Executive Directors,
and Executives of the Group.
The prescribed details for each person covered by this report are detailed below under the following
headings:
A. Key Management Personnel
B. Remuneration Policy
C. Remuneration of Key Management Personnel
D. Key Terms of Service Agreements
E. Other Information
A. Key Management Personnel
Names and positions held of the Group’s key management personnel (“Key Management Personnel”)
in office at any time during the financial year are:
Key Management Personnel
Mr Paul Poli
Mr Robert Martin
Mr Frank Sibbel
Position
Non-Executive Chairman
Non-Executive Director
Non-Executive Director
Mr Andrew Chapman
Company Secretary
The named persons held their current position for the whole of the financial year.
There were no other changes to key management personnel after reporting date and before the date
the financial report was authorised for issue.
B. REMUNERATION POLICY
Board Oversight of Remuneration
Remuneration Committee
In the opinion of the directors the Company is not of sufficient size to warrant the formation of a
remuneration committee. It is the board of directors’ responsibility for determining and reviewing
compensation arrangements for the directors and the senior executives.
22
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
REMUNERATION REPORT (continued)
The Board assesses the appropriateness of the nature and amount of remuneration of Non-Executive
Directors and Executives on a periodic basis by reference to relevant employment market conditions
with the overall objective of ensuring maximum stakeholder benefit from the retention of a high
performing Director and executive team.
Remuneration Approval Process
The Board approves the remuneration arrangements of the Executive Directors and Executives and all
awards made under the long-term incentive plan. The Board also sets the aggregate remuneration of
non-executive directors which is then subject to shareholder approval.
Remuneration Strategy
The Company’s remuneration strategy is designed to attract, motivate and retain employees and non-
executive directors by identifying and rewarding high performers and recognising the contribution of
each employee to the continued growth and success of the Group.
To this end, the Company embodies the following principles in its remuneration framework:
• retention and motivation of key executives;
• attraction of quality management to the Company; and
• performance incentives which allow executives to share the rewards of the success of the
Company.
Remuneration Structure
In accordance with best practice corporate governance, the structure of Non-Executive Director and
Senior Management remuneration is separate and distinct.
Remuneration report at 2017 Financial Year AGM
The 2017 financial year remuneration report received positive shareholder support at the 2017 annual
general meeting with a vote of 100% in favour.
Non-Executive Director Remuneration
Objective
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability
to attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to
shareholders.
Remuneration Policy
The Constitution and the ASX Listing Rules specify that the aggregate remuneration of Non-Executive
Directors shall be determined from time to time by a general meeting. An amount not exceeding the
amount determined is then divided between the Directors as agreed. The current aggregate
remuneration is $350,000 per year.
23
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
REMUNERATION REPORT (continued)
The amount of aggregate remuneration sought to be approved by shareholders and the manner in
which it is apportioned amongst Directors is reviewed annually. The Board considers advice from
external consultants as well as the fees paid to non-executive Directors of comparable companies
when undertaking the annual review process. Each Director receives a fee for being a Director of the
Company. No external advice was received during the year.
Non-Executive Directors are encouraged by the Board to hold shares in the Company (purchased by
the Director on market). It is considered good governance for Directors to have a stake in the
Company on whose Board he or she sits.
Structure
The remuneration of Non-Executive Directors consists of directors’ fees. Non-Executives are entitled
to receive retirement benefits and to participate in any incentive programs. There are currently no
specific incentive programs.
The Chairman receives a base fee of $48,000 per annum during the financial year. The non-executive
directors received a base fee of $36,000 per annum during the financial year for being a director of
the Group.
There are no additional fees for serving on any board committees. Non-executive directors can receive
additional fees for work conducted for the Company outside the scope of their normal duties subject
to being authorised by the Board.
The remuneration report for the Non-Executive Directors for the year ending 30 June 2018 and 30
June 2017 is detailed in this report.
Executive Remuneration Structure
Remuneration Policy
The Company aims to reward executives with a level and mix of remuneration commensurate with
their position and responsibilities within the Company. The current remuneration policy adopted is
that no element of any executive package be directly related to the Company’s financial performance.
Indeed there are no elements of any executive remuneration that are dependent upon the satisfaction
of any specific condition. Remuneration is not linked to the performance of the Company but rather
to the ability to attract and retain executives of the highest calibre. The overall remuneration policy
framework however is structured in an endeavour to advance/create shareholder wealth.
Structure
In determining the level and make-up of executive remuneration, the Board engages external
consultants as needed to provide independent advice.
Remuneration consists of the following key elements:
•
Fixed remuneration (base salary and superannuation); and
• Variable remuneration (short and long term incentives).
24
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
REMUNERATION REPORT (continued)
The proportion of fixed remuneration and variable remuneration for each executive for the period
ended 30 June 2018 and 30 June 2017 is detailed in this report.
Fixed Remuneration
Executive contracts of employment do not include any guaranteed base pay increase. Fixed
remuneration is reviewed annually by the Board. The process consists of a review of the Company,
business unit and individual performance, relevant comparative remuneration internally and
externally and, where appropriate, external advice independent of management.
Executives are given the opportunity to receive their fixed (primary) remuneration in a variety of forms
including cash and fringe benefits such as motor vehicles. It is intended that the manner of payment
chosen will be optimal for the recipient without creating undue cost for the Company.
The fixed remuneration component for executives for the period ending 30 June 2018 and 30 June
2017 is detailed in this report.
Variable Remuneration – Short Term Incentive (STI)
The objective of the STI is to link the increase in shareholder value over the year with the remuneration
received by the Executives charged with achieving that increase. The total potential STI available is set
at a level so as to provide sufficient incentive to the Executives to achieve the performance goals and
such that the cost to the Group is reasonable in the circumstances.
Annual STI payments granted to each Executive depend on their performance over the preceding year
and are based on recommendations from the Chairman following collaboration with the Board. The
Board has no pre-determined performance criteria against which the amount of a STI is assessed and
there are no pre-determined maximum possible values of award under the STI scheme. In assessing
the value of an STI award to be granted the Board will give consideration to the contribution of the
action being rewarded to the success of the Group. During the year there were no STI payments.
Variable Remuneration – Long Term Incentive (LTI)
The objective of the LTI plan is to reward Executives in a manner which aligns the element of
remuneration with the creation of shareholder wealth. As such LTI’s are made to Executives who are
able to influence the generation of shareholder wealth and thus have an impact on the Group’s
performance.
The level of LTI granted is, in turn, dependent on the Company’s recent share price performance, the
seniority of the Executive and the responsibilities the Executive assumes in the Group.
LTI grants to Executives are delivered in the form of employee share options. These options are issued
at an exercise price determined by the Board at the time of issue.
Typically, the grant of LTI’s occurs at the commencement of employment or in the event that the
individual receives a promotion and, as such, is not subsequently affected by the individual’s
performance over time. However, under certain circumstances, including breach of employment
conditions, the Directors may cause the options to expire prior to their vesting date.
25
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
REMUNERATION REPORT (continued)
The Group does have a policy to prohibit executives or directors from entering into arrangements to
protect the value of unvested LTI awards.
Other Benefits
Key management personnel can receive additional benefits as non-cash benefits as part of the terms
and conditions of their appointment. Non-cash benefits typically include car parking and expenses
where the Company pays fringe benefits tax on these benefits.
Company Performance and the Link to Remuneration
Remuneration is not linked to the performance of the Company, but based on the ability to attract
and retain executives of the highest calibre. The overall remuneration policy framework however is
structured in an endeavour to advance/create shareholder wealth.
The table below shows the performance of the Group as measured by share price.
As at 30 June
Closing share price
Net comprehensive
income/(loss) per year ended
2018
0.033
2017
0.031
2016
$0.071
2015
$0.02
2014
$0.014
(539,615)
15,985,377
(784,229)
(1,007,455)
926,802
26
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
C. REMUNERATION OF DIRECTORS AND KEY MANAGEMENT PERSONNEL - 2018
Details of the nature and amount of the remuneration of the Directors and Key Management Personnel are as follows:
2018
Non-executive Directors
P Poli
R Martin
F Sibbel
Other Key Management Personnel
A Chapman
Total Key Management Personnel
2017
Non-executive Directors
P Poli
R Martin
F Sibbel
Other Key Management Personnel
A Chapman
Total Key Management Personnel
Short Term
Post Employment Benefits
Share Based
Payments
Total
Performance
Related
Termination
Consulting
Superannuation Retirement
Options
$
$
$
$
$
$
%
-
-
-
-
-
25,157
8,820
4,950
-
38,927
-
-
-
4,290
4,290
-
-
-
-
-
Short Term
Post Employment Benefits
-
-
-
73,157
44,820
40,950
-
-
-
-
-
Share Based
Payments
49,448
208,375
Total
-
-
Performance
Related
Termination
Consulting
Superannuation Retirement
Options
$
$
$
$
$
$
%
-
-
-
-
-
36,815
8,235
17,600
-
62,650
-
-
-
7,379
7,379
-
-
-
-
-
56,948
56,948
56,948
138,763
101,183
110,548
42,711
213,555
127,760
478,254
41.04
56.28
51.51
33.43
Salary &
Fees
$
48,000
36,000
36,000
45,158
165,158
Salary &
Fees
$
45,000
36,000
36,000
77,670
194,670
27
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
D. KEY TERMS OF SERVICE AGREEMENTS
Non-executive directors
Each of the non-executive directors has an agreement with the Company which dictates the level of
remuneration they receive as a non-executive director. The non-executive Chairman is paid $48,000
per annum and the other non-executive directors are paid $36,000 per annum. Each of the directors
is able to receive additional fees for work conducted outside the normal scope of their duties.
Other Key management personnel
Company Secretary
Mr Andrew Chapman is employed as a casual employee with the Company and is remunerated on an
hourly basis for the provision of company secretarial services with a minimum amount of $3,000 per
month. Mr Chapman has a formal service agreement with the Company. Termination can be made by
either party with a two month notice period.
E. OTHER INFORMATION
Compensation Options Granted and Vested during the year
There were 15,000,000 options exercisable at $0.033 each and expiring 30 November 2019 on issue
at the beginning of the period. No options were granted or vested during the year. There were no
options that were granted in previous years that vested during the year.
There were no alterations to the terms and conditions of options granted as remuneration since their
grant date.
The maximum value of the award is equal to the number of options granted multiplied by the fair
value at the grant date. The minimum value of the award in the event of forfeiture is zero.
There were no shares issued on exercise of compensation options during the year.
Value of Options and Performance Rights granted as part of remuneration
There were no options issued during the year.
Shareholdings of Key Management Personnel
Year Ended 30 June 2018
Paul Poli
Robert Martin
Frank Sibbel
Andrew Chapman
TOTAL
Balance
1 July 2017
3,000,000
39,784,133
2,250,000
516,666
45,550,799
Granted
as
Remuneration
-
-
-
-
-
Options
Exercised
-
-
-
-
-
Other
Changes
Balance
30 June 2018
-
-
-
-
-
3,000,000
39,784,133
2,250,000
516,666
45,550,799
28
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
Option Holdings of Key Management Personnel
Year Ended 30 June 2018
Balance 1
July 2017
Granted
Remuneration
as
Options
Exercised
Net
Change
Other
Paul Poli
Robert
Martin
Frank Sibbel
Andrew
Chapman
TOTAL
4,000,000
4,000,000
4,000,000
3,000,000
15,000,000
-
-
-
-
-
-
-
-
-
-
Other transactions and balances with Key Management Personnel
Balance 30
June 2018
Vested and
Exercisable
4,000,000
4,000,000
4,000,000
4,000,000
4,000,000
3,000,000
4,000,000
3,000,000
-
-
-
-
- 15,000,000
15,000,000
The Company has a services agreement with Matsa Resources Limited whereby Matsa provides
accounting and administrative services to the Group on a monthly arms-length basis and on
commercial terms. Messrs Poli, Sibbel and Chapman are directors of Matsa.
In the current period $77,926 has been charged to Bulletin for these services (2017: $78,114). At 30
June 2018 there was an outstanding balance of $24,272 (2017: $9,338) owing to Matsa.
There have been no loans made to Key Management Personnel during the 2018 reporting period
(2017: nil).
End of Audited Remuneration Report
29
BULLETIN RESOURCES LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
INDEMNIFICATION
During the year $10,407(2017: $6,044) was incurred as an expense for Directors and officeholders
insurance which covers all Directors and officeholders. A policy has been entered into for the year
ended 31 August 2019.
The liabilities insured are costs and expenses that may be incurred in defending civil or criminal
proceedings that may be brought against the officers in their capacity as officers of the Company.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the company or intervene
in any proceedings to which the company is a party for the purpose of taking responsibility on behalf
of the company for all or any part of those proceedings other than that already disclosed.
The Company was not a party to any such proceedings during the year other than that already
disclosed.
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 86.
Signed in accordance with a resolution of the Directors dated this 17th day of September 2018.
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 is important. There have been
no non-audit services provided by the Company’s auditor during the year (2017: Nil).
Signed in accordance with a resolution of the directors.
Mr. Paul Poli
Chairman
17 September 2018
30
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
The Board is responsible for the corporate governance of the Company. The Board guides and
monitors the business and affairs of the Company on behalf of the shareholders by whom they are
elected and to whom they are accountable. The Company’s governance approach aims to achieve
exploration, development and financial success while meeting stakeholders’ expectations of sound
corporate governance practices by proactively determining and adopting the most appropriate
corporate governance arrangements.
ASX Listing Rule 4.10.3 requires listed companies to disclose in their Annual Report the extent to which
they have complied with the ASX Best Practice Recommendations of the ASX Corporate Governance
Council in the reporting period. A description of the Company’s main corporate governance practices
is set out below. The Corporate Governance Statement is current as at 30 June 2018, and has been
approved by the Board of Directors. Where a recommendation has not been followed, that fact is
disclosed, together with the reasons for the departure. All these practices, unless otherwise stated,
were in place for the entire year. They comply with the ASX Corporate Governance Principles and
Recommendations (3rd edition).
For further information on corporate governance policies adopted by the Company, refer to the
corporate governance section of our website: www.bulletinresources.com.
1.
Compliance with Best Practice Recommendations
The table below summaries the Company’s compliance with the Corporate Governance Council’s
Recommendations:
Principle #
ASX Corporate Governance Council Recommendations
Reference
Comply
Principle 1
Lay solid foundations for management and oversight
1.1 A listed entity should disclose:
2(a)
Yes
(a) the respective roles and responsibilities of its board and
management; and
(b) those matters expressly reserved to the board and those
delegated to management.
1.2 A listed entity should:
(a) undertake appropriate checks before appointing a person, or
putting forward to security holders a candidate for election,
as a director; and
(b) provide security holders with all material information in its
possession relevant to a decision on whether or not to elect
or re-elect a director.
1.3 A listed entity should have a written agreement with each
director and senior executive setting out the terms of their
appointment.
1.4 The company secretary of a listed entity should be accountable
directly to the board, through the chair, on all matters to do with
the proper functioning of the board.
2(b)
Yes
3(b)
2(e)
Yes
Yes
31
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
Principle # ASX Corporate Governance Council Recommendations
Reference
Comply
6(c)
Yes
1.5
A listed entity should:
(a) have a diversity policy which includes requirements for the
board or a relevant committee of the board to set
measurable objectives for achieving gender diversity and to
assess annually both the objectives and the entity’s
progress in achieving them;
(b) disclose that policy or a summary of it; and
(c) disclose as at the end of each reporting period the
measurable objectives for achieving gender diversity set by
the board or a relevant committee of the board in
its
accordance with the entity’s diversity policy and
progress towards achieving them, and either:
(1) the respective proportions of men and women on the board,
in senior executive positions and across the whole
organisation (including how the entity has defined “senior
executive” for these purposes); or
(2) if the entity is a “relevant employer” under the Workplace
Gender Equality Act, the entity’s most recent “Gender
Equality Indicators”, as defined in and published under that
Act.
1.6 A listed entity should:
2(h), 3(b)
Yes
(a) have and disclose a process for periodically evaluating the
performance of the board, its committees and individual
directors; and
(b) disclose, in relation to each reporting period, whether a
performance evaluation was undertaken in the reporting
period in accordance with that process.
1.7 A listed entity should:
(a) have and disclose a process for periodically evaluating the
performance of its senior executives; and
(b) disclose, in relation to each reporting period, whether a
performance evaluation was undertaken in the reporting
period in accordance with that process.
3(b),
Remuneration
report
Yes
Principle 2
Structure the Board to add value
2.1 The board of a listed entity should:
2(b)
No
(a) have a nomination committee which:
(1) has at least three members, a majority of whom are
independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the number of times
the committee met throughout the period and the
individual attendances of the members at those meetings;
32
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
Principle #
ASX Corporate Governance Council Recommendations
Reference
Comply
or
(b) if it does not have a nomination committee, disclose that
fact and the processes it employs to address board
succession issues and to ensure that the board has the
appropriate balance of skills, knowledge, experience,
independence and diversity to enable it to discharge its
duties and responsibilities effectively.
2(b)
No
2.2
A listed entity should have and disclose a board skills matrix
setting out the mix of skills and diversity that the board
currently has or is looking to achieve in its membership.
2(b)
Yes
2.3 A listed entity should disclose:
2(b), 2(d)
Yes
(a) the names of the directors considered by the board to be
independent directors;
(b) if a director has an interest, position, association or
relationship of the type described in Box 2.3 (which appears
on page 16 of the ASX Recommendations and is entitled
“Factors relevant to assessing the independence of a
director”) but the board is of the opinion that it does not
compromise the independence of the director, the nature
of the interest, position, association or relationship in
question and an explanation of why the board is of that
opinion; and
(c) the length of service of each director.
2.4 A majority of the board of a listed entity should be independent
2(d)
No
directors.
2.5 The chair of the board of a listed entity should be an
independent director and, in particular, should not be the same
person as the CEO of the entity.
2.6 A listed entity should have a program for inducting new
directors and provide appropriate professional development
opportunities for directors to develop and maintain the skills
and knowledge needed to perform their role as directors
effectively.
2(b), 2(c), 2(d)
No
3(b)
Yes
Principle 3 Act ethically and responsibly
3.1 A listed entity should:
6(a)
Yes
(a) have a code of conduct for its directors, senior executives
and employees; and
(b) disclose that code or a summary of it.
33
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
Principle # ASX Corporate Governance Council Recommendations
Reference
Comply
Principle 4
Safeguard integrity in financial reporting
4.1 The board of a listed entity should:
(a) have an audit committee which:
(1) has at least three members, all of whom are non-executive
independent
directors and a majority of whom are
directors; and
(2) is chaired by an independent director, who is not the chair
of the board,
and disclose:
(3) the charter of the committee;
(4) the relevant qualifications and experience of the members
of the committee; and
(5) in relation to each reporting period, the number of times the
committee met throughout the period and the individual
attendances of the members at those meetings; or
(b) if it does not have an audit committee, disclose that fact and
the processes it employs that independently verify and
safeguard the integrity of its corporate reporting, including
the processes for the appointment and removal of the
external auditor and the rotation of the audit engagement
partner.
4.2 The board of a listed entity should, before it approves the
entity’s financial statements for a financial period, receive from
its CEO and CFO a declaration that, in their opinion, the financial
records of the entity have been properly maintained and that
financial statements comply with the appropriate
the
accounting standards and give a true and fair view of the
financial position and performance of the entity and that the
opinion has been formed on the basis of a sound system of risk
management and
is operating
effectively.
internal control which
4.3 A listed entity that has an AGM should ensure that its external
auditor attends its AGM and is available to answer questions
from security holders relevant to the audit.
Principle 5 Make timely and balanced disclosure
5.1 A listed entity should:
(a) have a written policy for complying with its continuous
disclosure obligations under the Listing Rules; and
(b) disclose that policy or a summary of it.
3(a)
No
5(c)
Yes
4(a)
Yes
4(b)
Yes
34
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
Principle # ASX Corporate Governance Council Recommendations
Reference
Comply
Principle 6 Respect the rights of security holders
6.1 A listed entity should provide information about itself and its
4(a), 4(b)
governance to investors via its website.
6.2 A listed entity should design and implement an investor
relations program to facilitate effective two-way
communication with investors.
4(a), 4(b)
Yes
Yes
6.3 A listed entity should disclose the policies and processes it has
4(a), 4(b)
Yes
in place to facilitate and encourage participation at meetings
of security holders.
6.4 A listed entity should give security holders the option to
4(a), 4(b)
Yes
receive communications from, and send communications to,
the entity and its security registry electronically.
Principle 7 Recognise and manage risk
7.1 The board of a listed entity should:
2(a)
No
(a) have a committee or committees to oversee risk, each of
which:
(1) has at least three members, a majority of whom are
independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the number of times
the committee met throughout the period and the
individual attendances of the members at those meetings;
or
(b) if it does not have a risk committee or committees that
satisfy (a) above, disclose that fact and the processes it
employs for overseeing the entity’s risk management
framework.
7.2 The board or a committee of the board should:
5(a), 5(b), 5(d)
Yes
(a) review the entity’s risk management framework at least
annually to satisfy itself that it continues to be sound; and
(b) disclose, in relation to each reporting period, whether such
a review has taken place.
7.3 A listed entity should disclose:
(a) if it has an internal audit function, how the function is
structured and what role it performs; or
(b) if it does not have an internal audit function, that fact and
the processes it employs for evaluating and continually
improving the effectiveness of its risk management and
internal control processes.
3(a)
No
35
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
Principle # ASX Corporate Governance Council Recommendations
Reference
Comply
7.4 A listed entity should disclose whether it has any material
exposure to economic, environmental and social sustainability
risks and, if it does, how it manages or intends to manage those
risks.
5(a)
Yes
Principle 8 Remunerate fairly and responsibly
8.1 The board of a listed entity should:
3(b)
No
(a) have a remuneration committee which:
(1) has at least three members, a majority of whom are
independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the number of times
the committee met throughout the period and the
individual attendances of the members at those meetings;
or
(b) if it does not have a remuneration committee, disclose that
fact and the processes it employs for setting the level and
composition of remuneration for directors and senior
is
executives and ensuring that such remuneration
appropriate and not excessive.
8.2 A listed entity should separately disclose its policies and
practices regarding the remuneration of non-executive
directors and the remuneration of executive directors and
other senior executives.
8.3 A listed entity which has an equity-based remuneration scheme
should:
(a) have a policy on whether participants are permitted to enter
into transactions (whether through the use of derivatives or
otherwise) which limit the economic risk of participating in
the scheme; and
(b) disclose that policy or a summary of it.
3(b),
Remuneration
Report
3(b),
Remuneration
Report
Yes
Yes
2.
THE BOARD OF DIRECTORS
2(a) Roles and Responsibilities of the Board
The role of the Board is to be accountable to the shareholders and investors for the overall
performance of the Company and takes responsibility for monitoring the Company’s business
and affairs and setting its strategic direction, establishing and overseeing the Company’s
financial position provide leadership for and the supervision of the Company’s senior
management.
36
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
2.
THE BOARD OF DIRECTORS (continued)
The Board is responsible for:
•
Appointing, evaluating, rewarding and if necessary the removal of the Chief Executive
Officer ("CEO") and senior management;
•
•
•
•
•
•
•
•
•
•
Development of corporate objectives and strategy with management and approving
plans, new investments, major capital and operating expenditures and major funding
activities proposed by management;
Monitoring actual performance against defined performance expectations and reviewing
operating information to understand at all times the state of the health of the Company;
Overseeing the management of business risks, safety and occupational health,
environmental issues and community development;
Assessing the effectiveness of senior management’s implementation of systems and the
management of business risks, safety and occupational health, environmental issues and
community development;
Satisfying itself that the financial statements of the Company fairly and accurately set out
the financial position and financial performance of the Company for the period under
review;
Satisfying itself that there are appropriate reporting systems and controls in place to
assure the Board that proper operational, financial, compliance, risk management and
internal control process are in place and functioning appropriately.
Approving and monitoring financial and other reporting;
Assuring itself that appropriate audit arrangements are in place;
Ensuring that the Company acts legally and responsibly on all matters and approving the
Company’s policies on risk oversight and management, internal compliance and control,
Code of Conduct, and legal compliance and assuring itself that the Company practice is
consistent with that Code; and other policies; and
Reporting to and advising shareholders.
Other than as specifically reserved to the Board, responsibility for the day-to-day management
of the Company’s business activities is delegated to the Chief Executive Officer and Executive
Management.
2(b) Board Composition
The Directors determine the composition of the Board employing the following principles:
•
the Board, in accordance with the Company’s constitution must comprise a minimum of
three Directors;
the roles of the Chairman of the Board and of the Chief Executive Officer should be
exercised by different individuals;
the majority of the Board should comprise Directors who are non-executive;
the Board should represent a broad range of qualifications, experience and expertise
considered of benefit to the Company; and
the Board must be structured in such a way that it has a proper understanding of, and
competency in, the current and emerging issues facing the Company, and can effectively
review management’s decisions.
•
•
•
•
37
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
2.
THE BOARD OF DIRECTORS (continued)
The Board is currently comprised of three non-executive Directors, two of which are also
directors of the major shareholder, Matsa Resources Limited, and the remaining director is also
the second largest shareholder. Details of the members of the Board, their experience,
expertise, qualifications, terms of office and independent status are set out in the Directors’
Report of the Annual Report under the heading “Directors”. The Board composition is such that
the Company does not comply with Recommendation 2.1 as there are no independent non-
executive directors.
The Company’s constitution requires one-third of the Directors (or the next lowest whole
number) to retire by rotation at each Annual General Meeting (AGM). The Directors to retire at
each AGM are those who have been longest in office since their last election.
Where Directors have served for equal periods, they may agree amongst themselves or
determine by lot who will retire. A Director must retire in any event at the third AGM since he
or she was last elected or re-elected. Retiring Directors may offer themselves for re-election.
A Director appointed as an additional or casual Director by the Board will hold office until the
next AGM when they may be re-elected.
The Chief Executive Officer is not subject to retirement by rotation and, along with any Director
appointed as an additional or casual Director, is not to be taken into account in determining the
number of Directors required to retire by rotation. The Company does not have a Chief
Executive Officer.
2(c) Chairman and Chief Executive Officer
The Chairman is responsible for:
•
•
•
leadership of the Board;
the efficient organisation and conduct of the Board’s functions;
the promotion of constructive and respectful relations between Board members and
between the Board and management;
contributing to the briefing of Directors in relation to issues arising at Board meetings;
facilitating the effective contribution of all Board members; and
committing the time necessary to effectively discharge the role of the Chairman.
•
•
•
The Board does not comply with the ASX Recommendations 2.2 and 2.3 in that the Chairman is
not an independent Director (refer to 2(d) Independent Directors). Any executive duties are
carried out by the Chairman or other board members as required. The Board has considered
this matter and decided that the non-compliance does not affect the operation of the Company.
The Chief Executive Officer is responsible for:
•
•
implementing the Company’s strategies and policies; and
running the affairs of the Company under the delegated authority from the Board.
The roles of the Chairman and the Chief Executive Officer are not separate with any executive
duties being undertaken by the Chairman.
38
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
2.
THE BOARD OF DIRECTORS (continued)
2(d)
Independent Directors
The Company recognises that independent directors are important in assuring shareholders that
the Board is properly fulfilling its role and is diligent in holding senior management accountable
for its performance. The Board assesses each of the directors against specific criteria to decide
whether they are in a position to exercise independent judgment.
Directors of Bulletin Resources Limited are considered to be independent when they are
independent of management and free from any business or other relationship that could
materially interfere with, or could reasonably be perceived to materially interfere with, the
exercise of their unfettered and independent judgement.
In making this assessment, the Board considers all relevant facts and circumstances.
Relationships that the Board will take into consideration when assessing independence are
whether a Director:
•
is a substantial shareholder of the Company or an officer of, or otherwise associated directly
with, a substantial shareholder of the Company;
is employed, or has previously been employed in an executive capacity by the Company or
another Company member, and there has not been a period of at least three years between
ceasing such employment and serving on the Board;
•
• has within the last three years been a principal of a material professional advisor or a
material consultant to the Company or another Company member, or an employee
materially associated with the service provided;
is a material supplier or customer of the Company or other Company member, or an officer
of or otherwise associated directly or indirectly with a material supplier or customer; or
• has a material contractual relationship with the Company or another Company member
•
other than as a Director.
The Company does not comply with ASX Recommendation 2.4. The Company has three non-
executive Directors who all represent significant shareholders. In accordance with the definition
of independence above the Company is considered to have no independent directors.
The Board believes that the Company is not of sufficient size to warrant the appointment of
more independent non-executive Directors in order to meet the ASX recommendation of
maintaining a majority of independent non-executive Directors. The Company maintains a mix
of Directors from different backgrounds with complementary skills and experience.
2(e) Company Secretary
The appointment, performance, review, and where appropriate, the removal of the Company
Secretary is a key responsibility of the Board. All directors have access to the Company Secretary
who is accountable directly to the Board, through the Chairman, on all matters to do with the
proper functioning of the Board.
2(f) Avoidance of conflicts of interest by a Director
In order to ensure that any interests of a Director in a particular matter to be considered by the
Board are known by each Director, each Director is required by the Company to disclose any
relationships, duties or interests held that may give rise to a potential conflict. Directors are
required to adhere strictly to constraints on their participation and voting in relation to any
matters in which they may have an interest.
39
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
2.
THE BOARD OF DIRECTORS (continued)
2(g) Board access to information and independent advice
Directors are able to access members of the management team at any time to request relevant
information.
There are procedures in place, agreed by the Board, to enable Directors, in furtherance of their
duties, to seek independent professional advice at the company’s expense.
2(h) Review of Board performance
The performance of the Board is reviewed regularly by the Chairman. The Chairman conducts
performance evaluations which involve an assessment of each Board member’s performance
against specific and measurable qualitative and quantitative performance criteria. The
performance criteria against which directors and executives are assessed is aligned with the
financial and non-financial objectives of Bulletin Resources Limited. Directors whose
performance is consistently unsatisfactory may be asked to retire.
3.
BOARD COMMITTEES
3(a) Audit Committee
Given the size and scale of the Company’s operations the full Board undertakes the role of the
Audit Committee. The Audit Committee does not comply with ASX Recommendation 4.1 as all
directors are non-executive and none are considered to be independent Directors (refer 2(d)).
The role and responsibilities of the Audit Committee are summarised below.
The Audit Committee is responsible for reviewing the integrity of the Company’s financial
reporting and overseeing the independence of the external auditors. The Board sets aside time
to deal with issues and responsibilities usually delegated to the Audit Committee to ensure the
integrity of the financial statements of the Consolidated Entity and the independence of the
auditor.
The Board reviews the audited annual and half-year financial statements and any reports which
accompany published financial statements and recommends their approval to the members.
The Board also reviews annually the appointment of the external auditor, their independence
and their fees.
The Board is also responsible for establishing policies on risk oversight and management. The
Company has not formed a separate Risk Management Committee due to the size and scale of
its operations.
External Auditors
The Company’s policy is to appoint external auditors who clearly demonstrate quality and
independence. The performance of the external auditor is reviewed annually and applications
for tender of external audit services are requested as deemed appropriate, taking into
consideration assessment of performance, existing value and tender costs. It is BDO Audit (WA)
Pty Ltd’s policy to rotate engagement partners on listed companies at least every five years.
An analysis of fees paid to the external auditors, including a break-down of fees for non-audit
services, is provided in the notes to the financial statements in the Annual Report.
There is no indemnity provided by the Company to the auditor in respect of any potential
liability to third parties.
40
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
3.
BOARD COMMITTEES (continued)
3(a) Audit Committee (continued)
The external auditor is requested to attend the annual general meeting and be available to
answer shareholder questions about the conduct of the audit and preparation and content of
the audit report.
The directors are satisfied that the provision of any non-audit services during the year by the
auditors is compatible with the general standard of independence for auditors imposed by the
Corporations Act.
The directors are satisfied that the provision of any non-audit services does not compromise
the auditor’s independence requirements of the Corporations Act because the services were
provided by persons who were not involved in the audit.
3(b) Remuneration and Nomination Committee
The role of a Remuneration Committee is to assist the Board in fulfilling its responsibilities in
respect of establishing appropriate remuneration levels and incentive policies for employees.
The Board has not established a separate Remuneration Committee due to the size and scale of
its operations. This does not comply with Recommendation 2.1 however the Board as a whole
takes responsibility for such issues.
The responsibilities include setting policies for senior officers remuneration, setting the terms
and conditions for the CEO, reviewing and making recommendations to the Board on the
Company’s incentive schemes and superannuation arrangements, reviewing the remuneration
of both executive and non-executive directors and undertaking reviews of the CEO’s
performance. There is currently no CEO or any senior officers for the Company and the structure
outlined reflects the general nature of how the Board would make such appointments.
The Company has structured the remuneration of its senior executives such that it comprises a
fixed salary and statutory superannuation. From time to time senior executives are issued
options. The Company believes that by remunerating senior executives in this manner it rewards
them for performance and aligns their interests with those of shareholders and increases the
Company’s performance.
Non-executive directors are paid their fees out of the maximum aggregate amount approved by
shareholders for non-executive director remuneration.
The remuneration received by directors and executives in the current period is contained in the
“Remuneration Report” within the Directors’ Report of the Annual Report.
4.
TIMELY AND BALANCED DISCLOSURE
4(a) Shareholder communication
The Company believes that all shareholders should have equal and timely access to material
information about the Company including its financial situation, performance, ownership and
governance. The Company’s “ASX Disclosure Policy” encourages effective communication with
its shareholders by requiring that Company announcements:
41
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
4.
TIMELY AND BALANCED DISCLOSURE (continued)
•
•
•
•
be factual and subject to internal vetting and authorisation before issue;
be made in a timely manner;
not omit material information;
be expressed in a clear and objective manner to allow investors to assess the impact of
the information when making investment decisions;
be in compliance with ASX Listing Rules continuous disclosure requirements; and
be placed on the Company’s website promptly following release.
•
•
Shareholders are encouraged to participate in general meetings. Copies of addresses by the
Chairman or Chief Executive Officer are disclosed to the market and posted on the Company’s
website. The Company’s external auditor attends the Company’s annual general meeting to
answer shareholder questions about the conduct of the audit, the preparation and content of
the audit report, the accounting policies adopted by the Company and the independence of the
auditor in relation to the conduct of the audit.
4(b) Continuous disclosure policy
The Company is committed to ensuring that shareholders and the market are provided with full
and timely information and that all stakeholders have equal opportunities to receive externally
available information issued by the Company. The Company’s “ASX Disclosure Policy” described
in 4(a) reinforces the Company’s commitment to continuous disclosure and outline
management’s accountabilities and the processes to be followed for ensuring compliance.
The policy also contains guidelines on information that may be price sensitive. The Company
Secretary has been nominated as the person responsible for communications with the ASX. This
role
includes responsibility for ensuring compliance with the continuous disclosure
requirements with the ASX Listing Rules and overseeing and coordinating information disclosure
to the ASX.
5.
RECOGNISING AND MANAGING RISK
The Board is responsible for ensuring there are adequate policies in relation to risk
management, compliance and internal control systems. The Company’s policies are designed to
ensure strategic, operational, legal, reputation and financial risks are identified, assessed,
effectively and efficiently managed and monitored to enable achievement of the Company’s
business objectives. A written policy in relation to risk oversight and management has been
established (“Risk Management Policy”). Considerable importance is placed on maintaining a
strong control environment. There
is an organisation structure with clearly drawn
responsibilities.
5(a) Board oversight of the risk management system
The Board considers risks and discusses risk management at each Board meeting. Review of the
risk management framework is an on-going process rather than an annual formal review. The
Company’s main areas of risk include:
42
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
5.
RECOGNISING AND MANAGING RISK (continued)
5(a) Board oversight of the risk management system (continued)
joint venture management;
• exploration;
• security of tenure including native title risk;
•
• new project acquisitions;
• environment;
• occupational health and safety;
• government policy changes;
•
• commodity prices;
• retention of key staff;
•
• continuous disclosure obligations.
financial reporting; and
funding;
The principle aim of the system of internal control is the management of business risks, with a
view to enhancing the value of shareholders' investments and safeguarding assets. Although
no system of internal control can provide absolute assurance that the business risks will be fully
mitigated, the internal control systems have been designed to meet the Company's specific
needs and the risks to which it is exposed.
The Board is also responsible for identifying and monitoring areas of significant business risk.
Internal control measures currently adopted by the Board include:
a.
regular reporting to the Board in respect of operations and the Company’s financial
position; and
regular reports to the Board by appropriate members of the management team and/or
independent advisers, outlining the nature of particular risks and highlighting measures
which are either in place or can be adopted to manage or mitigate those risks.
b.
The Company’s risk management system is evolving. It is an on-going process and it is recognised
that the level and extent of the risk management system will evolve commensurate with the
development and growth of the Company’s activities.
5(b) Risk management roles and responsibilities
The Board is responsible for approving and reviewing the Company’s risk management strategy
and policy. Executive management is responsible for implementing the Board approved risk
management strategy and developing policies, controls, processes and procedures to identify
and manage risks in all of the Company’s activities.
The Board is responsible for satisfying itself that management has developed and implemented
a sound system of risk management and internal control.
5(c) Chief Executive Officer and Chief Financial Officer Certification
The Chief Executive Officer and Chief Financial Officer provide to the Board written certification
that in all material respects:
(a)
The Company’s financial statements present a true and fair view of the Company’s
financial condition and operational results and are in accordance with relevant
accounting standards;
43
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
5.
RECOGNISING AND MANAGING RISK (continued)
(b) The statement given to the Board on the integrity of the Company’s financial statements
is founded on a sound system of risk management and internal compliance and controls
which implements the policies adopted by the Board; and
The Company’s risk management an internal compliance and control system is operating
efficiently and effectively in all material respects.
(c)
As there is currently no CEO appointed the Chairman fulfills this role.
5(d)
Internal review and risk evaluation
Assurance is provided to the Board by executive management on the adequacy and
effectiveness of management controls for risk on a regular basis.
6. ETHICAL AND RESPONSIBLE DECISION MAKING
6(a) Code of Ethics and Conduct
The Board endeavours to ensure that the Directors, officers and employees of the Company act
with integrity and observe the highest standards of behaviour and business ethics in relation to
their corporate activities. The “Code of Conduct” sets out the principles, practices, and
standards of personal behaviour the Company expects people to adopt in their daily business
activities.
All Directors, officers and employees are required to comply with the Code of Conduct. Senior
managers are expected to ensure that employees, contractors, consultants, agents and partners
under their supervision are aware of the Company’s expectations as set out in the Code of
Conduct.
All Directors, officers and employees are expected to:
(i) Comply with the law;
(ii) Act in the best interests of the Company;
(iii) Be responsible and accountable for their actions; and
(iv) Observe the ethical principles of fairness, honesty and truthfulness, including prompt
disclosure of positional conflicts.
6(b) Policy concerning trading in Company securities
The Company’s “Securities Trading Policy” applies to all directors, officers and employees. The
Securities Trading Policy adopted by the Board prohibits trading in shares by a Director, officer
or employee during certain blackout periods (in particular, prior to release of quarterly, half
yearly or annual results) except in exceptional circumstances and subject to procedures set
out in the Policy.
Outside of these blackout periods, a Director, officer or employee must first obtain clearance
in accordance with the Guidelines before trading in shares. For example:
• A Director must receive clearance from the Chairman before he may buy or sell shares.
•
If the Chairman wishes to buy or sell shares he must first obtain clearance from the Board.
• Other officers and employees must receive clearance from the Managing Director before
they may buy or sell shares.
44
BULLETIN RESOURCES LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
6.
ETHICAL AND RESPONSIBLE DECISION MAKING (continued)
Directors, officers and employees must observe their obligations under the Corporations Act
2001 not to buy or sell shares if in possession of price sensitive non-public information and
that they do not communicate price sensitive non-public information to any person who is
likely to buy or sell shares or communicate such information to another party.
The Securities Trading Policy is available in the Corporate Governance Plan on the Company’s
website at www.bulletinresources.com.
6(c) Policy concerning diversity
The Company encourages diversity in employment throughout the Company and in the
composition of the Board, as a mechanism to ensure that the Company is able to draw on a
variety of skill, talent and previous experiences in order to maximise the Company’s
performance.
The Company’s “Diversity Policy” has been implemented to ensure the Company has the benefit
of a diverse range of employees with different skills, experience, age, gender, race and cultural
backgrounds, and that the Company reports its results on an annual basis in achieving
measurable targets which are set by the Board as part of implementation of the Diversity Policy.
The Diversity Policy is available on the Corporate Governance section of the Company’s website.
Given the size of the Company, the Company has no employees other than the Board and the
Company Secretary/CFO and as such no measurable objectives or strategies have been set.
However the Company has disclosed below the number of female employees in the Company,
in senior executive positions and on the Board.
The Company currently has no females in senior executive positions or on the Board.
45
BULLETIN RESOURCES LIMITED
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Notes
2018
$
2017
$
Continuing Operations
Revenue
Interest received
Other Income
Research and development grant refund
Other expenses
Professional fees
Directors fees
Administration expenses
Employee benefit expense
Finance costs
Profit/(loss) on sale of investments
Share based payments expense
Expenses from operations
Loss from operations before income tax expense
Income tax expense
Loss after income tax from continuing operations
Profit from discontinued operations
2
8
6
-
73,977
23,218
-
(275,099)
(147,017)
(205,248)
(49,448)
-
8,441
-
(668,371)
(571,176)
(15,699)
(586,875)
-
959
29,979
142,205
784,918
(154,755)
(152,060)
(355,040)
(91,556)
(37,716)
(83,228)
(220,673)
(1,095,028)
(136,967)
-
(136,967)
16,221,324
Profit/(loss) for the year
(586,875)
16,084,357
Other comprehensive income
Items that may be reclassified subsequently through
profit or loss:
Net change in fair value of available-for-sale financial
assets
Available-for-sale financial assets – realised in profit or
loss on disposal
Other comprehensive profit/(loss) for the year
Total comprehensive profit/(loss)
the year
attributable to members of Bulletin Resources Limited
for
Loss per share for the year from continuing operations
attributable to the members of Bulletin Resources
Limited:
Basic loss per share (cents)
Diluted loss per share (cents)
Profit/(loss) per share for the year attributable to the
members of Bulletin Resources Limited:
Basic profit/(loss) per share (cents)
Diluted profit/(loss) per share (cents)
14
14
10,260
(98,980)
37,000
47,260
-
(98,980)
(539,615)
15,985,377
(0.33)
(0.33)
(0.08)
(0.08)
(0.33)
(0.33)
8.97
8.97
The above statement of consolidated profit or loss and other comprehensive income should be read in
conjunction with the accompanying notes.
46
BULLETIN RESOURCES LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2018
Notes
2018
$
2017
$
CURRENT ASSETS
Cash and cash equivalents
Other receivables
Available-for-sale financial assets
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Exploration and evaluation assets
TOTAL NON CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
4
5
7
9
10
11
12
3,379,180
1,770
227,880
3,608,830
250,000
250,000
5,350,840
267,598
280,620
5,899,058
-
-
3,858,830
5,899,058
136,489
-
136,489
136,489
3,722,341
1,200,704
216,761
2,304,876
3,722,341
74,982
1,562,120
1,637,102
1,637,102
4,261,956
1,200,704
169,501
2,891,751
4,261,956
The above statement of consolidated financial position should be read in conjunction with the
accompanying notes.
47
BULLETIN RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Issued Capital Accumulated
Losses
$
$
Equity
Settled
Benefits
Reserve
$
Other
Reserves
Total
$
$
Balance at 1 July 2016
Profit for the year
Total comprehensive
income for the year
Transactions with owners in
their capacity as owners:
In-specie distribution
Share based payments
14,647,689
-
(13,192,606)
16,084,357
47,808
-
-
(98,980)
1,502,891
15,985,377
-
16,084,357
-
(98,980)
15,985,377
(13,446,985)
-
-
-
-
220,673
- (13,446,985)
220,673
-
Balance at 30 June 2017
1,200,704
2,891,751
268,481
(98,980)
4,261,956
Loss for the year
Total comprehensive (loss)
for the year
Transactions with owners in
their capacity as owners:
In-specie distribution
Share based payments
-
-
-
-
(586,875)
(586,875)
-
47,260
(539,615)
-
47,260
(539,615)
-
-
-
-
-
-
-
-
Balance at 30 June 2018
1,200,704
2,304,876
268,481
(51,720)
3,722,341
The above consolidated statement of changes in equity should be read in conjunction with the
accompanying notes.
48
BULLETIN RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
Income tax paid
Payments for exploration and evaluation
Other income
Net cash (outflows) in operating activities (Note 3)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for joint venture hedge commitments
Proceeds from sale of available-for-sale-investments
Payments for available-for-sale-investments
Prepayment of royalty
Cash retained on disposal of joint venture interest
Net cash inflows from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of borrowings
Net cash (outflows) by financing activities
2018
$
2017
$
-
(580,607)
89,806
-
(1,577,819)
(11,481)
-
(2,080,101)
959
(1,454,640)
12,381
(53,487)
-
-
787,192
(707,595)
-
108,441
-
-
-
108,441
(209,000)
7,119,687
(379,601)
(250,000)
504,275
6,785,361
-
-
(1,220,593)
(1,220,593)
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
Net (decrease)/increase in cash equivalent held
(1,971,660)
4,857,173
Cash and cash equivalents at the beginning of the financial year
5,350,840
493,667
Cash and cash equivalents at the end of the financial year
3,379,180
5,350,840
The above consolidated statement of cash flows should be read in conjunction with the accompanying
notes.
49
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial report of Bulletin Resources Limited for the year ended 30 June 2018 were
authorised for issue in accordance with a resolution of the Board of Directors on 17 September 2018.
Bulletin Resources Limited is a for-profit entity limited by shares incorporated and domiciled in
Australia whose shares are publicly traded on the Australian Securities Exchange.
The nature of the operations and principal activities of the Group are described in the Directors’
Report.
The consolidated financial report of the Company as at and for the year ended 30 June 2018 comprise
the Company and its subsidiaries (together referred to as the “Group”).
The following is a summary of the material accounting policies adopted by the Group in the
preparation of the financial report. The accounting policies have been consistently applied, unless
otherwise stated.
Basis of Preparation
The accounting policies set out below have been consistently applied to all years presented.
Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of
Bulletin Resources Limited as at 30 June 2018 and the results of all subsidiaries for the year then
ended. Bulletin Resources Limited and its subsidiaries together are referred to in this financial report
as the group or the consolidated entity.
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.
Control over subsidiaries
In determining whether the consolidated group has control over subsidiaries that are not wholly
owned, judgement is applied to assess the ability of the consolidated group to control the day to day
activities of the partly owned subsidiary and its economic outcomes. In exercising this judgement, the
commercial and legal relationships that the consolidated group has with other owners of partly owned
subsidiaries are taken into consideration. Whilst the consolidated group is not able to control all
activities of a partly owned subsidiary, the partly owned subsidiary is consolidated within the
consolidated group where it is determined that the consolidated group controls the day to day
activities and economic outcomes of a partly owned subsidiary. Changes in agreements with other
owners of partly owned subsidiaries could result in a loss of control and subsequently de-
consolidation.
50
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Reporting Basis and Conventions
The consolidated financial report has been prepared on an accruals basis and is based on historical
costs modified by the revaluation of selected financial assets for which the fair value basis of
accounting has been applied.
Statement of Compliance
The consolidated financial report complies with Australian Accounting Standards as issued by the
Australian Accounting Standards Board which include International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board.
Adoption of new accounting standards
In the current year, the Group has adopted all of the new and revised Standards and Interpretations
issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations
and effective for annual reporting periods beginning on 1 July 2017. The adoption of these new and
revised Standards and Interpretations did not have any effect on the financial position or performance
of the Group.
New and amended standards and interpretations issued but not yet effective
A number of new standards, amendments to standards and interpretations are effective for annual
periods beginning after 1 July 2017 and have not been applied in preparing these financial statements.
Those which may be relevant to the Group are set out below. The Group does not plan to adopt these
standards early.
AASB 9 Financial Instruments (Effective 1 January 2018)
AASB 9 replaces AASB 139 Financial Instruments: Recognition and Measurement
Except for certain trade receivables, an entity initially measures a financial asset at its fair value plus,
in the case of a financial asset not at fair value through profit or loss, transaction costs.
Debt instruments are subsequently measured at fair value through profit or loss (FVTPL), amortised
cost, or fair value through other comprehensive income (FVOCI), on the basis of their contractual cash
flows and the business model under which the debt instruments are held.
There is a fair value option (FVO) that allows financial assets on initial recognition to be designated as
FVTPL if that eliminates or significantly reduces an accounting mismatch.
Equity instruments are generally measured at FVTPL. However, entities have an irrevocable option on
an instrument-by-instrument basis to present changes in the fair value of non-trading instruments in
other comprehensive income (OCI) without subsequent reclassification to profit or loss.
For financial liabilities designated as FVTPL using the FVO, the amount of change in the fair value of
such financial liabilities that is attributable to changes in credit risk must be presented in OCI. The
remainder of the change in fair value is presented in profit or loss, unless presentation in OCI of the
51
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
fair value change in respect of the liability’s credit risk would create or enlarge an accounting mismatch
in profit or loss.
All other AASB 139 classification and measurement requirements for financial liabilities have been
carried forward into AASB 9, including the embedded derivative separation rules and the criteria for
using the FVO.
The incurred credit loss model in AASB 139 has been replaced with an expected credit loss model in
AASB 9.
The requirements for hedge accounting have been amended to more closely align hedge accounting
with risk management, establish a more principle-based approach to hedge accounting and address
inconsistencies in the hedge accounting model in AASB 139.
Available for sale financial assets will either be designated as fair value through other comprehensive
income (when held for strategic investment reasons) or accounted for as financial assets through
profit or loss.
The new standard is not expected to significantly impact the recognition and measurement of financial
instrument as the Group does not have significant financial instruments.
AASB 15 Revenue from Contracts with Customers (Effective 1 January 2018)
AASB 15 replaces all existing revenue requirements in Australian Accounting Standards (AASB 111
Construction Contracts, AASB 118 Revenue, AASB Interpretation 13 Customer Loyalty Programmes,
AASB Interpretation 15 Agreements for the Construction of Real Estate, AASB Interpretation 18
Transfers of Assets from Customers and AASB Interpretation 131 Revenue - Barter Transactions
Involving Advertising Services) and applies to all revenue arising from contracts with customers, unless
the contracts are in the scope of other standards, such as AASB 117 (or AASB 16 Leases, once applied).
The new standard is not expected to significantly impact the recognition and measurement of revenue
from contracts as the Group does not have significant revenue from contracts at this time.
The core principle of AASB 15 is that an entity recognises revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the consideration to which an entity expects
to be entitled in exchange for those goods or services. An entity recognises revenue in accordance
with the core principle by applying the following steps:
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
52
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
AASB 2016-5 Amendments to Australian Accounting Standards - Classification and Measurement of
Share-based Payment Transactions (Effective 1 January 2018)
This Standard amends AASB 2 Share-based Payment, clarifying how to account for certain types of
share-based payment transactions. The amendments provide requirements on the accounting for:
• The effects of vesting and non-vesting conditions on the measurement of cash-settled share-
based payments
• Share-based payment transactions with a net settlement feature for withholding tax
obligations
• A modification to the terms and conditions of a share-based payment that changes the
classification of the transaction from cash-settled to equity-settled.
AASB 2017-1 Amendments to Australian Accounting Standards - Transfers of Investments Property,
Annual Improvements 2014-2016 Cycle and Other Amendments (Effective 1 January 2018)
The amendments clarify certain requirements in:
• AASB 1 First-time Adoption of Australian Accounting Standards - deletion of exemptions for
first-time adopters and addition of an exemption arising from AASB Interpretation 22 Foreign
Currency Transactions and Advance Consideration
• AASB 12 Disclosure of Interests in Other Entities - clarification of scope
• AASB 128 Investments in Associates and Joint Ventures - measuring an associate or joint
venture at fair value
• AASB 140 Investment Property - change in use.
AASB Interpretation 22 Foreign Currency Transactions and Advance Consideration (Effective 1
January 2018)
The Interpretation clarifies that in determining the spot exchange rate to use on initial recognition of
the related asset, expense or income (or part of it) on the derecognition of a non-monetary asset or
non-monetary liability relating to advance consideration, the date of the transaction is the date on
which an entity initially recognises the non-monetary asset or non-monetary liability arising from the
advance consideration. If there are multiple payments or receipts in advance, then the entity must
determine a date of the transactions for each payment or receipt of advance consideration.
AASB 16 Leases (Effective 1 January 2019)
AASB 16 requires lessees to account for all leases under a single on-balance sheet model in a similar
way to finance leases under AASB 117 Leases. The standard includes two recognition exemptions for
lessees - leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with
a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognise a
liability to make lease payments (i.e., the lease liability) and an asset representing the right to use the
underlying asset during the lease term (i.e., the right-of-use asset).
Lessees will be required to separately recognise the interest expense on the lease liability and the
depreciation expense on the right-of-use asset.
53
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Lessees will be required to remeasure the lease liability upon the occurrence of certain events (e.g., a
change in the lease term, a change in future lease payments resulting from a change in an index or
rate used to determine those payments). The lessee will generally recognise the amount of the
remeasurement of the lease liability as an adjustment to the right-of-use asset.
Lessor accounting is substantially unchanged from today’s accounting under AASB 117. Lessors will
continue to classify all leases using the same classification principle as in AASB 117 and distinguish
between two types of leases: operating and finance leases.
The Group has decided not to early adopt any of the new and amended pronouncements. The Group
is in the process of evaluating the impact of the above standards.
AASB Interpretation 23 and relevant amending standards, Uncertainty over Income Tax Treatments
(Effective 1 January 2019)
The Interpretation clarifies the application of the recognition and measurement criteria in IAS 12
Income Taxes when there is uncertainty over income tax treatments. The Interpretation specifically
addresses the following:
• Whether an entity considers uncertain tax treatments separately
• The assumptions an entity makes about the examination of tax treatments by taxation
authorities
• How an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax
credits and tax rates
• How an entity considers changes in facts and circumstances.
The Group has decided not to early adopt any of the new and amended pronouncements. The Group
is in the process of evaluating the impact of the above standards.
Accounting Policies
(a) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the
Group and the revenue can be reliably measured. The following specific recognition criteria must
also be met before revenue is recognised:
Gold sales
Revenue from gold production is recognised when the significant risks and rewards of ownership
have passed to the buyer.
Interest Income
Revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the
relevant period using the effective interest rate, which is the rate that exactly discounts estimated
future cash receipts through the expected life of the financial asset to the net carrying amount of
the financial asset.
54
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(a) Revenue recognition (continued)
Asset sales
The gross proceeds of asset sales not originally purchased for the intention of resale are included
as revenue at the date an unconditional contract of sale is signed.
(b) Exploration and Evaluation Expenditure
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 are written off to the extent that they will not be recoverable in the future.
(c) Financial Instruments
Recognition
Financial instruments are initially measured at cost on trade date, which includes transaction
costs, when the related contractual rights or obligations exist. Subsequent to initial recognition
these instruments are measured as set out below.
Financial assets at fair value through profit or loss
A financial asset is classified in this category if acquired principally for the purpose of selling in the
short term or if so designated by management and within the requirements of AASB 139:
Recognition and Measurement of Financial Instruments. Derivatives are also categorised as held
for trading unless they are designated as hedges. Realised and unrealised gains and losses arising
from changes in the fair value of these assets are included in the Statement of Profit or Loss and
Other Comprehensive Income in the period in which they arise.
Available-for-sale investments
Available-for-sale investments are those non-derivative financial assets that are designated as
available-for-sale or are not classified as any other category. After initial recognition available-for-
sale investments are measured at fair value with gains or losses being recognised as a separate
component of equity until the investment is derecognised or until the investment is determined
to be impaired, at which time the cumulative gain or loss previously reported in equity is
recognised in profit or loss.
The fair value of investments that are actively traded in organised financial markets is determined
by reference to quoted market bid prices at the close of business on the reporting date. For
55
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(c) Financial Instruments (continued)
investments with no active market, fair value is determined using valuation techniques. Such
techniques include using recent arm’s length market transactions; reference to the current market
value of another instrument that is substantially the same; discounted cash flow analysis and
option pricing models.
Financial liabilities
Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less
principal payments and amortisation.
Fair value
Due to short term nature of receivables and payables disclosed in the financial statements, their
carrying amount is assumed to approximate their fair value.
Impairment of Financial Assets
The Group assesses at each reporting date whether a financial asset or group of financial assets is
impaired.
Available-for-sale investments
If there is objective evidence that an available-for-sale investment is impaired, an amount
comprising the difference between its cost and its current fair value, less any impairment loss
previously recognised in profit or loss, is transferred from equity to the Statement of Profit or Loss
and Other Comprehensive Income. Reversals of impairment losses for equity instruments
classified as available-for-sale are not recognised in profit. Reversals of impairment losses for debt
instruments are reversed through profit or loss if the increase in an instrument’s fair value can be
objectively related to an event occurring after the impairment loss was recognised in profit or loss.
Receivables
Other receivables are recorded at amortised cost less impairment.
(d) Impairment of Assets
At each reporting date, the Group reviews the carrying values of its tangible and intangible assets
to determine whether there is any indication that those assets have been impaired. If such an
indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value
less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the
asset’s carrying value over its recoverable amount is expensed to the Statement of Profit or Loss
and Other Comprehensive Income.
(e) Cash and Cash Equivalents
Cash and short-term deposits in the statement of financial position comprise cash at bank and in
hand, and short-term deposits.
56
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(e) Cash and Cash Equivalents (continued)
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
(f) Earnings per Share
Basic earnings per share is determined by dividing the operating profit or loss after income tax by
the weighted average number of ordinary shares outstanding during the financial year, adjusted
for bonus elements in ordinary shares issued during the year.
Diluted earnings per share is calculated as net profit attributable to members of the parent,
adjusted for:
• costs of servicing equity (other than dividends) and preference share dividends;
• the after tax effect of dividends and interest associated with dilutive potential ordinary shares
that have been recognised as expenses; and
• other non-discretionary changes in revenue or expenses during the period that would result
from the dilution of potential ordinary shares.
Divided by the weighted average number of ordinary shares and dilutive potential ordinary
shares, adjusted for any bonus element.
(f) Property, Plant and Equipment
Impairment
The carrying value of plant and equipment are reviewed for impairment when events or changes
in circumstances indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent cash inflows, the recoverable amount is
determined for the cash-generating unit to which the asset belongs.
If any such indication exists and where the carrying values exceed the estimated recoverable
amount, the assets or cash-generating units are written down to their recoverable amount. The
recoverable amount of plant and equipment is the greater of fair value less costs to sell and value
in use. In assessing value in use, the estimated future cash flows are discounted to their present
value using pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset.
An item of property, plant and equipment is derecognised upon disposal or when no future
economic benefits are expected to arise from the continued use of the asset.
Any gain or loss arising on derecognition of the asset (calculated as the difference between the
net disposal proceeds and the carrying amount of the item) is included in the Statement of Profit
or Loss and Other Comprehensive Income in the period the item is derecognised.
57
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(g) Income Tax
Current Tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in
respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws
that have been enacted or substantively enacted by reporting date. Current tax for current and
prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).
Deferred Tax
Deferred tax is accounted for using the comprehensive balance sheet liability method in respect
of temporary differences arising from differences between the carrying amount of assets and
liabilities in the financial statements and the corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred
tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be
available against which deductible temporary differences or unused tax losses and tax offsets can
be utilised. However, deferred tax assets and liabilities are not recognised if the temporary
differences giving rise to them arise from the initial recognition of assets and liabilities (other than
as a result of a business combination) which affects neither taxable income nor accounting profit.
Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences
arising from goodwill.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in
subsidiaries, branches, associates and joint ventures except where the entity is able to control the
reversal of the temporary differences and it is probable that the temporary differences will not
reverse in the foreseeable future. Deferred tax assets arising from deductible temporary
differences associated with these investments and interests are only recognised to the extent that
it is probable that there will be sufficient taxable profits against which to utilise the benefits of the
temporary differences and they are expected to reverse in the foreseeable future.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the
period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates
(and tax laws) that have been enacted or substantively enacted by reporting date. The
measurement of deferred tax liabilities and assets reflects the tax consequences that would follow
from the manner in which the Group expects, at the reporting date, to recover or settle the
carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same
taxation authority and the Group intends to settle its current tax assets and liabilities on a net
basis.
58
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(g) Income Tax (continued)
Current and Deferred Tax for the Period
Current and deferred tax is recognised as an expense or income in the Statement of Profit or Loss
and Other Comprehensive Income, except when it relates to items credited or debited directly to
equity, in which case the deferred tax is also recognised directly in equity, or where it arises from
the initial accounting for a business combination, in which case it is taken into account in the
determination of goodwill or excess.
(h) Employee Entitlements
Provision is made for the Group’s liability for employee benefits arising from services rendered by
employees to Reporting Date. Employee benefits that are expected to be settled within 1 year
have been measured at the amounts expected to be paid when the liability is settled, plus related
on-costs. Employee benefits payable later than 1 year have been measured at the present value
of the estimated future cash outflows to be made for those benefits.
(i) 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 stated on a gross basis.
(j) Provisions
Provisions are recognised when the Group has a present obligation, the future sacrifice of
economic benefits is probable, and the amount of the provision can be measured reliably.
The amount recognised as a provision is the best estimate of the consideration required to settle
the present obligation at reporting date, taking into account the risks and uncertainties
surrounding the obligation. Where a provision is measured using the cash flows estimated to
settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be
recovered from a third party, the receivable is recognised as an asset if it is virtually certain that
recovery will be received and the amount of the receivable can be measured reliably.
Provision for Rehabilitation Costs
The Group is required to decommission and rehabilitate mines and processing sites at the end of
their producing lives to a condition acceptable to the relevant authorities.
The expected cost of any approved decommissioning or rehabilitation programme, discounted to
its net present value, is provided when the related environmental disturbance occurs. The cost is
capitalised when it gives rise to future benefits, whether the rehabilitation activity is expected to
occur over the life of the operation or at the time of closure. The capitalised cost is amortised over
59
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(j) Provisions (continued)
the life of the operation and the increase in the net present value of the provision for the expected
cost is included in financing expenses. Expected decommissioning and rehabilitation costs are
based on the discounted value of the estimated future cost of detailed plans prepared for each
site. Where there is a change in the expected decommissioning and restoration costs, the value
of the provision and any related asset are adjusted and the effect is recognised in profit or loss on
a prospective basis over the remaining life of the operation.
The estimated costs of rehabilitation are reviewed annually and adjusted as appropriate for
changes in legislation, technology or other circumstances. Cost estimates are not reduced by
potential proceeds from the sale of assets or from plant clean up at closure.
(k) Share Based Payments
Equity settled transactions
The Group provides benefits to employees (including senior executives) of the Group in the form
of share-based payments, 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 of the equity instruments at the date at which they are granted. The fair value is determined
by using the Black-Scholes option pricing model, further details of which are given in the
remuneration report.
In valuing equity-settled transactions, no account is taken of any performance conditions, other
than conditions linked to the price of the shares of Bulletin Resources Limited.
The cost of equity-settled transactions is recognised, together with a corresponding increase in
equity, over the period in which the performance and/or service conditions are fulfilled, ending
on the date on which the relevant employees become fully entitled to the award (the vesting
period).
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 Group’s best estimate of the number of equity instruments that will ultimately vest. 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. The
Statement of Profit or Loss and Other Comprehensive Income charge or credit for a period
represents the movement in cumulative expense recognised as at the beginning and end of
that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting
is only conditional upon a market condition.
60
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(l) Share Based Payments (continued)
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if
the terms had not been modified. In addition, an expense is recognised for any modification that
increases the total fair value of the share-based payment arrangement, or is otherwise beneficial
to the employee, as measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation,
and any expense not yet recognised for the award is recognised immediately. However, if a new
award is substituted for the cancelled award and designated as a replacement award on the date
that it is granted, the cancelled and new award are treated as if they were a modification of the
original award, as described in the previous paragraph.
(m) Segment Reporting
Operating Segments are reported in a manner consistent with the internal reporting provided to
the chief operating decision maker. The chief operating decision maker, who is responsible for
allocating resources and assessing performance of the operating segments, has been identified as
the Board of Directors of Bulletin Resources Limited.
(n) Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental
costs directly attributable to the issue of new shares or options are deducted from equity.
(o) Leases
Operating Leases
Lease payments for operating leases, where substantially all the risks and benefits remain with
the lessor, are charged as expenses in the periods in which they are incurred.
Lease incentives under operating leases are recognised as a liability. Lease payments received
reduce the liability.
(p) Non-current assets and disposal groups held for sale and discontinued operations
Non-current assets and disposal groups are classified as held for sale and measured at the lower
of their carrying amount and fair value less costs to sell if their carrying amount will be recovered
principally through a sale transaction. They are not depreciated or amortised. For an asset or
disposal group to be classified as held for sale it must be available for immediate sale in its present
condition and its sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal
group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair
value less costs to sell of an asset (or disposal group), but is not in excess of any cumulative
impairment loss previously recognised. A gain or loss not previously recognised by the date of the
sale of the non-current asset (or disposal group) is recognised as the date of derecognition.
61
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(p) Non-current assets and disposal groups held for sale and discontinued operations
A discontinued operation is a component of the entity that has been disposed of or is classified
as held for sale and that represents a separate major line of business or geographical area of
operations, is part of a single coordinated plan to dispose of such a line of business or area of
operations, or is a subsidiary acquired exclusively with a view to resale. The results of
discontinued operations are presented separately on the face of the statement of profit or loss
and other comprehensive income and the assets and liabilities are presented separately on the
face of the statement of financial position.
(q) Trade and other payables
Trade and other payables are carried at amortised cost. They represent liabilities for goods and
services provided to the Group prior to the end of the financial year that are unpaid and arise
when the Group becomes obligated to make future payments in respect of the purchase of these
goods and services. The amounts are unsecured and are usually paid within 30 days of
recognition.
(r) Research and development incentive rebate
Any rebate received for eligible research and development (R&D) activities are offset against the
area where the costs were initially incurred. For R&D expenditure that has been capitalised, any
claim received will be offset against ‘deferred exploration and evaluation expenditure’ in the
statement of financial position. For R&D expenditure that has been expensed, any claim received
will be recognised in the statement of profit or loss and other comprehensive income.
Significant Accounting Estimates and Assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and
assumptions of future events. The key estimate 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:
Taxation
In calculating the tax expense for the current year, the Group has assessed the ability to utilise carried
forward tax losses. The Group has obtained expert advice that the majority of these tax losses can be
utilised. However, the tax legislation in relation to the utilisation of these tax losses can be complex
and if the ruling should not be favourable, this would increase the Group’s tax payable significantly.
Asset Acquisition
The Group has determined that the acquisition of controlling interests in Gekogold Pty Ltd are not
deemed business acquisitions. The transactions have been accounted for as asset acquisitions.
In assessing the requirements of AASB 3 Business Combinations, the Group has determined that the
assets acquired do not constitute a business.
The principal asset acquired consists of the right to royalty which has been viewed as a retained
interest in the Gekogold Open Pit Project.
62
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Significant Accounting Estimates and Assumptions (continued)
The transaction is not deemed a business combination as the assets acquired did not meet the
definition of a business. When an asset acquisition does not constitute a business combination, the
assets and liabilities are assigned a carrying amount based on their relative fair values in an asset
purchase transaction and no deferred tax will arise in relation to the acquired assets and assumed
liabilities as the initial recognition exemption for deferred tax under AASB 112 applies. No goodwill
arose on the acquisition and transaction costs of the acquisition are included in the capitalised cost of
the asset.
63
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
2. REVENUE FROM CONTINUING OPERATIONS
Other income
2018
$
23,218
23,218
2017
$
142,205
142,205
Other income in the previous financial year relates predominantly to a net gain on the early repayment
of the hedge liability ($139,931) and a refund of previous expenses ($2,274).
3. CASH FLOW RECONCILIATION
Profit/(loss) after income tax
Other income non-cash
Share based payments expense
(Gain)/loss on sale of investments
Gain on sale of joint venture interest
Net gain on early repayment of hedge liability
Income tax expense
Non-cash component of repayment of loans
Decrease/(increase) in trade and other receivables
(Decrease)/Increase in trade and other payables
(Decrease) in provisions
Net cash (used in) operating activities
4. OTHER RECEIVABLES
Other receivables
Prepayment of gold royalty (i)
2018
$
(586,875)
2017
$
16,084,357
23,218
-
(8,441)
-
-
-
(15,828)
69,945
(1,562,120)
(2,080,101)
-
220,673
83,228
(17,783,444)
(139,931)
1,562,120
20,594
(17,598)
(737,594)
-
(707,595)
2018
$
1,770
-
1,770
2017
$
17,598
250,000
267,598
(i)
The Company paid $250,000 as a prepaid royalty for the acquisition of Gekogold Pty Ltd
(refer Note 7).
5. AVAILABLE-FOR-SALE FINANCIAL ASSETS
Listed equity securities – carried at fair value
2018
$
227,880
2017
$
280,620
227,880
280,620
64
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
5. AVAILABLE-FOR-SALE FINANCIAL ASSETS (continued)
(i) The Company holds shares in Auris Minerals Limited (AUR), which is involved in exploration of
gold and base metals in Western Australia. AUR is listed on the Australian Securities Exchange.
At the end of the year the Company’s investment was $146,880 (30 June 2017: $123,120) which
is based on AUR’s quoted share price.
(ii) The Company holds shares in Kalamazoo Resources Limited (KZR), which is involved in
exploration of gold and base metals in Western Australia. KZR is listed on the Australian
Securities Exchange.
At the end of the year the Company’s investment was $81,000 (30 June 2017: $157,500) which
is based on KZR’s quoted share price.
6. SALE OF INTEREST IN JOINT VENTURE AND DISCONTINUED OPERATIONS
On 2 May 2016 the Company announced that it had entered into an agreement with its joint venture
partner Pantoro to dispose of its 20% interest in the Nicolsons Gold Project with effect from 1 May
2016. From that date the Company lost the rights to those assets. The Company announced it had
executed a Joint Venture Interest Sale and Purchase Agreement on 15 May 2016 with Pantoro
whereby subject to completion of all legal agreements, receipt of shareholder, regulatory, and
financier approvals to approve the transaction the consideration for the sale of Bulletin’s 20% interest
in Nicolsons was as follows:
1.
2.
3.
Pantoro to issue Bulletin 130 million fully paid ordinary Pantoro shares;
Halls Creek Mining Pty Ltd (HCM), the Operator, assumed 100% of Bulletin’s obligations under
its gold loan finance facility with the CBA such that Bulletin has no further obligations to the
CBA subsequent to settlement.
HCM will assume 50% of the responsibility of the gold hedge facility provided by CBA prior to
settlement and 100% thereafter.
In addition, and as part of the agreement, the Board of Bulletin has elected to make, after settlement,
an in-specie distribution of one Pantoro share for every two Bulletin shares held at the time of the in-
specie distribution.
A shareholder meeting was held on 7 July 2016 where shareholders unanimously approved both the
sale of the interest in Nicolsons as well as the in-specie distribution. The disposal of the Company’s
interest was settled on 14 July 2016. The in-specie distribution occurred on 25 July 2016.
65
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
6. SALE OF INTEREST IN JOINT VENTURE AND DISCONTINUED OPERATIONS (continued)
Consideration
Cash
Shares in Pantoro Limited at market value at settlement
date
Net assets of the interest in the joint venture
Cash retained relating to joint venture
Gold hedge liability
Gain on sale of joint venture interest
Income tax expense
2017
$
-
20,800,000
20,800,000
(3,171,900)
504,275
(348,931)
17,783,444
(1,562,120)
Gain on sale of joint venture interest after income tax
16,221,324
At the time of the sale the tax expense was not yet finalised. Once finalised a tax expense of
$1,577,819 was taken to account, an increase of $15,699 for the year ended 30 June 2018.
7. EXPLORATION AND EVALUATION ASSETS
Retained interest (i)
(i) Retained Interest
2018
$
250,000
250,000
2017
$
-
-
On 26 July 2017 the Company acquired Gekogold Pty Ltd (“Gekogold”), the then registered owner
of the Geko gold project located 25 km’s WNW of Coolgardie. Gekogold is a party to a Tenements
Acquisition Agreement with Coolgardie Minerals Limited (CML), formerly Golden Eagle Mining
Limited, an unlisted company, dated 19th December 2014, whereby CML has acquired the project
under certain conditions from Gekogold in return for a royalty.
Following a dispute between the parties on 19th February 2018, both parties voluntarily entered
into a mediation process to resolve all differences in good faith. In early August 2018 both parties
reached settlement on the project dispute and entered into a Deed of Settlement and Release.
In addition to the Deed of Settlement and Release, both parties executed a Profit Share
Agreement, Exploration and Production Joint Venture Agreement and Third Variation to the TAA.
The key terms of the Deed of Settlement and Release are as follows:
1. Gekogold will retain a royalty, payable in cash, over the Project on the following terms:
(i)
10% of the first 25,000 oz Au produced;
66
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
7. EXPLORATION AND EVALUATION ASSETS (continued)
(ii)
(iii)
4% of the next 60,039 oz Au produced; and
2% of all production over and above 85,039 oz Au.
The above royalty is reduced by a capped amount of $3.25M at a rate of 3.33% per ounce.
2. Gekogold will be entitled to 30% of the profit earned from the sale of minerals from the
Project after CML has earned $9M profit. Gekogold makes no contribution to the costs of the
Project and is not responsible for any losses incurred on the Project with mining to commence
by 1st October 2018, subject to no major adverse event occurring.
3. Gekogold and CML have formed a joint venture on a 30:70 basis on the tenement area outside
the Project. CML will operate the joint venture.
4. Gekogold subscribed for $500,000 in fully paid ordinary shares in CML’s Initial Public Offering
in July 2018. CML was admitted to the ASX on 30 August 2018.
8.
INCOME TAX
(a) Numerical reconciliation of income tax expense
to prima facie tax payable
Loss from continuing operations after income tax expense
Profit from discontinuing operations before income tax
expense
Prima facie tax expense/(benefit) on profit/(loss) from
ordinary activities at 30% (2017: 30%)
Under provision of tax in prior period
Tax effect of amounts which are not deductible
(taxable) in calculating taxable income
Share based payments
R&D refund
Available for sale asset
Movement in unrecognised temporary differences
Tax losses and temporary differences utilised previously not
recognised
Deferred tax assets not recognised in relation to current year
tax losses
Income Tax Expense is attributable to:
Loss from continuing operations
Profit from discontinuing operations
2018
$
2017
$
(586,875)
(136,967)
-
17,783,444
(586,875)
17,646,477
(176,063)
5,293,943
(15,699)
-
-
-
-
-
-
-
66,202
(235,475)
(29,694)
5,094,976
-
(3,532,856)
207,461
-
15,699
-
15,699
-
1,562,120
1,562,120
67
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
8.
INCOME TAX (continued)
(b) Recognised temporary differences
Deferred Tax Assets (at 30%)
Investments
Accruals
Provisions
Capital raising costs
Deferred Tax Liabilities (at 30%)
Net Deferred Tax Assets (at 30%)
(c) Unrecognised temporary differences
Deferred Tax Assets (at 30%)
Capital raising costs
Borrowing costs
Provisions
Carry forward tax losses
Deferred Tax Liabilities (at 30%)
Mine property and development
Mineral exploration
Net Deferred Tax Assets (at 30%)
3,078
5,528
724
95,699
105,029
-
105,029
-
8,292
353
45,734
54,379
-
54,379
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
In the current year all carried forward tax losses were utilised against the profits made from the sale
of the company’s 20% Joint Venture interest. Going forward the potential tax benefit will only be
obtained if the relevant company derives future assessable income of a nature and an amount
sufficient to enable the benefit to be realised; and
i. the relevant company continues to comply with the conditions for deductibility imposed by the
law; and
ii. no changes in tax legislation adversely affect the relevant company in realising the benefit.
9. TRADE & OTHER PAYABLES
Trade payables (a)
Sundry creditors and accruals (b)
2018
$
136,489
-
136,489
2017
$
74,982
-
74,982
(a) Trade creditors are non-interest bearing and generally on 30 day terms.
(b) Sundry creditors and accruals are non-interest bearing and generally on 30 day terms.
Due to the short term nature of these payables, their carrying value approximates their fair value.
68
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
10. PROVISIONS
Provision for income tax
2018
$
-
-
2017
$
1,562,120
1,562,120
This relates to the estimated income tax payable on the Company’s 30 June 2017 profits. Refer to Note
8 for further detail.
11. ISSUED CAPITAL
(a) Share capital
Ordinary Shares
Opening balance
Movement during the year
Return of capital (i)
Closing balance
2018
No
2017
No
2018
$
2017
$
179,293,074
-
-
179,293,074
179,293,704
-
-
179,293,704
1,200,704
-
1,200,704
14,647,689
-
(13,446,985)
1,200,704
(i)
On 25 July 2016 an in-specie distribution of one Pantoro share for every two Bulletin shares
held at the time of the in-specie distribution was conducted resulting in a reduction of the
Company’s issued capital based on the market value of the shares at that date.
(a) Movement of ordinary share capital
Date
Details
1 July 2016
25 July 2016
30 June 2017
30 June 2018
End of 2016 financial year
In-specie distribution
End of 2017 financial year
End of 2018 financial year
Number
179,293,074
-
179,293,074
179,293,074
Issue Price
($)
$
14,647,689
(13,446,985)
1,200,704
1,200,704
-
-
-
(b) Movement in options on issue
Beginning of the financial year
Options issued
Options exercised during the financial year
Expired during the financial year
End of financial year
2018
No
2017
No
15,500,000
-
-
-
15,500,000
-
15,500,000
-
-
15,500,000
69
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
11. ISSUED CAPITAL
(c)
Capital risk management
The Group’s objective when managing capital is to safeguard their ability to continue as a going
concern and to provide returns for shareholders and benefits for other stakeholders and to maintain
capital structure to reduce the cost of capital.
The net assets of the Group are equivalent to capital. Net capital is obtained through capital raisings
on the Australian Securities Exchange.
The Board of Directors monitors capital on an ad-hoc basis. No formal targets are in place for return
on capital or gearing ratios, as the Group has not derived any income from its mineral exploration and
currently has no debt facilities in place.
12. RESERVES
Equity settled transaction
Available-for-sale-reserve
Movements in Reserves
Equity settled transaction reserve
Balance at beginning of financial year
Share based payment
Balance at end of financial year
2018
$
268,481
(51,720)
216,761
2017
$
268,481
(98,980)
169,501
268,481
-
268,481
47,808
220,673
268,481
The equity settled transaction reserve records share-based payment transactions.
Available-for-sale reserve
Balance at beginning of financial year
Net change in fair value of available-for-sale financial assets
Balance at end of financial year
2018
$
2017
$
(98,980)
47,260
(51,720)
-
(98,980)
(98,980)
This reserve records the movements in the fair value of available-for-sale investments.
13. RETAINED EARNINGS
Retained earnings/(accumulated losses) at beginning of
financial year
(Loss)/profit for the year
Transfer from option reserve
Accumulated losses at end of financial year
2,891,751
(586,875)
-
2,304,876
(13,192,606)
16,084,357
-
2,891,751
70
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
14. EARNINGS/(LOSS) PER SHARE
The profit/(loss) and weighted average number of ordinary
shares used in the calculation of profit/(loss) per share are as
follows:
2018
$
2017
$
Loss from continuing operations
Basic and diluted loss per share (cents per share)
(586,875)
(0.33)
(136,967)
(0.08)
Profit/(loss) for the year
Basic and diluted profit/(loss) per share (cents per share)
Weighted average number of ordinary shares
(586,875)
(0.33)
179,293,074
16,084,357
8.97
179,293,074
15,500,000 (2017: 15,500,000) options issued pursuant to offers made under disclosure documents
and are considered to be potential ordinary shares but have not been included in the calculation of
earnings per share as they are not dilutive.
15. DIVIDENDS
On 25 July 2016 the Group conducted an in-specie distribution to its shareholders of $13,446,985 by
distributing 1 Pantoro share for every 2 Bulletin shares held at the Record Date.
No dividends were paid during the financial year. No recommendation for payment of dividends has
been made.
16. SHARE BASED PAYMENTS
Directors and Executives Options
The Company issues options to Directors and Executives from time to time. The terms and conditions
of those options vary between option holders. There were nil (2017: 15,000,000) options issued to
Directors or Executives during the financial year.
Options issued to the Directors and Executives vest immediately.
Other relevant terms and conditions applicable to options granted as above include:
any Directors or Executives vested options that are unexercised by 30 November 2019 will expire
or, if they resigned, in accordance with their specific terms and conditions; and
upon exercise, these options will be settled in ordinary shares of Bulletin Resources Limited.
In the previous financial year there were 500,000 options issued to consultants on the same terms
and conditions as director options.
71
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
16. SHARE BASED PAYMENTS (continued)
(a)
Summary of options issued
The following table illustrates the number (No.) and weighted average exercise prices (WAEP) of share
options issued.
Outstanding at 1 July
Granted during the year
Exercised during the year
Disposed of during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
2018
No.
15,500,000
-
-
-
-
15,500,000
15,500,000
2018
WAEP
$
0.033
-
-
-
-
0.033
0.033
2017
No.
-
15,500,000
-
-
-
15,500,000
15,500,000
2017
WAEP
$
-
0.033
-
-
-
0.033
0.033
There were no options issued during the year. In the prior year the following options were issued:
Directors
2017
12,000,000 options over ordinary shares with an exercise price of $0.033 each, exercisable
immediately and expiring on 30 November 2019.
2017
Executives
3,000,000 options over ordinary shares with an exercise price of $0.033 each exercisable
immediately and expiring on 30 November 2019 were issued to an executive.
2017
Consultants
500,000 options over ordinary shares with an exercise price of $0.033 each exercisable
immediately and expiring on 30 November 2019 were issued to a consultant.
(b) Valuation models of options issued
The fair value of the options is estimated at the date of grant using a Black & Scholes model. The
following table gives the assumptions made in determining the fair value of the options granted in the
previous financial year.
72
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
16. SHARE BASED PAYMENTS (continued)
Dividend yield (%)
Expected volatility (%)
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price ($)
Share price at grant date ($)
Fair value at grant date (cents)
Nil
93.98
1.92
3.02
0.033
0.026
1.42
The expected life of the options is based on historical data and is not necessarily indicative of exercise
patterns that may occur.
The expected volatility reflects the assumption that the historical volatility is indicative of future
trends, which may also not necessarily be the actual outcome.
Weighted average remaining contractual life
The weighted average remaining contractual life for share options outstanding as at 30 June 2018 is
1.44 years (2017: 2.44 years).
Weighted average fair value
The weighted average fair value of the options granted during the financial year was nil (2017: 1.42
cents each).
Employee Expenses
Share options granted:
- equity settled Key Management Personnel
- equity settled Other
Total expense recognised as employee costs
17. REMUNERATION OF AUDITOR
During the year, the following fees were received or due and
receivable by BDO for:
Audit and review of financial report
Other than their statutory audit duties, BDO Audit (WA) Pty
Ltd did not perform any other services for the Company
during the year.
2018
$
2017
$
-
-
-
213,555
7,118
220,673
2018
$
2017
$
36,203
36,203
34,717
34,717
73
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
18. RELATED PARTY TRANSACTIONS
(a) Directors
The names of persons who were Directors of Bulletin Resources Limited at any time during the
financial year were as follows: Paul Poli, Robert Martin and Frank Sibbel. Other key management
personnel include the Company Secretary, Andrew Chapman.
(b) Other Related Party Transactions
Transactions between related parties are on commercial terms and conditions, no more favourable
than those available to other parties unless otherwise stated.
No amounts in addition to those disclosed in the remuneration report to the financial statements were
paid or payable to Directors or other key management personnel of the Group in respect of the year
ended 30 June 2018.
(c) Transactions with related parties
The following transactions occurred with related parties:
The Group has a services agreement with Matsa Resources Limited whereby Matsa would provide
accounting and administrative services to the Group on a monthly arms-length and commercial basis.
Messrs Poli, Sibbel and Chapman are directors of Matsa.
In the current year $76,146 has been charged to Bulletin for these services (2017: $78,114). At 30 June
2018 there was an outstanding balance of $24,272 (2017: $9,338) owing to Matsa.
Compensation of Key Management Personnel
Short-term employment benefits
Post-employment benefits
Termination benefits
Share-based payment
2018
$
2017
$
204,085
4,290
-
-
208,375
257,320
7,379
-
213,555
478,254
The compensation disclosed above represents an allocation of the key management personnel’s
estimated compensation from the Group in relation to their services rendered to the Group.
74
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
19. SEGMENT REPORTING
The Group operates in the mineral exploration industry in Australia. For management purposes, the
Group is organised into one main operating segment which involves the exploration of minerals in
Australia. All of the Group’s activities are interrelated and discrete financial information is reported
to the Board (Chief Operating Decision Maker) as a single segment. Accordingly, all significant
operating decisions are based upon analysis of the Group as one segment. The financial results from
this segment are equivalent to the financial statements of the Group as a whole.
20. INVESTMENT IN CONTROLLED ENTITIES
Entity
Principal
Activity
Class of
Shares
Country of
incorporation
Lamboo
Operations Pty Ltd
Gekogold Pty Ltd
Inactive
Ordinary
Australia
Mineral
Exploration
Ordinary
Australia
21. PARENT ENTITY DISCLOSURES
Equity holding
201
8%
2017
%
100
100
100
-
As at, and throughout, the financial year ended 30 June 2018 the parent company of the Group was
Bulletin Resources Limited.
Result of the parent Entity
Profit/(loss) for the year
Other comprehensive gain/(loss)
Total comprehensive profit/(loss) for the year
Financial position of parent entity at year end
Current assets
Total assets
Current liabilities
Total liabilities
Total equity of the parent entity comprising of:
Share capital
Reserves
Retained earnings
Total equity
Company
2018
$
2017
$
(586,875)
47,260
(539,615)
16,084,357
(98,980)
15,985,377
3,608,830
3,858,830
136,489
136,489
1,200,704
216,761
2,304,876
3,722,341
5,899,058
5,899,058
1,637,102
1,637,102
1,200,704
169,501
2,891,751
4,261,956
75
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instruments comprise receivables, payables, cash and short-term
deposits and available-for-sale investments.
Risk exposures and responses
The Group manages its exposure to key financial risks in accordance with the Group’s financial risk
management policy. The objective of the policy is to support the delivery of the Group’s financial
targets while protecting future financial security.
The main financial risks are interest rate risk, commodity risk, credit risk, equity price risk and liquidity
risk. The Group uses different methods to measure and manage different types of risks to which it is
exposed. These include monitoring levels of exposure to interest rate and assessments of market
forecasts for interest rate and commodity prices. Ageing analysis of and monitoring of receivables are
undertaken to manage credit risk, liquidity risk is monitored through the development of future rolling
cash flow forecasts.
The board reviews and agrees policies for managing each of these risks as summarised below.
Primary responsibility for identification and control of financial risks rests with the Board. The Board
reviews and agrees policies for managing each of the risks identified below.
Details of the significant accounting policies and methods adopted, including the criteria for
recognition, the basis of measurement and the basis on which income and expenses are recognised,
in respect of each class of financial asset, financial liability and equity instrument are disclosed in note
1 to the financial statements.
The accounting classification of each category of financial instruments as defined in note 1, and their
carrying amounts, are set out below:
a) Interest Rate Risk Exposures
The Group’s exposure to risks of changes in market interest rates relate primarily to the Group’s cash
balances. The Group constantly analyses its interest rate exposure. Within this analysis consideration
is given to potential renewals of existing positions, alternative financing positions and the mix of fixed
and variable interest rates. The following sensitivity analysis is based on the interest rate risk
exposures in existence at the reporting date. The sensitivity analysis is for variable rate instruments.
The Group has performed a sensitivity analysis relating to its exposure to interest rate risk. At 30 June
2018 and 30 June 2017 the Group’s exposure to interest rate risk is not deemed material.
The Group's exposure to interest rate risk and the effective weighted average interest rate for classes
of financial assets are set out below:
76
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
Financial
Assets
and
Cash and cash
equivalents
Trade
other
receivables
Other
financial
assets
Total
Financial
Assets
Floating Interest Rate
2018
$
2017
$
Fixed Interest
Less than 1 year
2017
2018
$
$
Non-interest
Bearing
2018
$
2017
$
Total
2018
$
2017
$
1,379,180
1,350,840
2,000,000
4,000,000
-
-
3,379,180
5,350,840
-
-
-
-
-
-
-
1,770
267,598
1,770
267,598
-
227,880
280,620
227,880
280,620
1,379,180
1,350,840
2,000,000
4,000,000
229,650
548,218
3,858,830
5,899,058
The weighted average interest rate received on cash and cash equivalents by the Group was 1.85%
(2017: 1.73%).
b) Credit risk
The Group does not have any significant concentrations of credit risk. Credit risk is managed by the
Board and arises from cash and cash equivalents as well as credit exposure including outstanding
receivables and committed transactions. All cash balances held at banks are held at internationally
recognised institutions. The majority of receivables are immaterial to the Group. Given this, the credit
quality of financial assets that are neither past due or impaired can be assessed by reference to
historical information about default rates.
Credit risk arises from cash and cash equivalents and deposits with banks. The credit quality of
financial assets that are neither past due nor impaired can be assessed by reference to external credit
ratings. Financial assets that are neither past due and not impaired are as follows:
Cash and cash equivalents
(c) Commodity Price Risk
2018
$
3,379,180
2017
$
5,350,840
The Group’s revenues are exposed to commodity price fluctuations. The Group has no exposure at the
end of the financial year.
(d) Liquidity Risk
Prudent liquidity risk management implies maintaining sufficient cash balances and access to equity
funding. The Group’s exposure to the risk of changes in market interest rates relate primarily to cash
assets and floating interest rates. The Directors monitor the cash-burn rate of the Group on and on-
going basis against budget and the maturity profiles of financial assets and liabilities to manage its
liquidity risk.
77
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
As at the reporting date the Group had sufficient cash reserves to meet its requirements. The Group
has no access to credit standby facilities.
The financial liabilities of the Group had at the reporting date were trade and other payables incurred
in the normal course of business as well.
Maturity analysis of financial assets and liabilities based on management’s expectation
The risk implied from the values shown in the table below, reflects a balanced view of cash inflows
and outflows. Trade payables and other financial liabilities mainly originate from the financing of
assets used in ongoing operations. To monitor existing financial assets and liabilities as well as to
enable effective controlling of future risks, management monitors its Group’s expected settlement of
financial assets and liabilities on an ongoing basis.
30 June 2018
Financial Assets
Cash and
equivalents
Other receivables
Other financial
assets
Financial Liabilities
Trade and other
payables
30 June 2017
Financial Assets
Cash and
equivalents
Other receivables
Other financial
assets
Financial Liabilities
Trade and other
payables
Carrying
amount
Contractual
cash flows
6 mths or
less
6-12 mths
1-2 years
2-5 years
3,379,180
1,770
3,379,180
1,770
3,379,180
1,770
227,880
3,608,830
227,880
3,608,830
227,880
3,608,830
136,489
136,489
136,489
136,489
136,489
136,489
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Carrying
amount
Contractual
cash flows
6 mths or
less
6-12 mths
1-2 years
2-5 years
5,350,840
267,598
5,350,840
17,598
5,350,840
17,598
280,620
5,899,058
280,620
5,649,058
280,620
5,649,058
-
250,000
-
250,000
74,982
74,982
74,982
-
-
-
-
-
-
-
-
-
-
-
78
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
Equity Price Risk
Other Equity price risk is the risk that the value of the instrument will fluctuate as a result of changes
in market prices (other than those arising from interest rate risk or currency risk), whether caused by
factors specific to an individual investment, its issuer or all factors affecting all instruments traded in
the market.
Investments are managed on an individual basis and material buy and sell decisions are approved by
the Board of Directors. The primary goal of the Group’s investment strategy is to maximise investment
returns.
The Company’s investments are solely in equity instruments. These instruments are classified as
available-for-sale and carried at fair value with fair value changes recognised directly in other
comprehensive income.
The following table details the breakdown of the investment assets and liabilities held by the Group:
Listed equities (Level 1 fair value hierarchy)
Sensitivity analysis
Note
5
30 June 2018
$
227,880
30 June 2017
$
280,620
The Group’s equity investments are listed on the Australian Securities Exchange. A 10% increase in
stock prices at 30 June 2018 would have increased equity by $22,788 (2017: $28,062), an equal change
in the opposite direction would have decreased equity by an equal but opposite amount.
(e) Fair value measurements
For all financial assets and liabilities recognised in the statement of financial position, carrying
amount approximates fair value unless otherwise stated in the applicable notes.
Fair value hierarchy
The Group classifies assets and liabilities carried at fair value using a fair value hierarchy that reflects
the significance of the inputs used in determining that value. The following table analyses financial
instruments carried at fair value by the valuation method. The different levels in the hierarchy have
been defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (as prices) or indirectly (derived from prices); and
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
79
BULLETIN RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
23. COMMITMENTS AND CONTINGENCIES
There are no contingent assets or liabilities as at 30 June 2018. Since the end of the financial year the
Group entered into an agreement to acquire 80% of the Hodgkinson Basin Gold Project from Territory
Minerals Limited. Under the terms of the consideration (refer Note 24 below) Bulletin is required to
make certain deferred payments contingent upon specific circumstances occurring.
24. EVENTS SUBSEQUENT TO REPORTING DATE
On 6 August 2018 Bulletin announced that it had finalised and executed a Deed of Settlement and
Release with CML on the Geko gold project in which Bulletin holds a royalty. Full details of the
settlement are contained in the Review of Operations and Note 7 of these financial statements.
On 3 August 2018 the Company announced that it entered into a Sale and Purchase Agreement (SPA)
with unlisted public company, Territory Minerals Limited (TML) to acquire an 80% direct interest in
the Hodgkinson Basin Gold Project (HGBP) in north Queensland by paying TML $1.65M on the
following terms:
1. A non-refundable deposit of $50,000 (paid)
2. A payment of $350,000 upon completion of 21 day due diligence period including receipt of
Bulletin shareholder approval and completing all other conditions precedent (Preliminary
Completion date)
3. A payment of $500,000 twelve (12) months after Preliminary Completion
4. A payment of $500,000 twenty four (24) months after Preliminary Completion
5. A payment of $250,000 thirty (30) months after Preliminary Completion
6. There is a further payment of $500,000 payable to TML 90 days after first production from the
project
In addition to the above cash payments TML will be free-carried on the project until Bulletin has spent
$7M on the project. The $7M can be spent on exploration, development and production expenditure
as applicable and has no set timeframe to occur.
Upon Bulletin meeting the expenditure requirements, TML must either contribute its share of ongoing
expenditure (20%) or dilute to a net smelter royalty (NSR) of 1.125% on all gold produced and any
other metals. Should TML dilute to the NSR, Bulletin will then own a 100% interest in the project.
Bulletin has the right to withdraw from the project at any time prior to making all the above payments
(other than the production payment) with no ongoing liability to TML. Bulletin only earns its 80% direct
interest upon completion of the payments to the total of $1.65M. The proposed acquisition is subject
to shareholder approval.
80
BULLETIN RESOURCES LIMITED
DIRECTORS DECLARATION
FOR THE YEAR ENDED 30 JUNE 2018
DIRECTORS’ DECLARATION
The Directors of the Company declare that:
1. The financial statements, comprising the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of financial position, consolidated statement
of cash flows, consolidated statement of changes in equity, consolidated accompanying notes,
are in accordance with the Corporations Act 2001 and:
(a) Comply with Accounting Standards and the Corporations Regulations 2001 and other
mandatory professional reporting requirements; and
(b) Give a true and fair view of the financial position as at 30 June 2018 and of the
performance for the year ended on that date of the Group.
2.
In the Directors’ opinion, there are reasonable grounds to believe that the Group will be able
to pay its debts as and when they become due and payable.
3. The Directors have been given the declarations by the Managing Director required by section
295A.
4. The Group 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:
Paul Poli
Director - Chairman
Dated this 17th day of September 2018
81
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
INDEPENDENT AUDITOR'S REPORT
To the members of Bulletin Resources Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Bulletin Resources Limited and its subsidiaries (the Group),
which comprises the consolidated statement of financial position as at 30 June 2018, 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, and notes to the
financial report, including a summary of significant accounting policies and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2018 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
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.
Accounting for Acquisition of Gekogold Pty Ltd
Key audit matter
How the matter was addressed in our audit
On 26 July 2017 the Company acquired
Gekogold Pty Ltd (“Gekogold”). Gekogold is
a party to a Tenements Acquisition
Agreement with Coolgardie Minerals Limited
(CML), formerly Golden Eagle Mining
Limited, whereby CML has acquired the Geko
Gold project under certain conditions from
Gekogold in return for a royalty.
The Group treated the transaction as an
asset acquisition, rather than a business
acquisition.
This has been identified as a key audit mat
ter because this was a significant transaction
during the period which involved judgements
to be exercised by management in respect of
whether the acquisition is an asset or busi
ness acquisition and the nature of the asset
being acquired.
Our procedures included, but were not limited to the
following:
· Obtaining an understanding of the
transaction, including an assessment of
whether the transaction constituted an asset
or business acquisition;
·
·
·
Reviewing the sale and purchase agreement
to understand key terms and conditions;
Assessing management’s determination of the
fair value of consideration paid and agreeing
the consideration to supporting
documentation;
Assessing the allocation of the purchase price
to net assets which have been acquired
including the evaluating the nature of the
assets being acquired;
· We have also assessed the adequacy of the
related disclosures in Note 7 to the financial
report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2018, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
2
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
http://www.auasb.gov.au/auditors_files/ar2.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 22 to 29 of the directors’ report for the
year ended 30 June 2018.
In our opinion, the Remuneration Report of Bulletin Resources Limited, for the year ended 30 June
2018, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Neil Smith
Director
Perth, 17 September 2018
3
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
DECLARATION OF INDEPENDENCE BY NEIL SMITH TO THE DIRECTORS OF BULLETIN RESOURCES
LIMITED
As lead auditor of Bulletin Resources Limited for the year ended 30 June 2018, 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
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Bulletin Resources Limited and the entities it controlled during the
period.
Neil Smith
Director
BDO Audit (WA) Pty Ltd
Perth, 17 September 2018
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
BULLETIN RESOURCES LIMITED
ADDITIONAL ASX INFORMATION
FOR THE YEAR ENDED 30 JUNE 2018
The following additional information is required by the Australian Securities Exchange. The
information is current as at 12th September 2018.
(a) Distribution schedule and number of holders of equity securities
Stock Exchange Listing – Listing has been granted for 179,293,074 ordinary fully paid shares of the
Company on issue on the Australian Securities Exchange.
Fully Paid Ordinary
Shares (BNR)
1 – 1,000
1,001
5,000
–
5,001
10,000
–
10,001 –
100,000
100,001 –
and over
Total
24
7
24
137
136
328
There were 56 shareholders holding less than a marketable parcel at 12th September 2018.
(b) Substantial shareholders
Substantial shareholders in Bulletin Resources Ltd as disclosed in substantial holder notices provided
to the Company are detailed below -
Name
MATSA RESOURCES LIMITED
GOLDFIRE ENTERPRISES PTY LTD
Shares
% of Total Shares
48,000,000
39,784,133
26.77
22.19
86
BULLETIN RESOURCES LIMITED
ADDITIONAL ASX INFORMATION
FOR THE YEAR ENDED 30 JUNE 2018
ADDITIONAL ASX INFORMATION (CONTINUED)
(c) 20 Largest holders of quoted equity securities as at 12th September 2018
The names of the twenty largest holders of fully paid ordinary shares (ASX code: BNR) are:
Rank Name
Matsa Resources Limited
Shares
% of Total
Shares
48,000,000
26.77
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
Mr Robert Paul Martin & Mrs Susan Pamela Martin