ABN 54 118 912 495
ANNUAL REPORT AND FINANCIAL STATEMENTS
YEAR ENDED 30 JUNE 2012
CATALYST METALS LIMITED
CONTENTS
PAGE
CORPORATE DIRECTORY
CHAIRMAN’S REVIEW
DIRECTORS’ REPORT
AUDITOR’S INDEPENDENCE DECLARATION
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
INDEPENDENT AUDIT REPORT
CORPORATE GOVERANCE STATEMENT
ADDITIONAL INFORMATION
2
3
4
19
20
21
22
23
24
46
47
49
53
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
1
CATALYST METALS LIMITED
CORPORATE DIRECTORY
DIRECTORS
AUDITORS
Stephen Boston (Non-Executive Chairman)
Robin Scrimgeour (Non-Executive Director)
Gary Schwab (Non-Executive Director)
Bruce Kay (Non-Executive Director)
RSM Bird Cameron Partners
8 St Georges Terrace
Perth, Western Australia 6000
COMPANY SECRETARY
SHARE REGISTRY
Frank Campagna
REGISTERED OFFICE AND PRINCIPAL PLACE OF
BUSINESS
Level 3
50 Colin Street
West Perth, Western Australia 6005
Telephone: +618 9383 2825
+618 9284 5426
Facsimile:
admin@catalystmetals.com.au
Email:
www.catalystmetals.com.au
Website:
Security Transfer Registrars Pty Ltd
770 Canning Hwy
Applecross, Western Australia 6153
Telephone: +618 9315 2333
+618 9315 2233
Facsimile:
registrar@securitytransfer.com.au
Email:
www.securitytransfer.com.au
Website:
STOCK EXCHANGE LISTING
Catalyst Metals Limited is listed on ASX Limited
Home Exchange – Perth
ASX code: CYL
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
2
CATALYST METALS LIMITED
CHAIRMAN’S REVIEW
Dear Shareholders
I am pleased to report that the exploration during the last 12 months at the Four Eagles Gold Project has
advanced significantly towards the objective of discovering a major new gold deposit concealed
beneath Murray Basin sediments about 70 kms north of Bendigo, Victoria. Major drilling campaigns
during 2012 have extended the gold zones with the Eagle 3 structure now extending for almost six
kilometres. High grade gold intersections were also recorded on two other structures, namely the Eagle
2 and Eagle 4 zones. In the next 12 months the objective of our exploration programmes is to define
continuity of these gold zones so that an ore resource can be estimated. A high priority of the
Company is to gain a pathway to cash flow as soon as possible.
Aircore and diamond drilling has upgraded three prospects which all lie on three separate trends.
Further drilling will be required to test the defined prospects at Boyd’s Dam, Hayanmi and Discovery. In
addition there continues to be expansive prospective untested shallow areas present that will require
reconnaissance aircore drilling to be conducted in 2013.
These successful explorations have been funded by a number of recapitalisations of the Company (via
Placement and a Share Purchase Plan). The Company has also been able to exercise its option to
proceed to Phase 2 of the Four Eagles Gold Project Earn-In, and enter into an Option to Purchase
Agreement with Unity Mining Limited over a number of assets it owns in Bendigo.
During the financial year the Company raised a total of $1,934,710 in equity funds through a private
placement of 1,256,143 ordinary fully paid shares at a subscription price of $0.35 per share in October
2011, a Share Purchase Plan of 2,462,500 ordinary fully paid shares at a subscription price of $0.40 per
share in April 2012 and private placement of 1,214,429 ordinary fully paid shares at a subscription price
of $0.42 per share in June 2012. In May 2012 the Company issued 5,607,182 bonus options on a 1:8 basis
which are listed and exercisable at $0.50 per share and expire on 15 January 2013.
In January 2012, the Company advised its Earn-In Partner of its intention to proceed to Phase 2 of the
Heads of Agreement which was executed on the 24 December 2010 for the Four Eagles Gold Project.
The Company’s wholly owned subsidiary Kite Gold Pty Ltd had satisfied Phase 1 of the Heads of
Agreement by spending $450,000 on exploration within the first 12 months from completion on the 20
January 2011. Phase 2 of the Heads of Agreement with our Earn-In Partner involved issuing an
additional 750,000 ordinary fully paid shares in the Company and paying $100,000 in cash in March
2012. These payments entitle the Company to earn a 50% interest in the tenements by spending a total
of $2.1 million on the Four Eagles Gold Project before 20 January 2014. The Company had spent
approximately $1.8 million of this commitment at the end of the 2012 financial year.
The Company also announced in January 2012 that it had executed an Option to Purchase Agreement
with Unity Mining Limited, which provided the Company with the right to acquire a 600,000 tonne per
annum gold plant within 12 months. The Company will pay up to $450,000 to Unity Mining Limited during
the Option period.
The Board would like to extend a warm welcome to all our new shareholders who joined the share
register during the year. The Board would also like to thank our incredibly loyal and supportive
shareholder base who have continued to support the Company during another formative year. The
Board would also like to acknowledge the dedication and continued support of its consultants during
what was a very eventful year for our Company.
Your Board remains committed to adding value for the benefit of all shareholders and looks forward to
2013 and the opportunities that it will bring.
Stephen Boston
Chairman
21 September 2012
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
3
CATALYST METALS LIMITED
DIRECTORS’ REPORT
The Directors of Catalyst Metals Limited present their report on the consolidated entity for the year
ended 30 June 2012.
DIRECTORS
The names of the Directors in office at any time during or since the end of the financial year are:
Stephen Boston
Robin Scrimgeour
Gary Schwab
Bruce Kay
Directors have been in office since the start of the financial year to the date of this report unless
otherwise stated.
COMPANY SECRETARY
Frank Campagna
FINANCIAL POSITION
The net assets of the Group are $1,533,736 as at 30 June 2012 (2011: $2,167,638).
CORPORATE STRUCTURE
Catalyst Metals Limited is a company limited by shares that is incorporated and domiciled in Australia.
PRINCIPAL ACTIVITIES
The principal activity of the Group during the financial year was mineral exploration and evaluation.
There was no significant change in the nature of the activities during the year.
RESULTS OF OPERATIONS
The operating loss after income tax of the Group for the year ended 30 June 2012 was $3,507,052 (2011:
$1,276,945).
DIVIDENDS
No dividend has been paid during or is recommended for the financial year ended 30 June 2012.
REVIEW OF OPERATIONS
During the year Catalyst conducted several drilling campaigns at the Four Eagles Gold Project (Four
Eagles) in Victoria and considerably enhanced the prospectivity of the area. There are now three
identified mineral structures at Four Eagles that contain high grade gold intersections, the longest of
which extends for almost six kilometres. Field programmes were also undertaken at the Minnie Creek
tungsten and uranium project in Western Australia. No activity was possible at the Everton molybdenum
project in Victoria.
Four Eagles Gold Project (Victoria)
In December 2010, Catalyst Metals Limited entered into a formal heads of agreement with a private
company, Providence Gold and Minerals Pty Ltd (Providence Gold) to form a joint venture to further
explore and develop the Four Eagles Gold Project (EL4525 and EL5295). The Four Eagles Gold Project is
located generally along strike of the Bendigo Goldfield and west of the towns of Mitiamo and Raywood
in central Victoria, extending from 20 to 70 kilometres north of Bendigo (Figure 1).
As part of Phase 1 of this farm-in agreement, Catalyst was required to spend $450,000 on exploration
before 20 January 2012 as well as satisfying some other specific conditions. This was achieved and
Catalyst exercised its option to proceed to Phase 2 and earn a 50% equity in the project.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
4
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
At the end of the 2012 financial year, Catalyst had spent approximately $1.8 million on exploration at
Four Eagles and will need to spend a further $300,000 before January 2014 to earn its 50% interest.
Figure 1 – Four Eagles Gold Project Location and tenements
of other North Bendigo Explorers
Exploration during the 2011 financial year had discovered several new zones of gold mineralisation
which contained high grade gold mineralisation totally concealed beneath the overlying Murray Basin
sediments.
In 2012, these zones have been significantly expanded in size and the interpretation now shows five
potential “lines of lode”, the largest of which is now about 6 kilometres long (Eagle 3 Structure)(Figure 2).
Closer spaced drilling on portions of two of these structures this year has shown further high gold grades
in a 50 metre wide corridor over a strike length of up to 1 km, but the nature of the mineralisation and
the continuity have still not been established. Three advanced prospects (Hayanmi, Boyd’s Dam and
Discovery) have now been defined but will require angled diamond or RC drilling to fully understand the
nature of the mineralisation.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
5
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Figure 2 – Four Eagles Gold Project Drilling Locations & Results
An important aspect of the gold mineralisation at Four Eagles is that it appears to show much less
variability (or “nugget effect”) compared to the Bendigo gold field. Initial assays are undertaken on a
small 25 gram sample taken from 2 – 3 kilogram of total material. Anomalous samples (>0.5g/t Au) are
then re-assayed by cyanide leaching of the total 2-3 kilogram sample. The correlation between the two
assays is very good (>90%) indicating that gold is finely dispersed throughout the sample. Bulk leach
samples are generally higher by an average of 9%. Another significant difference to Bendigo is that
there appears to be much less massive vein quartz at Four Eagles (except perhaps at Eagle 2) with gold
occurring in shear zones or mineralised structures with quartz veinlets, brecciation and alteration. This
means that if the area is gold endowed as at Bendigo, the grade predictability may be much better.
All assays on the attached tables and diagrams have now been adjusted to use the bulk leach gold
values where they are available.
During 2012, the Company completed 156 air-core holes for a total metreage of 13,742 metres, 8
reverse circulation (RC) holes for a total of 556.5 metres and 6 diamond drill/rotary mud holes for a total
of 887.7 metres.
Aircore drilling was undertaken on the northern EL 5295 for the first time ever and produced some minor
intersections of alluvial gold (maximum 3 metres @ 0.4g/t Au from 93 metres in FE473). Only 21 aircore
holes at very wide spacing were drilled on this tenement as a first pass reconnaissance exercise and
further drilling is necessary.
The remainder of the aircore programme was undertaken on EL 4525 and was designed to extend the
mineralised zones and provide infill on some sections of the Eagle 3 and Eagle 4 Structures. This has
produced many more gold intersections and identified three prospects where mineralisation shows
broad continuity along strike as shown by the following intercepts and diagrammatically on Figures 3
and 4.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
6
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Figure 3 – Hayanmi Prospect Drilling Locations & Results
Eagle 3 Structure (includes Hayanmi Prospect shown by asterisk)
3.0 metres @ 9.71g/t Au from 120 metres (FE380)
3.0 metres @ 0.59g/t Au from 126 metres (FE331)
3.0 metres @ 0.8g/t Au from 90 metres (FE402)*
6.0 metres @ 0.66g/t Au from 135 metres (FE333)
3.0 metres @ 9.1g/t Au from 108 metres (FE608)*
3.0 metres @ 1.39g/t Au from 102 metres (FE606)*
3.0 metres @ 1.2g/t Au from 75 metres (FE492)*
3.0 metres @ 0.53g/t Au from 87 metres (FE599)*
3.0 metres @ 2.33g/t Au from 126 metres (FE595)*
3.0 metres @ 0.51g/t Au from 93 metres (FE594)*
3.0 metres @ 14.7g/t Au from 87 metres (FE591)*
3.0 metres @ 1.46g/t Au from 93 metres (FE591)*
9.0 metres @ 7.9g/t Au from 87 metres (FE592)*
Incl. 3.0 metres @ 1.26g/t Au from 87 metres*
Incl. 3.0 metres @ 20.5g/t Au from 90 metres*
Incl. 3.0 metres @ 1.94g/t Au from 93 metres*
1.0 metres @ 1.2g/t Au from 99 metres (FEDD005)*
3.0 metres @ 1.42g/t Au from 66 metres (FE399)*
3.0 metres @ 5.96g/t Au from 75 metres (FE471)*
3.0 metres @ 1.33g/t Au from 81 metres (FE471)*
3.0 metres @ 3.34g/t Au from 111 metres (FE343)
3.0 metres @ 1.23g/t Au from 36 metres (FE469)
3.0 metres @ 0.83g/t Au from 33 metres (FE623)
3.0 metres @ 0.8g/t Au from 45 metres (FE619)
3.0 metres @ 0.45g/t Au from 66 metres (FE391)
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
7
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Figure 4 – Boyd’s Dam Prospect Drilling Locations & Results
Eagle 4 Structure (includes Boyd’s Dam Prospect)
3.0 metres @ 0.93g/t Au from 54 metres (FE541)
3.0 metres @ 36.6g/t Au from 57 metres (FE415)
6.0 metres @ 2.60g/t Au from 45 metres (FE415)
3.0 metres @ 1.2g/t Au from 45 metres (FE472)
3.0 metres @ 1.2g/t Au from 51 metres (FE472)
3.0 metres @ 2.32g/t Au from 63 metres (FE472)
3.0 metres @ 0.92g/t Au from 56 metres (FEDD003)
2.0 metres @ 1.8g/t Au from 67 metres (FERC002)
1.0 metres @ 18.3g/t Au from 127 metres (FERC002)
2.0 metres @ 6.2g/t Au from 49 metres (FERC003)
3.0 metres @ 1.37g/t Au from 63 metres (FE535)
6.0 metres @ 0.8g/t Au from 63 metres (FE537)
3.0 metres @ 0.99g/t Au from 69 metres (FE532)
3.0 metres @ 2.1g/t Au from 96 metres (FE532)
9.0 metres @ 0.76g/t Au from 48 metres (FE572A)
Incl. 3.0 metres @ 1.74g/t Au from 51 metres (FE572A)
3.0 metres @ 4.9g/t Au from 66 metres (FE575)
3.0 metres @ 0.65g/t Au from 78 metres (FE576)
3.0 metres @ 1.14g/t Au from 60 metres (FE578)
33.0 metres @ 0.96g/t Au from 48 metres (FE579)
Incl. 9.0metres @ 2.33g/t Au from 48 metres (FE579)
Incl. 3.0 metres @ 1.23g/t Au from 78 metres (FE579)
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
8
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Eagle 2 Structure (includes Discovery Prospect)
6.0 metres @ 82.70g/t Au from 123 metres (FE328)
6.0 metres @ 1.85g/t Au from 135 metres (FE328)
0.8 metres @ 17.50g/t Au from 173 metres (FEDD001)
0.4 metres @ 8.4 g/t Au from 167.7 metres (FEDD007)
0.8 metres @ 15.3g/t Au from 170.4 metres (FEDD007)
0.4 metres @ 152.0g/t Au from 150 metres (FEDD008)
3.0 metres @ 1.03g/t Au from 126 metres (FE299)
3.0 metres @ 0.9g/t Au from 117 metres (FE584)
6.0 metres @ 0.44g/t Au from 102 metres (FE326)
1.5 metres @ 1.81g/t Au from 114 metres (FE326)
3.0 metres @ 0.5g/t Au from 66 metres (FE446)
Aircore drilling is an excellent first pass drilling technique to establish the presence of gold and gold
bearing zones under cover but produces a lower quality sample compared to diamond drilling. For this
reason, it is appropriate and economically sensible that drill samples are composited at the drill site into
minimum sample intervals of 3 metres. Aircore drilling is unable to provide information on strike or dip of
the basement lithologies and intersections are unlikely to be true width. For example, a three metre
mineralised zone may include narrower intervals of much higher grade. Assays above 0.5 g/t Au are
considered very significant as drilling has shown that these values are often in close proximity to high
grade gold intersections. Most aircore drilling has been vertical and has limited penetration of hard
rock such as massive quartz veins. It is therefore highly encouraging that the Company has been able
to intersect so many assumed sub-vertical gold bearing structures at such a wide drill spacing.
During 2012, the Company was more successful at establishing the methodology of diamond drilling
through the overlying sands and clays of the Murray basin sequence in order to core the basement
below. Whereas the first diamond drill programme in December 2011 achieved poor recoveries and
progress, the final holes in June 2012 were able to achieve much better performance. These holes were
drilled on the Discovery Prospect which lies within the Eagle 2 structure and both holes intersected high
grade gold mineralisation as listed below and shown on the cross section in Figure 6:
0.5 metres @ 1.59g/t Au from 160.3 metres (FEDD007)
0.4 metres @ 8.4g/t Au from 168 metres (FEDD007)
0.75 metres @ 15.3g/t Au from 170 metres (FEDD007)
0.4 metres @ 152g/t Au from 150 metres (FEDD008)
In summarising the progress at Four Eagles during the 2012 year, since January 2011, the aircore drilling
programme has discovered further high grade gold mineralisation and showed broad continuity of gold
mineralisation at the Hayanmi and Boyd’s Dam prospects. At the Discovery prospect diamond drilling
has shown a broad zone of brecciation and shearing with quartz veinlets and alteration which contains
narrow intervals of high grade gold mineralisation up to 152g/t Au. The key objective in 2013 will be to
further test the shallow areas to the northeast for potential open-pittable gold deposits and better
define the nature of gold mineralisation at Hayanmi and Boyd’s Dam by angled diamond or RC drilling.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
9
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Figure 5 – Four Eagles Gold Project Diamond Drilling Cross Section
Everton Project (Victoria) EL4866
No activity was possible at Everton during 2012 because of landowner access issues. The Company
continues to communicate with the land-owner and the relevant statutory authorities in order to
undertake further sampling of the old quarry area where high grade molybdenite ore was mined
historically.
Minnie Creek Project (Western Australia)
The Minnie Creek Project area is located within the Gascoyne Mineral Field of Western Australia and lies
approximately 240 km northeast of Carnarvon (Figure 6).
Minnie Creek is prospective for both molybdenum and tungsten mineralisation in two separate
prospects about 20kms apart and also contains areas of strong uranium anomalism. Previous diamond
drilling has intersected molybdenum mineralisation at the Minnie Creek prospect with intersections
including 62m@ 0.15%MoS2 and 31m@ 0.18%MoS2.
Field activity resumed in March, 2012 following a detailed compilation and assessment by the
Company’s consulting geologist. Sampling was undertaken on the Nina tungsten prospect and confirms
a zone of tungsten mineralization about 400 metres long with assays exceeding 1% WO3. This area will
require shallow RC drilling during the 2013 year.
A ground radiometric survey was carried out on the Bluebush Well tenement E09/1303 and has
confirmed the presence of anomalous uranium in calcrete overlying oxidized granitic rocks. Shallow
test pits produced scintillometer readings for uranium of 500 ppm U. The airborne radiometric data
show a number of other uranium anomalies that will require follow up.
A new exploration licence was granted in March (E09/1776) and covers the area surrounding E09/1174.
Both E09/1174 Eudamullah and E09/1303 Bluebush Well were renewed for periods of two years and five
years respectively.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
10
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (Continued)
Figure 6 – Minnie Creek Project Tenements
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Significant changes in the state of affairs of the Group during the financial year were as follows:
(a) On 1 February 2012, Catalyst finalised a 12 month Option to Purchase Agreement with Unity
Mining Ltd (“Unity”) to acquire its Kangaroo Flat Gold Plant and associated assets. As part of that
transaction Catalyst issued 1,000,000 ordinary fully paid shares to Unity and agreed to pay four
$100,000 quarterly option payments. At the date of this report 3 of the option payments have
been paid.
(b) On 23 January 2012, in accordance with the Heads of Agreement (“HoA”) signed on
24 December 2010 with Providence Gold & Minerals Pty Ltd (“Providence Gold”), Catalyst notified
Providence Gold that it had satisfied Phase 1 of the HoA by spending $450,000 on exploration
within the first 12 months from completion and that it intended to proceed to Phase 2 by issuing
750,000 ordinary fully paid shares and paying $100,000 which was completed on 16 March 2012.
(c) During the year the Group raised $1,934,710 in equity funds through a private placement of
1,256,143 ordinary shares at a subscription price of $0.35 per share in October 2011; a Share
Purchase Plan of 2,462,500 ordinary shares at a subscription price of $0.40 per share in April 2012;
and a private placement of 1,214,429 ordinary shares at a subscription price of $0.42 per share in
June 2012.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
11
CATALYST METALS LIMITED
DIRECTORS’ REPORT
FUTURE DEVELOPMENTS
During the course of the next financial year, the Group will continue its mineral exploration activities and
will investigate additional resources projects in which the Group may participate.
In the opinion of the Directors there is no additional information available as at the date of this Group
and the expected results of those operations in subsequent years.
SUBSEQUENT EVENTS
There have been no subsequent events since the end of the financial year.
INFORMATION ON DIRECTORS
Stephen Boston (Non-Executive Chairman)
Mr Boston is the Principal of a Perth based private investment group specialising in the Australian
resources sector. Mr Boston previously worked as a stockbroker from 1984 to 1998 in Perth and Sydney.
Mr Boston holds a Bachelor of Arts from the University of Western Australia.
Memberships:
Senior Associate – Financial Services Institute of Australia
Member - Australian Institute of Company Directors
Special Responsibilities:
Chairman
Other Directorships:
None
Interests in securities:
Direct:
Indirect:
Nil
5,447,947 Ordinary Shares; and
680,995 Options exercisable at $0.50 by 15 January 2013
(held by Trapine Pty Ltd, Elshaw Pty Ltd and Merewether Pty
Ltd, companies in which Mr Boston holds a relevant interest)
Robin Scrimgeour (Non-Executive Director)
Mr Scrimgeour spent 17 years working for Credit Suisse in London, Tokyo, Hong Kong and Singapore. His
most recent experience has been providing structured hybrid financing for corporates in Asia for project
and acquisitions concentrated in the primary resources sector. Mr Scrimgeour’s previous experience
was as a senior equity derivatives trader involved in the pricing of complex structured equity derivative
instruments for both private and corporate clients focused in Asia. Mr Scrimgeour holds a Bachelor of
Economics with Honours from the University of Western Australia.
Special Responsibilities:
Member of audit committee.
Other Directorships:
Interests in securities:
None
Direct:
4,001,278 Ordinary Shares; and
500,160 Options exercisable at $0.50 by 15 January 2013
Indirect: Nil
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
12
CATALYST METALS LIMITED
DIRECTORS’ REPORT
Gary Schwab (Non-Executive Director)
Mr Schwab is a Certified Practicing Accountant with over 40 years of business experience, including 20
years in the resources sector. Mr Schwab was previously Executive Director for a privately owned
commodities group. In that role, Mr Schwab was responsible for managing a long term wealth creation
strategy (in conjunction with the principal and owner) which culminated in the creation of what is
currently one of Australia’s wealthiest unlisted private commodities companies.
Special Responsibilities:
Chairman of audit committee.
Other Directorships:
None
Interests in securities:
Direct:
Nil
Indirect: Nil
Bruce Kay (Non-Executive Director)
Mr Kay is a qualified geologist and former head of worldwide exploration for Newmont Mining
Corporation. He is a highly experienced geologist with a resource industry career spanning more than
30 years in international exploration, mine, geological, project evaluation and corporate operations. Mr
Kay retired from Newmont in 2003. Based in Denver, Colorado, USA, he managed worldwide
exploration for that Group. Prior to this appointment Mr Kay was group executive and managing
director of exploration at Normandy Mining Limited where he was responsible for managing its global
exploration program.
Special Responsibilities:
Technical Director.
Other Directorships:
None, however, in the last 3 years Mr Kay was the Chairman of
Heemskirk Consolidated Ltd and was a non-executive director of North
Queensland Metals Ltd.
Interests in securities:
Direct:
678,808 Ordinary Shares;
84,852 Options exercisable at $0.50 by 15 January 2013;
250,000 Options exercisable at $0.25 by 30 June 2014;
250,000 Options exercisable at $0.30 by 30 June 2015; and
700,000 Performance Rights
Indirect: Nil
Information on Company Secretary
Frank Campagna B.Bus (Acc), CPA
Company Secretary of Catalyst Metals Limited since November 2009. Mr Campagna is a Certified
Practising Accountant with over 20 years’ experience as a Company Secretary, Financial Controller and
Commercial Manager for listed resources and industrial companies. He currently operates a corporate
consultancy practice which provides corporate secretarial services to both listed and unlisted
companies.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
13
CATALYST METALS LIMITED
DIRECTORS’ REPORT
DIRECTORS’ MEETINGS
The number of meetings attended by each of the Directors of the Company during the financial year
was:
Board Meetings
Audit Committee
Meetings
Number
held and
entitled to
attend
Number
Attended
Number
held and
entitled
to attend
Number
Attended
9
9
9
9
9
9
7
9
-
2
2
-
-
2
2
-
Stephen Boston
Robin Scrimgeour
Gary Schwab
Bruce Kay
ENVIRONMENTAL REGULATIONS
The Group is subject to significant environmental regulation in respect to its mineral exploration
activities. These obligations are regulated under relevant government authorities within Australia and
overseas. The Group is a party to exploration and mining licences. Generally, these licences and
agreements specify the environmental regulations applicable to exploration and mining operations in
the respective jurisdictions. The Group aims to ensure that it complies with the identified regulatory
requirements in each jurisdiction in which it operates.
Compliance with environmental obligations is monitored by the Board of Directors. No environmental
breaches have been notified to the Group by any government agency during the year ended 30 June
2012.
The Group’s operations are subject to State and Federal laws and regulation concerning the
environment.
PROCEEDINGS ON BEHALF OF THE GROUP
No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in
any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the
Group for all or any part of those proceedings.
SHARE OPTIONS
As at the date of this report, there were 7,758,988 unissued ordinary shares under option. The terms of
these options are as follows:
Options over ordinary fully paid shares exercisable:
- at 50 cents each on or before 15 January 2013
- at 20 cents each on or before 30 June 2014
- at 30 cents each on or before 30 June 2015
Number
5,758,988
1,000,000
1,000,000
7,758,988
No person entitled to exercise the options has any right by virtue of the option to participate in any
share issue of the parent entity or any other corporation.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
14
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
This report sets out the current remuneration arrangements for directors and executives of the Group.
For the purposes of this report, key management personnel is defined as those persons having authority
and responsibility for planning, directing and controlling major activities of the Group, including any
director of the Group, and includes the executives in the consolidated entity receiving the highest
remuneration. The information provided in this report includes remuneration disclosures that are required
under Accounting Standard AASB 124 Related Party Disclosures.
Principles used to determine the nature and amount of remuneration
Directors and executives remuneration
Overall remuneration policies are determined by the Board and are adapted to reflect competitive
market and business conditions. Within this framework, the Board considers remuneration policies and
practices generally, and determines specific remuneration packages and other terms of employment
for any executive directors and senior management. Executive remuneration and other terms of
employment are reviewed annually by the Board having regard to performance, relevant comparative
information and expert advice.
The Group’s remuneration policy for any executive directors and senior management is designed to
promote superior performance and long term commitment to the Group. Remuneration packages are
set at levels that are intended to attract and retain executives capable of managing the Group’s
operations.
Executive directors and senior executives receive a base remuneration which is market related,
together with performance based remuneration linked to the achievement of pre-determined
milestones and targets.
The Group’s remuneration policies are designed to align executives’ remuneration with shareholders’
interests and to retain appropriately qualified executive talent for the benefit of the Group. The main
principles of the policy are:
-
-
reward reflects the competitive market in which the Group operates; and
individual reward should be linked to performance criteria.
The structure of remuneration packages for any executive directors and other senior executives
comprises:
- a fixed sum base salary plus superannuation benefits;
-
short term incentives through eligibility to participate in a performance bonus scheme if deemed
appropriate; and
long term incentives through any executive directors being eligible to participate in share option
schemes with the prior approval of shareholders.
-
Fixed and variable remuneration is established for each executive director by the Board. The objective
of short term incentives is to link achievement of the Group’s operational targets with the remuneration
received by executives charged with meeting those targets.
The objective of long term incentives is to reward executives in a manner which aligns this element of
their remuneration with the creation of shareholder wealth.
Performance incentives may be offered to any executive directors and senior management through
the operation of performance bonus schemes. A performance bonus, based on a percentage of
annual salary, may be payable upon achievement of agreed operational milestones and targets.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
15
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REMUNERATION REPORT (Continued)
Non-executive directors’ remuneration
In accordance with current corporate governance practices, the structure for the remuneration of non-
executive directors and senior executives is separate and distinct. Shareholders approve the maximum
fees payable to non-executive directors, with the current approved limit being $200,000 per annum.
The Board is responsible for determining actual payments to directors. Non-executive directors are
entitled to statutory superannuation benefits. The Board approves any consultancy arrangements for
non-executive directors who provide services outside of and in addition to their duties as non-executive
directors.
Non-executive directors may be entitled to participate in equity based remuneration schemes.
Shareholders must approve the framework for any equity based compensation schemes and if a
recommendation is made for a director to participate in an equity scheme, that participation must be
specifically approved by the shareholders.
All directors are entitled to have premiums on indemnity insurance paid by the Group.
Details of Remuneration for Year Ended 30 June 2012
Details of the remuneration for each director and key management personnel (as defined in AASB 124
Related Party Disclosures) of the Group during the year are set out in the following tables.
2012
Name
Short-term
employment benefits
Cash salary
and fees
Other
Post-
employment
benefits
Superannuation
Share-based
payments
Shares
Total
Non-executive directors
S Boston
R Scrimgeour
G Schwab
B Kay
Total key management
personnel compensation
30,000
38,150
38,150
15,000
121,300
-
-
-
-
-
19,050
-
-
23,150
42,200
-
-
-
154,736
154,736
49,050
38,150
38,150
192,886
318,236
2011
Name
Short-term
employment benefits
Cash salary
and fees
Other
Post-
employment
benefits
Superannuation
Share-based
payments
Options
Total
Non-executive directors
S Boston
R Scrimgeour
G Schwab
B Kay
Total key management
personnel compensation
30,000
32,700
32,700
12,530
107,930
-
-
-
-
-
2,700
-
-
-
2,700
-
-
-
12,500
12,500
32,700
32,700
32,700
25,030
123,130
Letters of appointment have been entered into with each director of the Company. No duration of
appointment or termination benefits are applicable. Effective from 1 January 2012, Non-executive
directors receive remuneration of $40,000 per annum plus statutory superannuation, whilst the Chairman
receives remuneration of $60,000 per annum plus statutory superannuation. Prior to 1 January 2012,
remuneration of $30,000 plus statutory
Non-executive directors and the Chairman
superannuation. Directors are permitted to salary sacrifice their fees.
received
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
16
CATALYST METALS LIMITED
DIRECTORS’ REPORT
REMUNERATION REPORT (Continued)
The company secretary is deemed to be an executive by virtue of being an officer of the parent entity.
The role performed by the company secretary does not meet the definition of key management person
under AASB 124, hence this officer has been excluded from the key management personnel disclosures
in the financial report.
The company secretary has an agreement on normal commercial terms for the provision of services at
the rate of $5,000 per month effective from 1 January 2012 ($3,500 per month prior to 1 January 2012).
SHARE-BASED COMPENSATION
Options
Options over shares in the Company are granted under the Catalyst Metals Limited Employee Share
Option Plan (“Option Plan”). The purpose of the Option Plan is to provide employees, directors,
executive officers and consultants with an opportunity, in the form of options, to subscribe for ordinary
shares in the Group. The Directors consider the Option Plan enables the Group to retain and attract
skilled and experienced employees, board members and executive officers and provide them with the
motivation to contribute to the growth and future success of the Group.
During the financial year no options were issued as compensation, however in the 2011 financial year
the following options were issued:
Options over ordinary fully paid shares exercisable:
- at 20 cents each on or before 30 June 2014
- at 30 cents each on or before 30 June 2015
Number
1,000,000
1,000,000
2,000,000
Of the above options Mr Bruce Kay received 250,000 of the 20 cent options expiring on 30 June 2014
and 250,000 of the 30 cent options expiring on 30 June 2015. These options were granted to Mr Kay in
July 2010 in his capacity as a consultant to the Group prior to his appointment as a director in February
2011.
Performance Rights
Performance Rights over shares in the Company are granted under the Catalyst Metals Limited
Performance Rights Plan (“Performance Rights Plan”). The objective of the Performance Rights Plan is to
attract, motivate and retain employees, Directors and consultants (“Eligible Participants”) of the
Company by providing performance related incentives and rewards. Subject to certain criteria being
satisfied, the Board may offer Eligible Participants performance rights which upon vesting will entitle the
holder to one ordinary fully paid share in the Company for each performance right held.
During the financial year Mr Bruce Kay was awarded Performance Rights with the following conditions:
(a) 300,000 Performance Rights will vest on the date that the Company, through its wholly owned
subsidiary Kite Gold Pty Ltd elects to continue after Phase 1 of the Four Eagles Heads of
Agreement, as evidenced by satisfaction of the relevant condition precedents to Phase 2,
being the issue and allotment of a further 750,000 Catalyst shares and payment of a further
$100,000 in cash to Providence Gold & Minerals Pty Ltd; and
(b) 700,000 Performance Rights will vest on the date that the Company, through Kite Gold Pty Ltd,
becomes entitled to the transfer of a 50% interest in each of the exploration licences EL4525
and EL5295 under the Four Eagles Heads of Agreement.
On 19th March 2012, Mr Kay was issued with 300,000 ordinary fully paid shares in the Company when the
vesting condition for 300,000 Performance Rights was satisfied on 16th March 2012.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
17
CATALYST METALS LIMITED
DIRECTORS’ REPORT
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Group has entered into indemnity agreements with each of the directors and officers of the Group.
Under the agreements, the Group will indemnify those officers against any claim or for any expenses or
costs which may arise as a result of work performed in their respective capacities as officers of the
Group or any related entities.
NON-AUDIT SERVICES
The board of directors, in accordance with advice from the audit committee, is satisfied that the
provision of non-audit services during the year is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that any
non-audit services did not compromise the external auditor’s independence for the following reasons:
all non-audit services are reviewed and approved by the audit committee prior to commencement
to ensure they do not adversely affect the integrity and objectivity of the auditor; and
the nature of the services provided do not compromise the general principles relating to auditor
independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the
Accounting Professional and Ethical Standards Board.
No fees for non-audit services were paid/payable to the external auditors during the year ended
30 June 2012.
AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration for the year ended 30 June 2012 has been received and
immediately follows the Directors’ Report.
This report is made in accordance with a resolution of the Directors.
Stephen Boston
Chairman
Perth, Western Australia
21 September 2012
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
18
RSM Bird Cameron Partners
8 St George’s Terrace Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 8 9261 9100 F +61 8 9261 9101
www.rsmi.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Catalyst Metals Limited for the year ended 30 June 2012, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM BIRD CAMERON PARTNERS
Perth, WA
Dated: 21 September 2012
J A KOMNINOS
Partner
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney, Melbourne,
Adelaide and Canberra
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
CATALYST METALS LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2012
Current Assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Total Current Assets
Non-Current Assets
Property, plant and equipment
Exploration and evaluation expenditure
Total Non-Current Assets
Note
2012
$
2011
$
6
7
8
9
10
1,774,000
1,918,840
104,395
67,675
-
120
1,878,395
1,986,635
3,952
7,629
-
283,537
3,952
291,166
TOTAL ASSETS
1,882,347
2,277,801
Current Liabilities
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Contributed equity
Share-based payments reserve
Accumulated losses
11
348,611
110,163
348,611
110,163
348,611
110,163
1,533,736
2,167,638
12
13
13
8,216,958
5,407,344
185,145
121,609
(6,868,367)
(3,361,315)
TOTAL EQUITY
1,533,736
2,167,638
The above Consolidated Statement of Financial Position should be read in conjunction with the
accompanying notes.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
20
CATALYST METALS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the Year Ended 30 June 2012
Revenue
Expenses
Occupancy costs
Professional fees
Administration costs
Personnel
Corporate
Exploration costs written off
Loss before income tax expense
Income tax expense
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Total comprehensive income attributable to
members of the Parent entity
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
Note
2012
$
2011
$
2
100,290
113,378
(1,500)
-
(143,615)
(102,494)
(39,904)
(54,151)
(318,271)
(149,630)
(297,531)
(117,471)
(2,806,521)
(966,577)
(3,507,052)
(1,276,945)
-
-
(3,507,052)
(1,276,945)
-
-
(3,507,052)
(1,276,945)
(3,507,052)
(1,276,945)
(8.5)
(8.5)
(3.6)
(3.6)
3
5
4
4
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the
accompanying notes.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
21
CATALYST METALS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the Year Ended 30 June 2012
Contributed
Equity
$
Accumulated
losses
$
Share-based
payments
reserve
$
Total
$
Balance at 30 June 2010
4,025,455
(2,084,370)
82,609
2,023,694
Total comprehensive
loss for the year
Transactions with owners
in their capacity as
owners:
Issue of options
Issue of shares
Share issue expenses
Balance at 30 June 2011
Total comprehensive
loss for the year
Transactions with owners
in their capacity as
owners:
Issue of performance
rights
Issue of shares
Share issue expenses
Balance at 30 June 2012
-
-
1,400,000
(18,111)
5,407,344
(1,276,945)
-
(1,276,945)
-
-
-
39,000
-
-
(3,361,315)
121,609
39,000
1,400,000
(18,111)
2,167,638
-
(3,507,052)
-
(3,507,052)
91,200
2,752,210
(33,796)
8,216,958
-
-
-
63,536
154,736
-
-
2,752,210
(33,796)
1,533,736
(6,868,367)
185,145
The above Consolidated Statement of Changes in Equity should be read in conjunction with the
accompanying notes.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
22
CATALYST METALS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Year Ended 30 June 2012
Cash Flows from Operating Activities
Payments for exploration and evaluation
Payments to suppliers, contractors and employees
Interest received
Note
2012
$
2011
$
(1,512,196)
(760,335)
(642,269)
(400,099)
109,221
97,280
Net cash flows used in operating activities
14
(2,045,244)
(1,063,154)
Cash Flows from Investing Activities
Payments for property, plant and equipment
Payments for exploration tenement acquired
(510)
-
-
(8,260)
Net cash flows used in investing activities
(510)
(8,260)
Cash Flows from Financing Activities
Proceeds from issue of shares and other equity securities
1,934,710
1,235,000
Share issue expenses
(33,796)
(18,111)
Net cash flows from financing activities
1,900,914
1,216,889
Net increase in cash and cash equivalents
(144,840)
145,475
Cash and cash equivalents at the beginning of the
financial year
1,918,840
1,773,365
Cash and cash equivalents at the end of the financial year
6
1,774,000
1,918,940
The above Consolidated Statement of Cash Flows should be read
accompanying notes.
in conjunction with the
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
23
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Statement of Compliance
This financial report of Catalyst Minerals Limited (‘the Company’) for the year ended 30 June 2012
comprises of the company and its controlled entities (collectively referred to as ‘the consolidated
entity’ or ‘group’). The separate financial statements of the parent entity, Catalyst Metals Limited,
have not been presented within this financial report as permitted by the Corporations Act 2001.
The Company is a company limited by shares incorporated in Australia whose shares are publicly
traded on the Australian Securities Exchange. The financial report was authorised for issue in
accordance with a resolution of directors dated 21 September 2012.
(b)
Basis of preparation
The financial report is a general purpose financial report that has been prepared in accordance
with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would
result in a financial report containing relevant and reliable information about transactions, events
and conditions to which they apply. Compliance with Australian Accounting Standards ensures
that the financial statements and notes also comply with International Financial Reporting
Standards. Material accounting policies adopted in the preparation of this financial report are
presented below. They have been consistently applied unless otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.
(c) Consolidation
A controlled entity is any entity Catalyst Metals Limited has the power to control the financial and
operating policies so as to obtain benefits from its activities.
All inter-Group balances and transactions between entities in the consolidated entity, including
any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of
subsidiary have been changed where necessary to ensure consistencies with those policies
applied by the parent entity.
Where controlled entities have entered or left the consolidated entity during the year, their
operating results have been included/ excluded from the date control was obtained or until the
date control ceased.
(d)
Revenue
Interest revenue is recognised on a proportional basis taking into account the interest rates
applicable to the financial assets.
(e)
Impairment
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 income statement.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group
estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
24
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(f)
Cash and cash equivalents
For the purpose of the cash flow statement, cash includes cash on hand and at call deposits with
banks or financial institutions and investments in money market instruments with less than 30 days
to maturity.
(g)
Trade and other receivables
Trade receivables, loans, and other receivables are recorded at amortised cost less impairment.
(h)
Financial instruments
Recognition and Initial Measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when
the entity becomes a party to the contractual provisions of the instrument. Trade date
accounting is adopted for financial assets that are delivered within timeframes established by
marketplace convention.
Financial instruments are initially measured at fair value plus transaction costs where the
instrument is not classified as at fair value through profit or loss. Transaction costs related to
instruments classified as at fair value through profit or loss are expensed to profit or loss
immediately. Financial instruments are classified and measured as set out below.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or
the asset is transferred to another party whereby the entity no longer has any significant
continuing involvement in the risks and benefits associated with the asset. Financial liabilities are
derecognised where the related obligations are either discharged, cancelled or expire. The
difference between the carrying value of the financial liability extinguished or transferred to
another party and the fair value of consideration paid, including the transfer of non-cash assets
or liabilities assumed, is recognised in profit or loss.
Classification and Subsequent Measurement
(i) Financial assets at fair value through profit or loss
Financial assets classified as held for trading are included in the category ‘financial assets at fair
value through profit or loss’. Financial assets are classified as held for trading if they are acquired
for the purpose of selling in the near term. Derivatives are also classified as held for trading unless
they are designated as effective hedging instruments. Gains or losses on investments held for
trading are recognised in profit or loss.
(ii) Held-to-maturity investments
Non-derivative financial assets with fixed or determinable payments and fixed maturity are
classified as held-to-maturity when the Group has the positive intention and ability to hold to
maturity. Investments intended to be held for an undefined period are not included in this
classification. Investments that are intended to be held-to-maturity, such as bonds, are
subsequently measured at amortised cost. This cost is computed as the amount initially
recognised minus principal repayments, plus or minus the cumulative amortisation using the
effective interest method of any difference between the initially recognised amount and the
maturity amount.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
25
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(h)
Financial instruments (Continued)
This calculation includes all fees and points paid or received between parties to the contract that
are an integral part of the effective interest rate, transaction costs and all other premiums and
discounts. For investments carried at amortised cost, gains and losses are recognised in profit or
loss when the investments are derecognised or impaired, as well as through the amortisation
process.
(iii) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not quoted in an active market. Such assets are carried at amortised cost using the
effective interest method. Gains and losses are recognised in profit or loss when the loans and
receivables are derecognised or impaired, as well as through the amortisation process.
(iv) 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 of the three preceding categories. 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.
Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation
techniques are applied to determine the fair value for all unlisted securities, including recent
arm’s length transactions, reference to similar instruments and option pricing models.
Impairment
At each reporting date, the Group assesses whether there is objective evidence that a financial
instrument has been impaired. In the case of available-for-sale financial instruments, a prolonged
decline in the value of the instrument is considered to determine whether an impairment has
arisen. Impairment losses are recognised in the income statement.
(i)
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred by or on behalf of the Group is accumulated
separately for each area of interest. Such expenditure comprises net direct costs and an
appropriate portion of related overhead expenditure. Each area of interest is limited to a size
related to a known or probable mineral resource capable of supporting a mining operation.
Exploration expenditure for each area of interest is written off as incurred, except that it may be
carried forward provided that one of the following conditions is met:
such costs are expected to be recouped through successful development and exploitation of
the area of interest or, alternatively, by its sale; or
exploration activities in an area of interest have not, at balance date reached a stage which
permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves.
The Group performs impairment testing when facts and circumstances suggest the carrying
amount has been impaired. If it was determined that the asset was impaired it would be
immediately written off to the income statement.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
26
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(i)
Exploration and Evaluation Expenditure (Continued)
Expenditure is not carried forward in respect of any area of interest unless the Group’s right of
tenure to that area of interest is current. Expenditures incurred before the Group has obtained
legal rights to explore a specific area is expensed as incurred. Amortisation is not charged on
areas under development, pending commencement of production.
(j)
Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end
of the financial year which are unpaid. The amounts are unsecured and are usually paid within
30 days of recognition.
(k)
Provisions
Provisions are measured at the present value of management’s best estimate of the expenditure
required to settle the present obligation at the balance sheet date.
(l)
Employee entitlements
Provision is made for employee benefits accumulated as a result of employees rendering services
up to the reporting date. These benefits include wages and salaries, annual leave and long
service leave.
Liabilities arising in respect of wages and salaries, annual leave and any other employee benefits
expected to be settled within twelve months of the reporting date are measured at their nominal
amounts based on remuneration rates which are expected to be paid when the liability is settled.
All other employee benefit liabilities are measured at the present value of the estimated future
cash outflow to be made in respect of services provided by employees up to the reporting date.
In determining the present value of future cash outflows, the market yield as at the reporting date
on national government bonds, which have terms to maturity approximating the terms of the
related liabilities, are used.
Employee benefit expenses and revenues arising in respect of the following categories:
• wages and salaries, non-monetary benefits, annual leave, long service leave and other leave
benefits, and
• other types of employee benefits are recognised against profits on a net basis in their
respective categories.
(m)
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 year. 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 years 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.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
27
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(m)
Income tax (Continued)
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 assets and liabilities are measured at the tax rates that are expected to apply to the
year(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.
Current and deferred tax for the year
Current and deferred tax is recognised as an expense or income in the income statement,
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.
(n)
Intangibles
Research and development
Expenditure during the research phase of a project is recognised as an expense when incurred.
Development costs are capitalised only when technical feasibility studies identify that the project
will deliver future economic benefits and these benefits can be measured reliably.
Development costs have a finite life and are amortised on a systematic basis matched to the
future economic benefits over the useful life of the project.
(o)
Equity based payments
The Group determines the fair value of options issued to employees as remuneration and
recognises the expense in the income statement. This policy is not limited to options and also
extends to other forms of equity based remuneration.
Fair value is measured using a Black-Scholes option pricing model that takes into account the
exercise price, the term of the option, the impact of dilution, the share price at grant date and
expected price volatility of the underlying share, the expected dividend yield and the risk free
interest rate for the term of the option. The expected life used in the model has been adjusted,
based on management’s best estimate, for the effects of non-transferability, exercise restrictions,
and behavioural considerations. The fair value determined at the grant date of the equity-settled
share-based payments is expensed on a straight-line basis over the vesting period.
(p)
Earnings per share
Basic earnings per share is determined by dividing the profit from ordinary activities after related
income tax expense by the weighted average number of ordinary shares outstanding during the
financial year.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
28
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(q) Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
• where the GST incurred on a purchase of goods and services is not recoverable from the
taxation authority, in which case the GST is recognised as part of the cost of acquisition of
the asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.
•
The net amount of GST recoverable from, or payable to, the taxation authority is included as part
of receivables or payables in the balance sheet.
Cash flows are included in the cash flow statement on a gross basis and the GST component of
cash flows arising from investing and financial activities, which are recoverable from, or payable
to, the taxation authority, are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or
payable to, the taxation authority.
(r)
Property, Plant and Equipment
Plant and equipment are measured on the cost basis and therefore carried at cost less
accumulated depreciation and any accumulated impairment. In the event the carrying amount
of plant and equipment is greater than the estimated recoverable amount, the carrying amount
is written down immediately to the estimated recoverable amount and impairment losses are
recognised in profit or loss. A formal assessment of recoverable amount is made when
impairment indicators are present.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not
in excess of the recoverable amount from these assets. The recoverable amount is assessed on
the basis of the expected net cash flows that will be received from the asset’s employment and
subsequent disposal. The expected net cash flows have been discounted to their present values
in determining recoverable amounts.
Depreciation
The depreciable amount of all fixed assets, but excluding freehold land, is depreciated on a
straight-line basis over the asset’s useful life to the consolidated group commencing from the time
the asset is held ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Depreciation Rate
Computer equipment
Furniture, fittings and equipment
25%-33.33%
33.33%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end
of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s
carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount.
These gains and losses are included in the statement of comprehensive income.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
29
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(s)
Critical accounting estimates and judgments
The directors evaluate estimates and judgements incorporated into the financial report based on
historical knowledge and best available current information. Estimates assume a reasonable
expectation of future events and are based on current trends and economic data, obtained
both externally and within the Group.
Significant judgments, estimates and assumptions made by management in the preparation of
these financial statements are outlined below:
Exploration and evaluation
The Group's accounting policy for exploration and evaluation is set out in note 1(h). The
application of this policy necessarily requires management to make certain estimates and
assumptions as to future events and circumstances, in particular the assessment of whether
economic quantities of reserves may be found. Any such estimates and assumptions may
change as new information becomes available. If, after having capitalised expenditure under
the Group’s policy, management concludes that the Group is unlikely to recover the expenditure
by future exploitation or sale, then the relevant capitalised amount will be written off to the
income statement.
Impairment of assets
In determining the recoverable amount of assets, in the absence of quoted market prices,
estimations are made regarding the present value of future cash flows using asset-specific
discount rates. For intangible assets, expected future cash flow estimation is based on, future
production profiles, commodity prices and costs.
(t)
Adoption of New and Revised Accounting Standards
The Group has adopted the following new and revised Australian Accounting Standards issued
by the AASB which are mandatory to apply to the current financial year. Disclosures required by
these Standards that are deemed material have been included in this financial report on the
basis that they represent a significant change in information from those previously made
available.
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 the current annual reporting period. The adoption of these new
and revised Standards and Interpretations has not resulted in a significant or material change to
the consolidated entity’s accounting policies.
New standards issued but not yet effective
At the date of this financial report the following standards, which may impact the entity in the
period of initial application, have been issued but are not yet effective:
Reference
Title
Summary
AASB 9
Financial
Instruments
AASB 124
Related
Party
Disclosures
Replaces the requirements of AASB 139
for the classification and measurement
of financial assets. This is the result of
the first part of Phase 1 of the IASB’s
project to replace IAS 39.
Revised standard. The definition of a
related party is simplified to clarify its
intended meaning and eliminate
inconsistencies from the application of
the definition
Application date
(financial years
beginning)
1 January 2013
Expected
Impact
No expected
impact on the
entity
1 January 2011
Disclosure only
The group has decided against early adoption of these standards.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
30
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
2.
Revenue
Interest received
Other revenue
3.
Expenses
2012
$
2011
$
98,325
1,965
100,290
113,378
-
113,378
Loss before income tax includes the following specific
expenses:
Directors fees
Exploration written off (refer note 1(i))
Share based payments (refer note 17)
Depreciation
4.
Earnings per Share
163,535
2,806,521
154,736
4,187
110,630
966,577
39,000
4,956
2012
No. of Shares
2011
No. of Shares
Weighted average number of ordinary shares for basic and
diluted earnings per share (i)
41,324,460
35,082,747
(i)
In 2012 diluted earnings per share were calculated after classifying all options on issue
remaining unconverted at 30 June 2012 as potential ordinary shares. As at 30 June
2012, the Group had 7,758,988 options over unissued capital and has incurred a net
loss. As the notional exercise prices of these options is greater than the current market
price of the shares, they have not been included in the calculations of the diluted
earnings per share as they are anti-dilutive for all periods presented.
5.
Income tax
Loss before tax
Prima facie tax on operating loss before income
tax at 30%
Tax effect of:
- non deductible items
- deductible capital raising expenditure
Deferred tax asset not brought to account at the
reporting date as realisation of the benefit is not
probable
Income tax attributable to operating loss
Unrecognised deferred tax balances
2012
$
2011
$
(3,507,052)
(1,276,945)
1,052,116
383,084
(52,100)
-
(17,779)
-
(1,000,016)
(365,305)
-
-
The Group has $6,908,678 (2011: $3,575,291) tax losses arising in Australia that are available
indefinitely for offset against future profit of the companies in which the losses arose.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
31
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
5.
Income tax (Continued)
The potential deferred tax asset of $2,072,603 (2011: $1,072,587), arising from tax losses and
temporary differences (as disclosed above), has not been recognised as an asset because
recovery of tax losses and temporary differences is not considered probable.
The potential deferred tax asset will only be obtained if:
-
-
-
the relevant Group derives future assessable income of a nature and an amount
sufficient to enable the benefit to be realised;
the relevant Group continues to comply with the conditions for deductibility imposed
by tax legislation; and
no changes in tax legislation adversely affect the relevant Group in realising the benefit
from the deduction for the losses.
6.
Cash and cash equivalents
Cash at bank
7.
Trade and other receivables
Sundry debtors
2012
$
2011
$
1,774,000
1,918,840
104,395
67,675
Fair value and credit risk
Due to the short term nature of the receivables, their carrying value is assumed to approximate
their fair value.
2012
$
2011
$
8.
Financial assets at fair value through profit or loss
Current
Securities in listed corporations - at fair value
-
120
Listed securities at fair value
The fair value of listed investments has been determined directly by reference to published
price quotations in an active market. Changes in fair values of financial assets at fair value
through profit or loss are recorded in other income or other expense in the income statement.
9.
Property, plant and equipment
Year ended 30 June 2012
Opening net book amount 1 July 2011
Additions
Disposals
Depreciation charge
Closing net book amount 30 June 2012
At 30 June 2012
Cost or fair value
Accumulated depreciation
Net book amount
Computer
equipment
$
Furniture, fittings
and equipment
$
7,629
510
-
(4,187)
3,952
-
-
-
-
-
Total
$
7,629
510
-
(4,187)
3,952
20,602
(16,650)
3,952
11,572
(11,572)
-
32,174
(28,222)
3,952
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
32
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
9.
Property, plant and equipment (Continued)
Computer
equipment
$
Furniture, fittings
and equipment
$
Year ended 30 June 2011
Opening net book amount 1 July 2010
12,403
Additions
Disposals
Depreciation charge
Closing net book amount 30 June 2011
At 30 June 2011
Cost or fair value
Accumulated depreciation
Net book amount
-
-
(4,774)
7,629
20,092
(12,463)
7,629
10.
Exploration and evaluation expenditure
Opening balance
Additions
Total
$
12,585
-
-
(4,956)
7,629
182
-
-
(182)
-
11,572
(11,572)
-
31,664
(24,035)
7,629
2012
$
283,537
2,522,984
2011
$
275,277
974,837
Exploration written off (refer note 1(i))
(2,806,521)
(966,577)
Closing balance
-
283,537
11.
Trade and other payables
Current Payables
Trade creditors
Accruals
322,866
25,745
348,611
46,495
63,668
110,163
Due to the short term nature of these payables, their carrying value is assumed to approximate
their fair value. Trade and other payables are non-interest bearing and normally settled on
30-day terms.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
33
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
12.
Contributed Equity
(a) Share capital
Ordinary shares
Fully paid
(b) Other equity securities
Options - Listed
Options – Unlisted
Performance Rights - Unlisted
Total contributed equity
(c) Movements in Ordinary Shares
Details
Balance at 30 June 2010
Issue of shares
Issue of shares –
Four Eagles Gold Project
Issue of shares
Share issue expenses
Balance at 30 June 2011
Issue of shares
Issue of shares –
Unity Mining Ltd
Issue of shares –
Four Eagles Gold Project
Issue of shares –
B Kay Performance Rights
Issue of shares –
Share Purchase Plan
Issue of shares
Share issue expenses
Balance at 30 June 2012
(d) Movements in other equity
securities
Details
Listed Options
Balance at 30 June 2010
Issue of options
Balance at 30 June 2011
Issue of options
Balance at 30 June 2012
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
2012
Number
2012
$
2011
Number
2011
$
(c)
46,071,298
8,216,958
39,088,226
5,407,344
(d)
(d)
(d)
5,578,988
2,000,000
700,000
-
-
-
2,000,000
-
-
8,263,758
5,407,344
Number of
Shares
30,588,226
4,500,000
750,000
3,250,000
-
39,088,226
1,256,143
Issue
Price
$
4,025,455
$0.13
585,000
$0.22
$0.20
-
165,000
650,000
(18,111)
5,407,344
$0.35
439,650
1,000,000
$0.45
450,000
750,000
$0.49
367,500
300,000
$0.30
91,200
2,462,500
1,214,429
-
46,071,298
$0.40
$0.42
985,000
510,060
(33,796)
8,216,958
Number of
Options
Issue
Price
-
-
-
5,758,988
5,758,988
-
$
-
-
-
-
-
34
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
12.
Contributed Equity (Continued)
(d) Movements in other equity
securities (Continued)
Details
Unlisted Options
Balance at 30 June 2010
Issue of options
Balance at 30 June 2011
Issue of options
Balance at 30 June 2012
Details
Performance Rights
Balance at 30 June 2010
Issue of performance rights
Balance at 30 June 2011
Issue of performance rights
Vested during period
Balance at 30 June 2012
(e) Ordinary shares
Number of
Options
Issue
Price
-
2,000,000
2,000,000
-
2,000,000
-
Number of
Rights
Issue
Price
-
-
-
-
1,000,000
(300,000)
700,000
$
-
-
-
-
-
$
-
-
-
-
-
On a show of hands, every member present in person or by proxy shall have one vote and,
upon a poll, each share shall have one vote.
(f) Options
Listed Options
Options over ordinary fully paid shares exercisable:
- at 50 cents each on or before 15 January 2013
Unlisted Options
Options over ordinary fully paid shares exercisable:
- at 20 cents each on or before 30 June 2014
- at 30 cents each on or before 30 June 2015
Number
5,758,988
Number
1,000,000
1,000,000
2,000,000
(g) Performance Rights
700,000 Performance Rights will vest on the date that the Company, through Kite Gold Pty Ltd,
becomes entitled to the transfer of a 50% interest in each of exploration licences EL4525 and
EL5295 under the Four Eagles Heads of Agreement.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
35
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
12.
Contributed Equity (Continued)
(h) Capital risk management
When managing capital, management’s objective is to ensure the entity continues as a going
concern as well as to maintain optimal returns to shareholders and benefits for other
stakeholders. Management also aims to maintain a capital structure that ensures the lowest
cost of capital available to the entity.
In order to maintain or adjust the capital structure, the entity may adjust the amount of
dividends paid to shareholders, return capital to shareholders, issue new shares, enter into joint
ventures or sell assets.
The entity does not have a defined share buy-back plan.
No dividends were paid in 2012 and no dividends are expected to be paid in 2013.
There is no current intention to incur debt funding on behalf of the Group as on-going
exploration expenditure will be funded via cash reserves, equity or joint ventures with other
companies.
The Group is not subject to any externally imposed capital requirements.
(i)
Details of subsidiaries
Details of the Group’s subsidiaries at 30 June 2012 are:
Name of subsidiary
Principal activity
Place of
incorporation and
operation
Proportion of
ownership interest
and voting power
held
Silkfield Holdings Pty Ltd
Mineral Exploration
Australia
Kite Gold Pty Ltd
Mineral Exploration
Australia
100%
100%
13.
Reserves & Accumulated Losses
(a)
Reserves
Share-based payments reserve
Balance at the beginning of the year
Transfer to contributed equity
Share-based payments expense
Balance at the end of the year
2012
$
121,609
(91,200)
154,736
185,145
2011
$
82,609
-
39,000
121.609
The share-based payments reserve records the value of share options issued by the Group.
(b)
Accumulated losses
Balance at the beginning of the year
Loss for the year
Balance at the end of the year
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
(3,361,315)
(3,507,052)
(6,868,367)
(2,084,370)
(1,276,945)
(3,361,315)
36
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
14.
Notes to the Cash Flow Statement
(a) Reconciliation of net cash used in operating activities
to operating loss after income tax
2012
$
2011
$
Operating loss after tax
(3,507,052)
(1,276,945)
Add non cash items:
Depreciation
(Gain)/loss on fair value of other financial assets
Share based payment
Exploration paid in shares
Changes in net assets and liabilities
Increase/(decrease) in receivables
Increase/(decrease) in payables
(Increase)/decrease in exploration
4,187
120
154,736
817,500
(36,720)
238,448
283,537
4,956
-
39,000
165,000
(44,747)
49,582
-
Net cash outflow from operating activities
(2,045,244)
(1,063,154)
(b) Non-cash financing and investing activities
The Group did not have any non-cash financing or investing activities during the year (2011:
Nil), other than the payment for the Four Eagles Gold Project of $367,500 in ordinary fully paid
shares; the payment to Unity Mining Ltd of $450,000 in ordinary fully paid shares.
15.
Key Management Personnel Compensation
(a) Directors and Specified Executives
The names and positions held by key management personnel in office at any time during the
year are:
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
Non-Executive Chairman (appointed 1 September 2009)
Non-Executive Director (appointed 1 September 2009)
Non-Executive Director (appointed 8 December 2009)
Non-Executive Director (appointed 9 February 2011)
All of the above persons were also key management persons during the year ended 30 June
2012.
(b)
Key management personnel remunerations
Short-term employee benefits
Post-employment benefits
Share based payments
2012
121,300
42,200
154,736
318,236
2011
107,930
2,700
12,500
123,130
Detailed remuneration disclosures are provided in the Remuneration Report section of the
Director’s Report.
37
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
15.
Key Management Personnel Compensation (Continued)
(c)
Equity instrument disclosures relating to key management personnel
(i)
(ii)
Options provided as remuneration and shares issued on exercise of such options
Details of options provided as remuneration and share issued on the exercise of such
options, together with terms and conditions of the options, can be found in the
Remuneration Report section of the Directors’ Report.
Option holdings
The number of options over ordinary shares in the Company held during the year by
each director of the Company and other key management personnel, including their
personally related parties, are set out below:
2012
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
Balance at
beginning of
year
-
-
-
500,000
Granted as
compensation
Exercised
Other
changes (i)
Balance at
end of year
Vested and
exercisable
-
-
-
-
-
-
-
-
680,995
500,160
-
680,995
500,160
-
680,995
500,160
-
84,852
584,852
584,852
(i)
Options issued under the Bonus Option Issue on 18 April 2012.
2011
Directors
S Boston
R Scrimgeour
G Schwab
B Kay (i)
Balance at
beginning of
year
Granted as
compensation
Exercised
Other
changes
Balance at
end of year
Vested and
exercisable
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
500,000
500,000
500,000
(i)
Options were issued to Mr Kay prior to his appointment as a director.
(iii)
Shareholdings
Ordinary Shares
The number of ordinary shares in the Group held during the financial year by each
director and other key management personnel of the Group, including their
personally related parties, are set out below. There were no shares granted during the
year as compensation.
2012
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
(i)
Balance at
beginning of year
Purchased
Other changes
(i)
Balance at
end of year
4,375,085
3,963,778
-
292,308
1,072,862
37,500
-
-
-
-
86,500
300,000
5,447,947
4,001,278
-
678,808
This represents the shares issued to Mr Kay after performance rights vested on 19 March
2012.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
38
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
15.
Key Management Personnel Compensation (Continued)
(c)
Equity instrument disclosures relating to key management personnel (Continued)
(iii)
Shareholdings (Continued)
2011
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
(i)
Balance at
beginning of year
Purchased
Other changes
(i)
Balance at
end of year
3,819,628
1,870,561
-
-
555,457
2,093,217
-
-
-
-
-
292,308
4,375,085
3,963,778
-
292,308
This represents the shares held by Mr Kay prior to his appointment as a director of the
Company.
Performance Rights
(iv)
The number of performance rights in the Company held during the financial year by each
personally related parties, are set out below:
2012
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
2011
Directors
S Boston
R Scrimgeour
G Schwab
B Kay
Balance at
beginning of
year
Granted as
compensation
Vested
Other
changes
Balance at
end of year
Vested and
exercisable
-
-
-
-
-
-
-
-
-
-
1,000,000
(300,000)
-
-
-
-
-
-
-
700,000
-
-
-
-
Balance at
beginning of
year
Granted as
compensation
Vested
Other
changes (ii)
Balance at
end of year
Vested and
exercisable
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
16.
Related Party Disclosures
Key Management Personnel
Mr Scrimgeour’s directors’ fees of $38,150 (2011: $32,700) were paid to Culloden Capital Pte
Ltd, a company in which Mr Scrimgeour has a relevant interest.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
39
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
17.
Share based payments
The Company has adopted an Employee Share Option Plan that allows for share options to be
granted to eligible employees and officers of the Group. The number of share options that can
be issued under the plan cannot exceed 5% of the total number of shares on issue. The terms
and conditions of the share options issued under the plan are at the discretion of the Board.
No options were granted during the financial year.
Consultant options
The company has issued equity based payments to key corporate and strategic consultants
of the company to provide an incentive for their future involvement and commitment.
2012
2011
Number of
Options
Weighted
Average
Exercise
Price
$
Number of
Options
Weighted
Average
Exercise
Price
$
Opening amount
Granted during the year
- Consultant options
Closing amount
2,000,000
0.25
-
-
-
2,000,000
-
0.25
2,000,000
2,000,000
0.25
0.25
2012
Issue date
Expiry date
Balance at
start of
year
Number
issued
during year
Number
exercised
during year
2 July 2010
2 July 2010
30 Jun 2014
30 Jun 2015
1,000,000
1,000,000
-
-
-
-
2011
Issue date
Expiry date
2 July 2010
2 July 2010
30 Jun 2014
30 Jun 2015
Balance at
start of
year
Number
issued
during year
Number
exercised
during year
-
-
1,000,000
1,000,000
-
-
Number
expired
during
year
-
-
Number
expired
during
year
-
-
Balance at
end of
year
1,000,000
1,000,000
Number
exercisable
at end of
year
1,000,000
1,000,000
Balance at
end of
year
1,000,000
1,000,000
Number
exercisable
at end of
year
1,000,000
1,000,000
The following table gives the assumptions made in determining the fair value of the options
granted:
Expiry date
Type
Dividend yield (%)
Expected price volatility (%)
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price ($)
Share price at grant date
Number of options issued
30 Jun 2014
Consultant
-
50%
5.50%
4
$0.20
$0.09
1,000,000
30 Jun 2015
Consultant
-
50%
5.50%
5
$0.30
$0.09
1,000,000
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
40
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
17.
Share based payments (Continued)
Performance Rights
The Company has adopted a Performance Rights Plan which allows for performance rights to
be granted to employees, Directors and consultants of the Group,(“Eligible Participants”) of the
Company by providing performance related incentives and rewards. Subject to certain criteria
being satisfied, the Board may offer Eligible Participants performance rights which upon vesting
will entitle the holder to one ordinary fully paid share in the Company for each performance
right held.
During the financial year Mr Bruce Kay was awarded Performance Rights with the following
conditions:
a.
300,000 Performance Rights will vest on the date that the Company, through its wholly
owned subsidiary Kite Gold Pty Ltd elects to continue after Phase 1 of the Four Eagles
Heads of Agreement, as evidenced by satisfaction of the relevant condition precedents to
Phase 2, being the issue and allotment of a further 750,000 Catalyst shares and payment of
a further $100,000 in cash to Providence Gold & Minerals Pty Ltd; and
b.
700,000 Performance Rights will vest on the date that the Company, through Kite Gold Pty
Ltd, becomes entitled to the transfer of a 50% interest in each of the exploration licences
EL4525 and EL5295 under the Four Eagles Heads of Agreement.
On 19th March 2012, Mr Kay was issued with 300,000 ordinary fully paid shares in the Company
when the vesting condition for the 300,000 Performance Rights was satisfied on 16th March 2012.
The Performance Rights have been valued at $0.304 each based on the following assumptions:
Each Performance Right will vest (otherwise the Performance Rights have a nil value)
The initial undiscounted value of each Performance Right is effectively the value of an
underlying share in the Company and the valuation is based on the price range that
Catalyst shares traded on ASX during July 2011
No discount is applied for the vesting conditions, as these are not market based
performance conditions
A discount of 20% is applied to general restrictions, such as non-listed status, non-voting
rights, no dividend rights and no rights to surplus on a winding-up, which result in a lesser
value than an ordinary share
Vesting periods have not been taken into account.
Unity Mining Ltd
On 1 February 2012, Catalyst finalised a 12 month option agreement with Unity Mining Ltd
(“Unity”) to acquire its Kangaroo Flat Gold Plant. As part of that transaction Catalyst issued
1,000,000 ordinary fully paid shares to Unity.
Providence Gold & Minerals Pty Ltd
On 16 March 2012, in accordance with the Heads of Agreement (“HoA”) signed on
24 December 2010 with Providence Gold & Minerals Pty Ltd (“Providence Gold”), Catalyst
satisfied the Phase 2 condition precedents by issuing 750,000 ordinary fully paid shares to
Providence Gold and paying $100,000.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
41
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
18.
Auditors’ Remuneration
Amounts received or due and receivable by the auditors
for:
Auditing accounts
Other services
19.
Commitments
There were no outstanding commitments, which are not
disclosed in the financial statements as at 30 June 2012
other than:
(a) Tenement commitments
No later than 1 year
Later than 1 year but not later than 5 years
20.
Financial Instruments
2012
$
2011
$
19,500
-
19,500
19,000
-
19,000
2012
$
2011
$
249,500
139,500
-
-
249,500
139,500
Notes
Floating
Interest
Rate
$
1 year or
less
Over 1-5
years
Non interest
bearing
$
$
$
Total
$
2012
Financial assets
Cash and cash
equivalents
Trade and other
receivables
Other financial assets
Total financial assets
Financial liabilities
Trade and other
payables
Total financial liabilities
6
7
8
11
5.54%
1,774,000
-
-
-
-
1,774,000
-
-
Net financial assets/(liabilities)
1,774,000
-
-
-
-
-
-
-
-
1,774,000
104,395
104,395
-
-
104,395
1,878,395
348,611
348,611
348,611
348,611
(244,216)
1,529,784
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
42
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
20.
Financial Instruments (Continued)
Notes
Floating
Interest
Rate
$
1 year or
less
Over 1-5
years
Non interest
bearing
$
$
$
Total
$
2011
Financial assets
Cash and cash
equivalents
Trade and other
receivables
Other financial assets
Total financial assets
Financial liabilities
Trade and other
payables
Total financial liabilities
6
7
8
11
5.66%
1,918,840
-
-
-
-
1,918,840
-
-
Net financial assets/(liabilities)
1,918,840
Reconciliation of net financial assets to net assets
Net Financial Assets
Property, plant & equipment
Exploration expenditure
Net Assets
-
-
-
-
-
-
-
-
1,918,840
67,675
67,675
120
120
67,795
1,986,635
110,163
110,163
110,163
110,163
(42,368)
1,876,472
2012
$
2011
$
1,529,784
1,876,472
3,952
-
7,629
283,537
1,533,736
2,167,638
The Group’s principal financial instruments comprise cash, short-term deposits and financial assets at
fair value through comprehensive income.
The main purpose of these financial instruments is to finance the Group’s operations. The Group has
various other financial assets and liabilities such as sundry receivables, and trade payables, which arise
directly from its operations.
The main risks arising from the Group’s financial instruments are cash flow interest rate risk and equity
price risk. Other minor risks are either summarised below and Note 13 with respect to capital risk
management. The Board reviews and agrees policies for managing each of these risks.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
43
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
20.
Financial Instruments (Continued)
Market Risks
Interest rate risks
The Group’s exposure to the risks of changes in market interest rates relates primarily to the Group’s
short-term deposits with a floating interest rate. These financial assets with variable rates expose the
Group to cash flow interest rate risk. All other financial assets and liabilities in the form of receivables
and payables are non-interest bearing. The Group does not engage in any hedging or derivative
transactions to manage interest rate risk.
Interest rate sensitivity
At 30 June 2012, if interest rates had changed by 100 basis points during the entire year with all other
variables held constant, profit for the year and equity would have been $17,740 (2011: $19,188)
lower/higher, mainly as a result of lower/higher interest income from cash and cash equivalents.
A sensitivity of 100 basis points has been selected as this is considered reasonably possible in the
current economic environment. Based on the sensitivity analysis only interest revenue from variable
rate deposits and cash balances are impacted resulting in a decrease or increase in overall income.
Credit risk
The maximum exposure to credit risk at balance date is the carrying amount (net of provision of
doubtful debts) of those assets as disclosed in the balance sheet and notes to the financial
statements. The Group has adopted a policy of only dealing with creditworthy counterparties and
obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financial loss
from defaults. The Group’s exposure and the credit ratings of its counterparties are continuously
monitored and the aggregate value of transactions concluded is spread amongst approved
counterparties.
Liquidity risk
The responsibility for liquidity risk management rests with the Board of Directors. The Group
manages liquidity risk by maintaining sufficient cash or credit facilities to meet the operating
requirements of the business and investing excess funds in highly liquid short term investments.
21.
Segment Information
The Group operates predominantly in one business segment and in one geographical location. The
operations of the Group consist of mineral exploration, within Australia.
22.
Subsequent Events
There were no subsequent events after 30 June 2012.
23.
Contingent Liabilities and Contingent Assets
The Group does not have any contingent liabilities or contingent assets at 30 June 2012.
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
44
CATALYST METALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For The Year Ended 30 June 2012
24.
Parent Entity Disclosure
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Contributed equity
Share based payments reserve
Accumulated losses
Total equity
2012
$
2011
$
1,857,624
2,270,037
1,872,202
2,277,666
338,466
338,466
81,493
81,493
8,216,958
185,145
(6,868,367)
5,407,344
121,609
(3,332,780)
1,533,736
2,196,173
Loss for the year
(3,535,587)
(1,248,643)
Total comprehensive income
(3,535,587)
(1,248,643)
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
45
CATALYST METALS LIMITED
DIRECTORS’ DECLARATION
The Directors of the Company declare that in the opinion of the Directors:
1.
the financial statements and notes are in accordance with the Corporations Act 2001 and:
(a) comply with Accounting Standards and the Corporations Regulations 2001; and
(b) give a true and fair view of the consolidated entity’s financial position as at 30 June 2012
and of its performance for the year then ended;
the financial statements and notes thereto also comply with International Financial Reporting
Standards, as disclosed in Note 1;
the directors have been given the declarations required by s295A of the Corporations Act 2001;
and
there are reasonable grounds to believe that the Group will be able to pay its debts as and
when they become due and payable.
2.
3.
4.
This declaration is made in accordance with a circular resolution of the Board of Directors.
Stephen Boston
Chairman
Dated at Perth this 21st day of September 2012
Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2012
46
RSM Bird Cameron Partners
8 St George’s Terrace Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 8 9261 9100 F +61 8 9261 9101
www.rsmi.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
CATALYST METALS LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Catalyst Metals Limited, which comprises the consolidated
statement of financial position as at 30 June 2012, the consolidated statement of comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended,
notes comprising a summary of significant accounting policies and other explanatory information, and the
directors' declaration of the consolidated entity comprising the company and the entities it controlled at the year’s
end or from time to time during the financial year.
Directors’ Responsibility 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 is free from
material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with
Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with
International Financial Reporting Standards.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant
ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable
assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor's judgement, including the assessment of the
risks of material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the
financial report in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates
made by the directors, as well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinions.
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney, Melbourne,
Adelaide and Canberra
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We
confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of Catalyst Metals Limited, would be in the same terms if given to the directors as at the time of this
auditor's report.
Opinion
In our opinion:
(a) the financial report of Catalyst Metals Limited is in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2012 and of its
performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.
Report on the Remuneration Report
We have audited the Remuneration Report contained within the directors’ report for the year ended 30 June 2012.
The directors of the company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Opinion
In our opinion the Remuneration Report of Catalyst Metals Limited for the year ended 30 June 2012 complies with
section 300A of the Corporations Act 2001.
RSM BIRD CAMERON PARTNERS
Perth, WA
Dated: 21 September 2012
J A KOMNINOS
Partner
CATALYST METALS LIMITED
CORPORATE GOVERNANCE STATEMENT
A description of the Company’s main corporate governance practices is set out below. These
practices, unless otherwise stated, were in place for the entire financial year. Copies of relevant
corporate governance policies and charters are available in the corporate governance section of the
Company’s web-site at www.catalystmetals.com.au.
Good corporate governance will evolve with the changing circumstances of a company and must be
tailored to meet these circumstances. Catalyst Metals Limited is a junior exploration company which
currently operates with no permanent staff and no executive directors.
BOARD OF DIRECTORS
The Board is responsible for guiding and monitoring the Company on behalf of shareholders by whom
they are elected and to whom they are accountable. The Board’s primary role is to formulate the
strategic direction of the Company and to oversee the Company’s business activities and
management.
The Company has established functions reserved for the Board and those to be delegated to senior
management, as set out in the Company’s Board charter. The charter states that the Board is
responsible for:
the overall strategic direction and leadership of the Company;
approving and monitoring management implementation of objectives and strategies;
approving the annual strategic plan and monitoring the progress of both financial and non-financial
performance;
the corporate governance of the Company, and
the establishment and maintenance of a framework of internal control and appropriate ethical
standards for the management of the Company.
Due to the level and nature of the Company’s current activities, there is presently no designated
Managing Director position within the Company. A Managing Director will be appointed for the
Company when the level of activities and circumstances warrant. Upon the appointment of a
Managing Director, day to day management of the Company’s affairs and the implementation of
corporate strategies will be formally delegated by the Board to the Managing Director.
Board composition and independence
The Board charter states that the Board is to comprise an appropriate mix of both executive and non-
executive directors and where possible, the roles of Chairman and Managing Director are not to be
combined.
The Company has a four member Board comprising four non-executive directors, including the
Chairman. Mr Boston and Mr Scrimgeour are not considered independent by virtue of their respective
major shareholdings in the Company, neither is Mr Kay by virtue of financial remuneration during the
year. Mr Schwab is considered an independent director based on the principles set out below.
Board members should possess complementary business disciplines and experience aligned with the
Company’s objectives, with a number of directors being independent and where appropriate, major
shareholders being represented on the Board. Under present circumstances, there is not a majority of
directors classified as being independent, according to ASX guidelines. Where any director has a
material personal interest in a matter, the director must declare his interest and is not permitted to be
present during discussions or to vote on the matter.
The current composition of the Board is considered suitable for the Company’s current size and level of
operations and includes an appropriate mix of skills, expertise and experience relevant to the
Company’s business. Details of the experience, qualifications and term of office of directors are set out
in the Directors’ Report.
49
CATALYST METALS LIMITED
CORPORATE GOVERNANCE STATEMENT
Having regard to the share ownership structure of the Company, it is considered appropriate by the
Board that a major shareholder may be represented on the Board and if nominated, hold the position
of Chairman. Such appointment would not be deemed to be independent under ASX guidelines. The
Chairman is expected to bring independent thought and judgement to his role in all circumstances.
Where matters arise in which there is a perceived conflict of interest, the Chairman must declare his
interest and abstain from any consideration or voting on the relevant matter.
The Board has adopted ASX recommended principles in relation to the assessment of directors’
independence, which identifies shareholdings, executive roles and contractual relationships which may
affect independent status. Financial materiality thresholds used in the assessment of independence are
set at 10% of the annual gross expenditure of the Company and/or 25% of the annual income or
business turnover of the director.
Directors have the right, in connection with their duties and responsibilities, to seek independent
professional advice at the Company’s expense, subject to the prior written approval of the Chairman,
which shall not be unreasonably withheld.
Performance assessment
The Board has adopted a policy for an annual self-assessment of its collective performance, the
performance of individual directors and of Board committees. The Chairman meets with each non-
executive director separately to discuss individual performance and the Board as a whole discusses and
analyses its performance over the previous 12 months and examines ways in which the Board can
better perform its duties. No formal assessment was undertaken during the year, however, the
Chairman assesses the performance of the Board, individual directors and Board committees on an
ongoing basis and undertakes informal appraisals with relevant directors.
The performance of senior executives will be reviewed annually by the Board through a formal
performance appraisal and interview. Currently, the Board is collectively responsible for the evaluation
of any senior executives. Executive remuneration and other terms of employment will be reviewed
annually by the Board having regard to performance, relevant comparative information and where
appropriate, expert advice. The Company does not presently have any senior executive positions and
accordingly, no formal evaluation of senior executive performance was undertaken during the year.
BOARD COMMITTEES
The Board has established a separate audit committee. Matters determined by the committee are
submitted to the full Board as recommendations for Board consideration.
Membership of the audit committee comprises two non-executive directors, Mr Schwab (chairman)
and Mr Scrimgeour. Details of the qualifications of committee members and attendance at audit
committee meetings are set out in the Directors’ Report.
The audit committee operates in accordance with a written charter. The audit committee oversees
accounting and reporting practices and is also responsible for:
reviewing and approving statutory financial reports and all other financial information distributed
externally;
co-ordination and appraisal of the quality of the audits conducted by the Company’s external
auditor;
determination of the independence and effectiveness of the external auditor;
assessment of whether non-audit services have the potential to impair the independence of the
external auditor;
reviewing the adequacy of the reporting and accounting controls of the Company.
The current size of the Board and the stage of development of the Company do not warrant the
establishment of separate remuneration or nomination committees. The directors as a whole are
responsible for the functions normally undertaken by these committees. In circumstances where the
growth or complexity of the Company changes, the establishment of separate committees will be
reconsidered.
50
CATALYST METALS LIMITED
CORPORATE GOVERNANCE STATEMENT
The Board reviews all remuneration policies and practices for the Company, including overall strategies
in relation to executive remuneration policies and compensation arrangements for any executive
directors and senior management, as well as all equity based remuneration plans. The structure for the
remuneration of non-executive directors and senior executives is separate and distinct. Details of the
Company’s remuneration policies are set out in the Remuneration Report section of the Directors’
Report.
Board nomination procedures
The current size of the full Board permits it to act as the nomination committee and to regularly review
membership. When a Board vacancy occurs, the Board identifies the particular skills, experience and
expertise that will best complement Board effectiveness and then undertakes a selection process to
identify candidates who can meet those criteria.
EXTERNAL AUDITORS
RSM Bird Cameron was appointed as external auditors in May 2006. The current audit engagement
partner has conducted the audit since December 2011 with rotation due no later than five years from
that date. The performance of the external auditors is reviewed annually.
The external auditors provide an annual declaration of their independence to the Board. The auditors
are requested to attend annual general meetings and be available to answer shareholder questions
about the conduct of the audit and the preparation and content of the audit report.
Corporate reporting
The chief executive officer (or equivalent) and chief financial officer provide a declaration to the Board
that the Company’s external financial reports present a true and fair view of the Company’s financial
condition and operational results and that the declaration in relation to the integrity of the Company’s
external financial reports is founded on sound risk management and internal control systems and that
those systems are operating effectively in relation to financial reporting risks.
RISK MANAGEMENT
The Board is responsible for the oversight of the Company’s risk management and control framework.
Responsibility for control and risk management will be delegated in the future to the appropriate level of
management within the Company with the Managing Director (or equivalent) having ultimate
responsibility to the Board for the risk management and control framework.
The Company’s risk management systems are evolving and it is recognised that the extent of the
systems will develop with the growth in the Company’s activities. Internal controls are designed to
manage both the effectiveness and efficiency of significant business processes, the safeguarding of
assets, the maintenance of proper accounting records and the reliability of financial and non-financial
information.
As the Board currently has responsibility for the monitoring of risk management it has not required a
formal report regarding the material risks and whether those risks are managed effectively.
CODE OF CONDUCT
A formal code of conduct has been established and applies to all directors and employees, to guide
compliance with the legitimate interests of all stakeholders. The code aims to encourage the
appropriate standards of conduct and behaviour of the directors, employees and contractors of the
Company. All personnel are expected to act with integrity and objectivity, striving at all times to
enhance the reputation and performance of the Company.
The Company’s share trading policy prohibits the purchase or disposal of securities by directors, senior
executives and other designated persons in the period of one week prior to the release of quarterly
reports and the Company’s annual and half-year financial results. Any proposed transactions to be
undertaken must be notified to the Chairman in advance. Directors are also required to immediately
advise the Company of any transactions conducted by them in the securities of the Company.
51
CATALYST METALS LIMITED
CORPORATE GOVERNANCE STATEMENT
Where the Company grants securities under an equity based remuneration scheme, participants are
prohibited from entering into arrangements for the hedging, or otherwise limiting their exposure to risk in
relation to unvested shares, options or rights issued or acquired under the scheme.
EMPLOYMENT DIVERSITY
The Board recognises the benefits of achieving an appropriate mix of diversity on its Board and
throughout the Company as a means of enhancing the Company's performance and organisational
capabilities. However, due to the current size and stage of development of the Company and there
being no permanent employees, the Board has elected not to establish a formal diversity policy at this
stage.
The Company aims to achieve an appropriate mix of diversity on its Board, in senior management and
throughout the organisation. The Board has determined that no specific measurable objectives will be
established until such time as the number of employees and level of activities of the Company increases
to a level sufficient to enable meaningful and achievable objectives to be developed.
The appropriate mix of skills and diversity for membership of the Board is considered as part of ongoing
nomination and succession planning and which
recognises the value of balanced gender
representation.
The Board currently comprises four directors, none of whom are female. The Company Secretary and
the Chief Financial Officer are both male. There are no other officers or employees of the Company.
CONTINUOUS DISCLOSURE AND SHAREHOLDER COMMUNICATIONS
The Company has a formal written policy for the continuous disclosure of any price sensitive information
concerning the Company. The Board has also adopted a formal written policy covering arrangements
to promote communications with shareholders and to encourage effective participation at general
meetings.
The Chairman and Company Secretary have been nominated as the Company’s primary disclosure
officers. All information released to the ASX is posted on the Company’s web-site immediately after it is
disclosed to the ASX. When analysts are briefed on aspects on the Company’s operations, the material
used in the presentation is released to the ASX and posted on the Company’s web-site.
All shareholders are entitled to elect to receive a printed copy of the Company’s annual report. In
addition, the Group makes all market announcements, media briefings, details of shareholders’
meetings, press releases and financial reports available on the Company’s web-site.
52
CATALYST METALS LIMITED
ADDITIONAL INFORMATION
The following information was reflected in the records of the Company as at 11 September 2012.
Distribution of share and option holders
1
1,001
5,001
10,001
- 1,000
- 5,000
- 10,000
- 100,000
100,001 and over
Including holdings of less than a marketable parcel
Number of holders
Fully paid
shares
Listed
options
31
40
48
110
61
290
31
77
102
44
57
14
294
Substantial shareholders
The following shareholders have lodged a notice of substantial shareholding in the Company.
Shareholder
Trapine Pty Ltd
Robin Scrimgeour
Gavin Caudle
Kenneth Raymond Teagle
Toby Mountjoy
Twenty largest holders of fully paid shares
Shareholder
Trapine Pty Ltd
Robin Scrimgeour
Gavin Caudle
Drill Investments Pty Ltd
Toby Mountjoy
Kenneth Raymond Teagle
Chepalix Pty Ltd
National Nominees Ltd
Providence Gold & Minerals Pty Ltd
1.
2.
3.
4.
5.
6.
7.
8.
9.
10. Unity Mining Limited
11.
12. Vestcourt Pty Ltd
13. HSBC Custody Nominees (Australia) Ltd
14.
15.
16.
17.
18.
19. Mining Tenement Management Pty Ltd
20.
John Paul Sisterson
Lafferty AH & Boston SJ
Elshaw Pty Ltd
Roger George Davis
Lindway Investments Pty Ltd
Silverpeak Nominees Pty Ltd
Kimberley Downs Pty Ltd
Number of shares
%
5,410,947
3,963,778
3,873,625
3,424,294
2,928,126
Shares
4,720,085
4,001,278
3,873,625
3,010,000
2,619,995
2,484,193
2,375,600
1,575,962
1,525,000
1,000,000
788,500
787,500
715,500
699,731
577,498
572,096
567,666
537,500
535,000
525,000
33,491,729
11.74
8.60
8.41
7.43
6.36
%
10.24
8.68
8.41
6.53
5.69
5.39
5.16
3.42
3.31
2.17
1.71
1.71
1.55
1.52
1.25
1.24
1.23
1.17
1.16
1.14
72.68
53
CATALYST METALS LIMITED
ADDITIONAL INFORMATION
Twenty largest holders of listed options exercisable at $0.50 each on or before 15 January 2013
Optionholder
Trapine Pty Ltd
Robin Scrimgeour
Gavin Caudle
Drill Investments Pty Ltd
Toby Mountjoy
Chepalix Pty Ltd
Kenneth Raymond Teagle
National Nominees Ltd
Providence Gold & Minerals Pty Ltd
1.
2.
3.
4.
5.
6.
7.
8.
9.
10. Unity Mining Limited
John Paul Sisterson
11.
Kimberley Downs Pty Ltd
12.
13. Vestcourt Pty Ltd
14. HSBC Custody Nominees (Australia) Ltd
15.
16.
17.
18.
19. Mining Tenement Management Pty Ltd
20.
Elshaw Pty Ltd
Roger George Davis
Lafferty AH & Boston SJ
Lindway Investments Pty Ltd
Silverpeak Nominees Pty Ltd
Options
590,012
500,160
484,204
375,001
327,500
296,950
240,260
196,996
190,625
125,000
100,842
98,563
98,438
89,438
71,512
70,959
69,280
67,188
66,875
65,625
4,125,428
%
10.24
8.68
8.41
6.51
5.69
5.16
4.17
3.42
3.31
2.17
1.75
1.71
1.71
1.55
1.24
1.23
1.20
1.17
1.16
1.14
71.62
Classes of shares and voting rights
At meetings of members or classes of members, each member entitled to vote may vote in person or by
proxy or attorney. On a show of hands every holder of ordinary shares present at a meeting in person or
by proxy is entitled to one vote, and on a poll, every person present in person or by proxy has one vote for
each ordinary share held.
Unquoted securities
The following classes of unquoted securities are on issue:
Security
on issue Name of holder
Number
%
Number Holders of greater than 20% of each class of
security
Options over fully paid shares exercisable:
- at 20 cents each on or before 30.06.14
1,000,000 John Arbuckle
Frank Campagna
Bruce Kay & Henriette Kay
- at 30 cents each on or before 30.06.15
1,000,000 John Arbuckle
Frank Campagna
Bruce Kay & Henriette Kay
375,000
375,000
250,000
375,000
375,000
250,000
37.5
37.5
25.0
37.5
37.5
25.0
Performance Rights (i)
700,000 Bruce Kay
700,000
100.0
(i) Vest on the date that the Company, through Kite Gold Pty Ltd, becomes entitled to the transfer of
a 50% interest in each of exploration licences EL4525 and EL5295 under the Four Eagles Heads of
Agreement.
54
CATALYST METALS LIMITED
ADDITIONAL INFORMATION
Tenement directory
Project
Tenement number
Beneficial interest
Western Australia
Eudamullah
Bluebush Well
Wanna
Victoria
Everton
Four Eagles
Four Eagles
E09/1174
E09/1303
E09/1776
EL4866
EL4525
EL5295
90%
90%
90%
100%
Right to earn interest
Right to earn interest
Competent person statement
The information in this report that relates to Exploration Results is based on information compiled by Mr
Bruce Kay, who is a Fellow of the Australasian Institute of Mining and Metallurgy and is a non-executive
director of Catalyst Metals Limited. Mr Kay has sufficient experience that is relevant to the style of
mineralisation, type of deposit under consideration and to the activity that he is undertaking to qualify
as a Competent Person as defined in the 2004 edition of the ‘Australasian Code for Reporting of
Exploration, Results, Mineral Resource and Ore Reserves’. Mr Kay consents to the inclusion in this report
of the matters based on his information in the form and context in which it appears.
55