Catalyst Metals Limited
Annual Report 2014

Plain-text annual report

ABN N 54 118 912 2 495 ANNNUAL RE EPORT A AND FINA ANCIAL S TATEMENNTS YEAR EN NDED 30 JU UNE 2014 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 26 27 28 29 30 31 57 58 60 64 Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 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 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 2014 2 CATAL LYST META ALS LIMIT ED CHAIR RMAN’S R REVIEW Dear Sha areholder, The 2014 issued 25 Minerals Project. 4 financial ye 50,000 ordina Pty Ltd, whe ear began w ary fully paid en the Comp with the anno d shares in th pany becam ouncement t he Compan me entitled to hat on the 1 y and paid o a 50% direc 5 August 201 $30,000 to P ct interest in 13 the Comp Providence G the Four Eag pany had Gold and gles Gold On the 3 Agreeme interest in of and consolid entire 70 the cont further c kilometre supportiv 31 March 201 ent with Nav n the Tandar adjacent to ation of two 0 kilometre str trol of one m consolidate th es. A $500,0 ve long stand 4 the Comp varre Minera rra Project (E o the Four of the most rike length o manager. In a he ground h 000 Placeme ding shareho any announc als Limited (“ L 4897) which Eagles Gold t prospective f the Bendig addition, two holdings of th ent was con older of the C ced that it ha “Navarre”) w h is located n d Project). T e greenfields o North Gold new explora he Company nducted in c Company, Mr ad signed a which would north of Bend his transacti gold projec dfield will now ation licenses y into a cont conjunction r Barry Drill. Term Sheet s enable it to digo in Victor on has resu ts in Victoria w (for the firs s were also a tiguous area with this tra summarising o earn a 51 ria (and direc ulted in the a and means st time ever) applied for in of about 80 ansaction via a Farm-in % equity ctly south regional s that the be under n order to 00 square a a very In May 2 mineralis within the 2014 the Com sation (3.0me e Four Eagles mpany was etres @ 59.0g s Gold Projec pleased to a g/t Au and 3 ct), via an air announce th .0 metres @ rcore drilling hat it had int 7.0g/t Au) a programme tersected fur t the Discove . rther high gra ery Prospect ade gold (located In June previous received Kay and continue now also 2014, a bin ly announce d from the ex d two very v ed support w o as sharehol nding Heads ed Farm-in. A xercise of 1,00 valuable and will be greatly ders of the C s of Agreem At the end o 00,000 unliste d loyal cons valued by th Company. ment was ex of June 2014 ed $0.20 opti sultants of th he Company xecuted wit 4 an additio ons. These op he Company y not only thro h Navarre w onal $200,000 ptions were e y – whose p ough their da which forma 0 in equity fu exercised by previous, cur ay to day eff alised the unds was Mr Bruce rrent and forts – but Subsequ the Hea accorda Navarre ently, on the ds of Agree ance with th and made a e 12 Septem ement with N he terms of t a cash paym ber 2014, th Navarre had the agreeme ent of $50,00 e Company d been satisf ent, Catalys 00. announced fied and co t issued 250, d that all con mpletion ha ,000 ordinary nditions prec ad occurred y fully paid cedent to - and in shares to This year after ma the Four knowled as and w r the Board w any years of p r Eagles Gold ge and his c when required would especi painstaking w d Project in 2 cheerful and d. ally like to ac work made th 2010. He has collaborativ cknowledge he original di s tirelessly as ve approach our Joint Ve scovery of hi ssisted the C h to any mat nture partne igh grade go ompany wit tter that has er Mr Tom Bur old under soi th his great w needed his rows who l cover at wealth of attention The Boa support objective rd again ac of the longe e of the disco cknowledges er term amb overy of a m s and would bitions of the ajor virginal g d like to tha e Company gold discove nk all of its as it endea ery under soil shareholders vours to pur cover north rs for their c rsue the join of Bendigo. ontinuing t venture It goes w all shareh without saying holders as it n g that your Bo now looks tow oard continu wards 2015 a ues to remain and the oppo n committed ortunities tha to adding va t it will undou alue for the b benefit of g. ubtedly bring Stephen Chairma Boston an 30 Septe ember 2014 3 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATALYST METALS LIMITED DIRECTORS’ REPORT The Directors of Catalyst Metals Limited present their report on the consolidated entity for the year ended 30 June 2014. 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 $782,030 as at 30 June 2014 (2013: $877,483). 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 2014 was $1,023,864 (2013: $1,007,381). DIVIDENDS No dividend has been paid during or is recommended for the financial year ended 30 June 2014. REVIEW OF OPERATIONS Exploration by Catalyst Metals Limited (Catalyst) during the year was again focussed on the Four Eagles Gold Project (Four Eagles) in Victoria where an aircore drilling programme in May 2014 intersected new zones of high grade mineralisation and significantly extended the strike length of the Discovery Zone on the Eagle 2 Structure. The Company has further consolidated its land holdings in the Bendigo North Goldfield by new Exploration Licence applications and the signing of a Heads of Agreement with Navarre Minerals Limited. This means that the Company now has management of the entire 65 kilometre strike length along the favourable Whitelaw Fault (Figure 1). No field work was undertaken at the Minnie Creek tungsten and molybdenum project in Western Australia or at the Everton molybdenum project in Victoria and the Company has made the decision to relinquish the Western Australian licences. Four Eagles Gold Project (Victoria) In December 2010, Catalyst entered into a heads of agreement with private company, Providence Gold and Minerals Pty Ltd (Providence) to form a joint venture to further explore and develop the Four Eagles Gold Project (EL4525 and EL5295). Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 4 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) The Four towns of (Figure 1 earned a next stag further s contribu r Eagles Gold f Mitiamo and ). In May 2 a 50% equity ge of expend ole expendi te after Cata d Project is lo d Raywood i 2013, Catalys y in the Four diture so Ca iture of $2.1 alyst has earn ocated gene in central Vic st completed Eagles Gold talyst has the million bef ned 60% equ erally along st ctoria, exten d its initial ex Project. Pro e right but n ore 20 Janu ity). trike of the B ding from 20 xpenditure o ovidence has ot the obliga uary 2016 (s endigo Gold 0 to 70 kilome obligations of s elected no ation to earn ubject to a dfield and we etres north of f $2.1million ot to contribu n a 75% equi Providence est of the f Bendigo and had ute to the ty for the e right to At the e Four Eag nd of the 20 gles and will n 14 financial y need to spen year, Cataly nd a further $ yst had spent $500,000 to ea t approximat arn a 60% int tely $2.44 mil erest. llion on explo oration at Figu ure 1 – Plan s howing tene ments under r Catalyst ma anagement in n the North Be endigo Gold d Belt Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 5 CATALYST METALS LIMITED DIRECTORS’ REPORT REVIEW OF OPERATIONS (Continued) An aircore drilling programme was undertaken at Four Eagles in May 2014 with 28 holes being completed for a total metreage of 2,657 metres. The programme was focussed on the northern extension of the Discovery Prospect following the Eagle 2 Structure (Figure 2a). Further high grade gold mineralisation was intersected about 1.7 kilometres north of the original high grade discovery hole FE328. Vertical aircore hole FE663 intersected 3.0 metres @ 59.0g/t Au from 102.0 metres in a semi massive quartz vein just below the basement contact. Another totally separate sample from the same interval assayed 3.0 metres @ 7.0g/t Au which suggests that coarse gold may be present in the area in association with a fine grained fraction. These assays are from the bulk samples assayed by the Leachwell method which uses a total cyanide leach and AAS finish. Initial assays from the smaller 30 gram sample showed values of 95.6g/t Au and 2.7g/t Au respectively. It is very encouraging that all samples whether small or large contain good grade gold values once again supporting the premise at Four Eagles that the gold distribution is predominately finely divided. This is very different to the experience at Bendigo where most gold occurs in very coarse particles making assay repeatability difficult. This high grade intersection is situated 1.7 kilometres north of the Discovery Prospect hole FE328 which contained 6 metres @ 82.7g/t Au from 123 metres depth. Other lower grade intersections in the 0.2 to 0.6g/t Au range and anomalous arsenic values show that the Discovery Prospect now extends for about 2.5 kilometres under cover (Figure 3) with several high grade values:          3.7m @ 4.7g/t Au including 0.8 m @ 17.5g/t Au (FEDD001) 0.4m @ 8.4g/t Au and 0.75m @ 15.3g/t Au (FEDD007) 0.4m @ 152g/t Au (FEDD008) 6.0m @ 82.7g/t Au (FE328) 1.5m @ 1.81g/t Au (FE326) 3.0m @ 9.71g/t Au (FE380) 3.0m @ 0.9g/t Au (FE584) 3.0m @ 59.0g/t Au and 3.0m @ 7.0g/t Au (FE663) 3.0m @ 0.55g/t Au (FE664) Full location data on the 28 holes drilled in 2014 was previously reported in Table 1 of the Catalyst Quarterly Report to 30 June 2014 and a Summary of Sampling Techniques and Reporting of Exploration Results according to the JORC Code 2012 Edition were also tabulated in Appendix 1 of that report. Previous intersections above and located on Figures 2a ,2b and 3 have been reported under the 2004 JORC Code. All of the above intersections are considered to lie within the same Eagle 2 structural corridor however little information is known about strike and dip of the gold mineralisation. Angled diamond or reverse circulation drilling will be required to determine the orientation and continuity. Many of the intersections in the Discovery Prospect are associated with quartz veining which also limits the penetration ability of aircore drilling. The 2014 drilling programme has confirmed the large gold footprint at Four Eagles which is about 6 kilometres by 2.5 kilometres in size and contains numerous intersections of high grade gold mineralisation. 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 2014 6 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figu ure 2a Plan of Four Eagle es Gold Projeect showing ddrillholes and trends of goold mineralisa ation 7 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figu ure 2b: Four E Eagles Gold PProject showing intersectiions for Figure e 2a 8 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figure e 3: Plan of D iscovery Prosspect showinng recent andd historic drill l holes 9 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATALYST METALS LIMITED DIRECTORS’ REPORT REVIEW OF OPERATIONS (Continued) Catalyst Navarre Heads of Agreement In June 2014, Catalyst executed a binding Heads of Agreement with Navarre Minerals Limited (ASX: NML) (Navarre) to enable Catalyst to earn a 51% equity interest in the Tandarra Gold Project (EL 4897) located north of Bendigo in Victoria. This transaction resulted in a regional consolidation of two of the most prospective greenfield gold projects in Victoria and means that the entire 65 kilometre strike length of the Bendigo North Goldfield will be under single management for the first time (Figure 1). The rationalisation will enable synergy benefits and shared technology to be realised in both exploration and development stages. As part of the same transaction, Navarre will transfer to Catalyst its interests in two gold projects owned by Castlemaine Goldfields Limited (a subsidiary of LionGold Corp) (Castlemaine), which are subject to farm-in and joint venture arrangements between Navarre and Castlemaine. Navarre has earned a 51% interest in the Sebastian Project (EL 4536 and EL 4974) and is earning a 51% interest in the Raydarra Project (EL 5266). Navarre will receive a 1% net smelter royalty on Catalyst’s entitlement to proceeds from future production from the Sebastian and Raydarra Projects. Agreement terms In order to earn its 51% equity interest in the Tandarra Gold Project (EL 4897), Catalyst will be required to spend $3 million on exploration during a four year period commencing from 12 September 2014, whereby Catalyst will undertake to assume future royalty obligations with Leviathan Resources Pty Ltd (Leviathan) (Satisfaction Date). The expenditure must be sufficient to maintain the tenement in good standing and be not less than $200,000 per annum. Within two years of the Satisfaction Date, Catalyst must spend at least $800,000 on the tenement and also generate a mineralisation report sufficient for the requirements of the Mineral Resources (Sustainable) Development Act 1990 (Vic)(MRSD Act) before 14 November 2015. Catalyst will also make the following payments to Navarre:  On the Satisfaction Date, $50,000 and 250,000 fully paid ordinary shares in Catalyst; and  On the first anniversary of the Satisfaction Date, issue 250,000 fully paid ordinary shares in Catalyst. Castlemaine has signed a Deed of Assignment and Assumption to enable Navarre to assign all of its rights and obligations relating to the Castlemaine tenements under farm-in and joint venture arrangements. Navarre has already earned 51% equity in the Sebastian Project (EL 4536 and EL 4974) and a joint venture with Castlemaine has been established. Navarre has the right to earn a further 24% in these tenements by the expenditure of $300,000 before 20 February 2017. On the Raydarra Project (EL 5266), Navarre has satisfied the minimum expenditure commitment of $100,000 but is required to spend a further $200,000 before 20 February 2015 to earn its 51% equity. Navarre also has the right to earn a further 24% by the expenditure of a further $600,000 before 20 February 2017. Tandarra Gold Project (Victoria) Catalyst has undertaken a technical review of historical data and updated the corporate presentation following the signing of the Heads of Agreement with Navarre. As shown on Figure 1, Catalyst now has an interest in tenements covering the entire gold belt potential of the Bendigo North area. The agreement with Navarre means that Catalyst shareholders will now directly benefit from any future gold discoveries that are made in this 65 kilometre long corridor. Tandarra Data Review A full review of the extensive database for these areas was commenced during the financial year and will provide the basis of future drilling programmes. High grade gold mineralisation has already been intersected on the Tomorrow and Macnaughtan Structures with the former structure hosting grades up to 20 g/t Au at basement depths of less than 20 metres. Depending on the continuity of mineralisation, this area could have potential for open pit mining. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 10 CATALYST METALS LIMITED DIRECTORS’ REPORT REVIEW OF OPERATIONS (Continued) JORC Reporting of Historic Navarre Exploration Results Although Catalyst was not involved in the exploration at the Tandarra project, it has elected to update the previously published exploration results to comply with the JORC 2012 Code (refer ASX announcement dated 1 September 2014). The results had been publicly reported by Leviathan Resources Pty Ltd (ASX code LVR) (December 2004 to January 2007), Perseverance Corporation Limited (ASX code PSV) (January 2008 to March 2011) and Navarre (ASX code NML) (March 2011 to current) in numerous announcements during the stated periods under the JORC 2004 Code. Catalyst has limited knowledge on how the data was collected and has had to make assumptions based on the available historic data generated by these companies. Regional Exploration Potential at Tandarra All historical aircore drilling from Leviathan and Navarre programmes have now been compiled and plotted on Figure 4a. This interpretation shows that most of the expenditure has been focussed on the Tomorrow and Macnaughtan Structures (the rectangular box area on Figure 4a) and other structures in the licence area have had limited drill testing. Several potential gold trends are shown on Figure 4a including the 7 kilometre strike length along the Tandarra Fault Zone north of the Tomorrow Prospect and several parallel structures to the east. These interpreted structural trends are enhanced by a review of anomalous arsenic values in the Leviathan data but many areas have no arsenic data because Navarre did not assay for this element A significant gold intersection was present in aircore hole ACT 046 which assayed 1.83 g/t Au from 61 metres depth in an area near the interpreted Whitelaw Fault. Another hole in the same area which still requires verification contained 1 metre @ 3.0g/t Au from 32 metres depth. These intersections are totally untested to the north and south where basement depths are unknown but probably less than 50 metres. These regional targets will be tested by reconnaissance aircore drilling following the completion of the 2014 grain harvest. The Tomorrow –Macnaughtans Area This area shown on the rectangular inset box of Figure 4a contains most of the known mineralisation on the Tandarra property and probably accounts for a high proportion of the prior exploration expenditure. Most of the reverse circulation (RC), diamond and aircore drilling was undertaken within this restricted area. Aircore and RC drillholes within this area are shown with their intersections on Figures 4a, 4c and 5 respectively and clearly show two parallel gold structures about 150 metres apart. On the Tomorrow Structure, high grade gold values occur within a 25 metre wide zone with multiple quartz veining and fractures which dips steeply to the east and probably coincides with the eastern limb of a tight anticline. Two cross sections through the Tomorrow Zone are shown on Figures 6 and 7. On Figure 7, a diamond drillhole, DDT001 intersected sporadic gold mineralisation from 20.5 metres downhole (18 metres vertical depth) to 46.8 metres but core recovery was only about 25% because of soft saprolitic clays. Approximately 5.1 metres of fragmented core was obtained from this interval and assayed about 7.7g/t Au. High grade intervals included 1.3 metres @ 18.2g/t Au from 20.1 metres, 1.3 metres @ 7.5g/t Au from 35.7 metres, 0.7 metres @10.9g/t Au from 36.9 metres and 1.3 metres @ 2.6 g/t Au from 45.1 metres depth. This hole would need to be re-drilled to establish if continuous high grade gold mineralisation is present at this shallow depth on the Tomorrow Structure. Other shallow high grade intersections on the Tomorrow Structure are present in several drill holes:  RCT006 (7 metres @5.5g/t Au from 50 metres)  RCT 007 (1metre @ 8.6g/t Au from 12 metres)  RCT063 (4metres @ 9.2g/t Au from 18 metres)  RCT050 (2 metres @ 18.4g/t Au from 44 metres)  RCT097 (3 metres @6.4g/t Au from 54 metres)  ACT015 (10metres @18.0g/t Au from 37 metres) As shown on Figure 5, the Tomorrow and Macnaughtan Structures still require considerably more angled RC drilling to define potential open pit resources. Because there is very little RC and diamond drilling that has tested these structures at vertical depths of greater than 100 metres, there is also potential for the discovery of high grade shoots that could be mined by underground methods. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 11 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figure 4 4a: Plan of Ta andarra aircoore drilling shhowing gold mmineralisation trends 12 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figure 4b: Ai c ircore drill inttersections shhown on Figuure 4a and 4c 13 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figure 4c: Pla F an showing a (Enla aircore drillho argement of oles in Tomorr rectangular row and Mac box on Figure cnaughtans P e 4a) Prospect Are a Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 14   CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figure 5: Plan showing naughtans Pr g Reverse Cir rospects (Enl rculation drill argement of holes and as f rectangular ssays in Tomo box on Figur orrow and re 4a) Macn Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 15           CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Figu ure 6: East we est Cross Sec ction through h Tomorrow Sttructure at 59972750N on TTandarra Proj ject. 16 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014   CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT REVIEW O OF OPERATIO ONS (Continue ed) Fig gure 7: East w west Cross sec ction through h Tomorrow S tructure at 59 972820N on T Tandarra Proj ject New Ten ement Appli cations in the e Bendigo No d orth Goldfield In April 2 ground h Providen square k Raydarra cover th 2014, Cataly holdings nor nce Joint Ve kilometres. A a EL5266 on e possible ex yst made ap th of Bendig enture and b A second EL which Cata xtension of m plication for go. As show becomes co LA 5509 with lyst will earn mineralisation r two new ex wn on Figure ontiguous wit an area of n an interest located on t xploration lic 1, ELA 5508 th EL’s 5295 f 49 square from Castlem the Four Eag cences to fu was lodged and 4525. kilometres, is maine Goldf les and Tand urther consoli d under the The total ar s located ea fields. These darra prospec idate the Catalyst- ea is 311 ast of the e licences cts. Everton P Project (Victo oria) EL4866 The Com holds the Discussio partners mpany contin e rights to t ons were als in future exp nues to seek the old qua o held with ploration. No k a commerc rry area whe other explo o field work w cial access a ere high gra oration comp was undertake agreement w ade molybd panies in th en during the with the Eve enite ore w e district wh e financial ye erton land-ow was mined hi ho may be ear. wner who istorically, potential Minnie C Creek Project t (Western Au ustralia) Following was ma tenemen g a review o de to relinq nt interests in f the Minnie quish the Eud Western Aus Creek Projec damullah E0 stralia. ct in the con 09/1174 whic ntext of othe ch means th r Company p at the Com priorities, the mpany has n e decision no further 17 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014   CATALYST METALS LIMITED DIRECTORS’ REPORT SIGNIFICANT CHANGES IN STATE OF AFFAIRS There were no significant changes in the state of affairs of the Group during the financial year. 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 report on any likely developments which may materially affect the operations of the Group and the expected results of those operations in subsequent years. SUBSEQUENT EVENTS On 12 September 2014, the Company announced that all conditions precedent to the Heads of Agreement with Navarre Minerals Limited (Navarre) had been satisfied and completion had occurred. Under the Heads of Agreement, Catalyst has the right to earn a 51% equity interest in the Tandarra Gold Project located north of Bendigo in Victoria. In accordance with the terms of the agreement, Catalyst issued 250,000 ordinary fully paid shares to Navarre and made a cash payment of $50,000 (exc. GST). Otherwise, there have been no other 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 Special Responsibilities: Chairman Other Directorships: None Interests in securities: Direct: Indirect: 115,000 5,504,135 Ordinary Shares (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: None Interests in securities: Direct: Indirect: Nil 4,680,500 Ordinary Shares Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 18 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 from 1989 until 2002. Special Responsibilities: Technical Director. Other Directorships: Interests in securities: None Direct: 1,652,808 Ordinary Shares; 350,000 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 25 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. 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 7 7 7 7 7 7 7 7 - 1 1 - - 1 1 - 19 Stephen Boston Robin Scrimgeour Gary Schwab Bruce Kay Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 CATALYST METALS LIMITED DIRECTORS’ REPORT 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 2014. 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 916,667 unissued ordinary shares under option. The terms of these options are as follows: Options over ordinary fully paid shares exercisable: - at 30 cents each on or before 30 June 2015 - at 30 cents each on or before 30 June 2016 Number 750,000 166,667 916,667 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. 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 20 CATALYST METALS LIMITED DIRECTORS’ REPORT REMUNERATION REPORT (Continued) 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. 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 $400,000 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. At the 2013 AGM, 100% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2013. The company did not receive any specific feedback at the AGM regarding its remuneration practices. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 21 CATALYST METALS LIMITED DIRECTORS’ REPORT REMUNERATION REPORT (Continued) Details of Remuneration for Year Ended 30 June 2014 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. 2014 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 65,550 43,700 21,850 30,000 - - - 52,800 161,100 52,800 - - 21,850 13,700 35,550 - - - 64,003 64,003 65,550 43,700 43,700 160,503 313,453 In 2014, a component of Messrs Boston, Scrimgeour and Kay’s directors’ fees were accrued but have not been paid to assist in the preservation of cash for the Company. Details of accrued amounts are disclosed in Note 16 of the financial report. Included in the remuneration report are amounts paid to Mr Kay for geological consulting services that are outside the scope of his directors’ duties. 2013 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 60,000 40,000 40,000 40,000 - - - 60,000 180,000 60,000 5,400 3,600 3,600 3,600 16,200 - - - 85,260 85,260 65,400 43,600 43,600 188,860 341,460 In 2013, a component of Messrs Boston, Scrimgeour and Kay’s directors’ fees were accrued but not been paid to assist in the preservation of cash for the Company. Included in the remuneration report are amounts paid to Mr Kay for geological consulting services that are outside the scope of his directors’ duties. 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. Directors are permitted to salary sacrifice their fees. 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 22 CATALYST METALS LIMITED DIRECTORS’ REPORT REMUNERATION REPORT (Continued) SHARE-BASED COMPENSATION Shares On 15 November 2013, at the Company’s 2013 Annual General Meeting, shareholders approved the issue of 332,000 ordinary fully paid shares to Messrs Boston, Scrimgeour and Kay in lieu of outstanding directors’ fees for the 2012/13 financial year. The market price at the date of issue of the shares was $0.32 per share 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. 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 no performance rights were issued as compensation. In the 2012 financial year Mr Bruce Kay was granted Performance Rights with the following conditions: (a) 300,000 Performance Rights to vest on the date that the Company, through its wholly owned subsidiary Kite Gold Pty Ltd (Kite Gold) 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 (Providence); and (b) 700,000 Performance Rights will vest on the date that the Company, through Kite Gold, 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 15 April 2013 the Company agreed with Mr Kay to alter the Performance Rights conditions to reflect the Amendment and Restatement Deed of the Heads of Agreement that was signed with Providence. Under the terms of the revised Performance Rights, Mr Kay agreed to defer the vesting and issue of 350,000 Performance Rights until the granting of the extension of EL4525 from 20 January 2013 has been granted and Catalyst, through Kite Gold, becomes entitled to a 60% interest in the Four Eagles Gold Project. On 17 June 2013, Mr Kay was issued with 350,000 ordinary fully paid shares in the Company following Kite Gold becoming entitled to the transfer of a 50% interest in EL4525 and EL5295. SHARE AND OPTION HOLDINGS 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: Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 23 CATALYST METALS LIMITED DIRECTORS’ REPORT REMUNERATION REPORT (Continued) 2014 – Options Holdings Directors S Boston R Scrimgeour G Schwab B Kay Balance at beginning of year - - - 250,000 Granted as compensation Exercised Other changes (i) Balance at end of year Vested and exercisable - - - - - - - (250,000) - - - - - - - - - - - - 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. 2014 – Ordinary Share Holdings Directors S Boston R Scrimgeour G Schwab B Kay Balance at beginning of year Purchased Other changes (i) Balance at end of year 5,504,135 4,587,500 - 1,278,808 - - - - 115,000 93,000 - 5,619,135 4,680,500 - 374,000(i) 1,652,808 A. This represents shares issued as a result of exercise of options during the financial year plus the vesting of Performance Rights to Mr Kay. Performance Rights The number of performance rights in the Company held during the financial year by each personally related parties, are set out below: 2014 – Performance Rights Holdings Directors S Boston R Scrimgeour G Schwab B Kay Balance at beginning of year - - - 350,000 Granted as compensation Vested Other changes (ii) Balance at end of year Vested and exercisabl e - - - - - - - - - - - - - - - 350,000 - - - - OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL (i) $10,876 was paid to Elshaw Pty Ltd during the year, a company in which Mr Boston has a relevant interest. (ii) Mr Kay was paid $52,800 (2013: $60,000) for geological consulting work that is outside the scope of his directors’ duties. END OF REMUNERATION REPORT Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 24 CATAL LYST META ALS LIMIT ED DIREC CTORS’ RE PORT INDEMNI IFICATION AN ND INSURANC CE OF DIRECT TORS AND OF FFICERS The Grou Under th costs wh Group o up has entere he agreemen hich may ari r any related ed into indem nts, the Grou se as a resu d entities. mnity agreem p will indemn ult of work p ments with e nify those off performed in ach of the d ficers against their respec irectors and t any claim o ctive capacit officers of th or for any exp ties as office he Group. penses or ers of the NON-AU S DIT SERVICES The boa provision indepen non-aud ard of direct n of non-au dence for a dit services did tors, in acco udit services uditors impo d not compr ordance with s during the sed by the C omise the ex h advice fro is c e year Corporations xternal audito om the audit compatible s Act 2001. Th or’s independ t committee with the g he directors dence for the e, is satisfied general stan are satisfied e following re that the ndard of that any easons:   all no to en the n indep Acco on-audit serv nsure they do nature of the pendence in ounting Profe vices are revie o not adverse e services pr n accordanc essional and ewed and a ely affect the rovided do n e with APES Ethical Stand pproved by e integrity an not comprom 110: Code o dards Board. the audit co d objectivity mise the gen f Ethics for Pr ommittee prio of the audito neral principl rofessional Ac or to comme or; and les relating t ccountants s encement o auditor set by the No fees 30 June 2 for non-aud 2014. dit services w were paid/p payable to t the external auditors du uring the yea ar ended AUDITOR R’S INDEPEND ENCE DECLA ARATION The lead immedia d auditor’s ind ately follows t dependence the Directors e declaration ’ Report. n for the yea r ended 30 J June 2014 ha as been rece eived and This repo ort is made in accordance e with a reso Stephen Chairma Boston an Perth, We 30 Septe estern Austra ember 2014 alia lution of the Directors. 25 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 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 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. AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of Catalyst Metals Ltd for the year ended 30 June 2014, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (ii) any applicable code of professional conduct in relation to the audit. RSM BIRD CAMERON PARTNERS Perth, WA JAMES KOMNINOS Dated: 30 September 2014 Partner 26CATALYST METALS LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 30 June 2014 Current Assets Cash and cash equivalents Trade and other receivables Total Current Assets Non-Current Assets Property, plant and equipment Exploration and evaluation expenditure Total Non-Current Assets Note 2014 $ 2013 $ 7 8 9 10 1,031,251 1,114,656 36,061 33,488 1,067,312 1,148,144 74 - 74 714 - 714 TOTAL ASSETS 1,067,386 1,148,858 Current Liabilities Trade and other payables Total Current Liabilities TOTAL LIABILITIES NET ASSETS Equity Contributed equity Share-based payments reserve Accumulated losses 11 285,356 271,376 285,356 271,376 285,356 271,376 782,030 877,482 12 13 13 9,453,634 8,589,225 228,008 164,005 (8,899,612) (7,875,748) TOTAL EQUITY 782,030 877,482 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 2014 27 CATALYST METALS LIMITED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended 30 June 2014 Note 2014 $ 2013 $ Revenue from continuing operations 3 32,094 55,946 Expenses Occupancy costs Professional fees Administration costs Personnel Corporate Exploration costs written off - (1,050) (172,800) (162,058) (62,367) (29,590) (250,693) (281,460) (212,914) (164,053) (357,184) (425,116) Loss before income tax expense from continuing operations (1,023,864) (1,007,381) Income tax expense 6 - - Loss after income tax from continuing operations (1,023,864) (1,007,381) Other comprehensive income Total comprehensive loss for the year Total comprehensive income attributable to members of the Parent entity - - (1,023,864) (1,007,381) (1,023,864) (1,007,381) Earnings per share for profit attributable to the owners of Catalyst Metals Limited Basic loss per share (cents per share) Diluted loss per share (cents per share) 5 5 (2.1) (2.1) (2.2) (2.2) 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 2014 28 CATALYST METALS LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Year Ended 30 June 2014 Contributed Equity $ Accumulated losses $ Share-based payments reserve $ Total $ Balance at 30 June 2012 8,216,958 (6,868,367) 185,145 1,533,736 - - 372,267 - (1,007,381) - (1,007,381) - - - (21,140) - - (21,140) 372,267 - 8,589,225 (7,875,748) 164,005 877,482 (1,023,864) - (1,023,864) Total comprehensive loss for the year Transactions with owners in their capacity as owners: Share based payments Issue of shares Share issue expenses Balance at 30 June 2013 Total comprehensive loss for the year Transactions with owners in their capacity as owners: Share based payments Issue of shares Share issue expenses - - 889,990 (25,581) - - - 64,003 - - 64,003 889,990 (25,581) 782,030 Balance at 30 June 2014 9,453,634 (8,899,612) 228,008 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 2014 29 CATALYST METALS LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS For the Year Ended 30 June 2014 Cash Flows from Operating Activities Payments for exploration and evaluation Payments for option over Unity Mining gold plant Note 2014 $ 2013 $ (263,339) (504,505) - (100,000) Payments to suppliers, contractors and employees (529,882) (377,483) Interest received 35,397 56,776 Net cash flows used in operating activities 14 (757,824) (925,212) Cash Flows from Investing Activities Payments for property, plant and equipment Net cash flows used in investing activities Cash Flows from Financing Activities - - - - Proceeds from issue of shares and other equity securities 700,000 265,868 Share issue expenses (25,581) - Net cash flows from financing activities 674,419 265,868 Net increase in cash and cash equivalents (83,405) (659,344) Cash and cash equivalents at the beginning of the financial year 1,114,656 1,774,000 Cash and cash equivalents at the end of the financial year 7 1,031,251 1,114,656 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 2014 30 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. (a) New, revised or amending Accounting Standards and Interpretations adopted The consolidated entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Any significant impact on the accounting policies of the consolidated entity from the adoption of these Accounting Standards and Interpretations are disclosed below. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the consolidated entity. The following Accounting Standards and Interpretations are most relevant to the consolidated entity: AASB 10 Consolidated Financial Statements The consolidated entity has applied AASB 10 from 1 July 2013, which has a new definition of 'control'. Control exists when the reporting entity is exposed, or has the rights, to variable returns from its involvement with another entity and has the ability to affect those returns through its 'power' over that other entity. A reporting entity has power when it has rights that give it the current ability to direct the activities that significantly affect the investee's returns. The consolidated entity not only has to consider its holdings and rights but also the holdings and rights of other shareholders in order to determine whether it has the necessary power for consolidation purposes. AASB 11 Joint Arrangements The consolidated entity has applied AASB 11 from 1 July 2013. The standard defines which entities qualify as joint arrangements and removes the option to account for joint ventures using proportional consolidation. Joint ventures, where the parties to the agreement have the rights to the net assets are accounted for using the equity method. Joint operations, where the parties to the agreements have the rights to the assets and obligations for the liabilities, will account for its share of the assets, liabilities, revenues and expenses separately under the appropriate classifications. requirement associated with other entities, being subsidiaries, associates, AASB 12 Disclosure of Interests in Other Entities The consolidated entity has applied AASB 12 from 1 July 2013. The standard contains the entire disclosure joint arrangements (joint operations and joint ventures) and unconsolidated structured entities. The disclosure requirements have been significantly enhanced when compared to the disclosures previously located in AASB 127 'Consolidated and Separate Financial Statements', AASB 128 'Investments in Associates', AASB 131 'Interests in Joint Ventures' and Interpretation 112 'Consolidation - Special Purpose Entities'. AASB 13 Fair Value Measurement and AASB 2011-8 Amendments to Australian Accounting Standards arising from AASB 13 The consolidated entity has applied AASB 13 and its consequential amendments from 1 July 2013. The standard provides a single robust measurement framework, with clear measurement objectives, for measuring fair value using the 'exit price' and provides guidance on measuring fair value when a market becomes less active. The 'highest and best use' approach is used to measure non-financial assets whereas liabilities are based on transfer value. The standard requires increased disclosures where fair value is used. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 31 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) AASB 119 Employee Benefits (September 2011) and AASB 2011-10 Amendments to Australian Accounting Standards arising from AASB 119 (September 2011) The consolidated entity has applied AASB 119 and its consequential amendments from 1 July 2013. The standard eliminates the corridor approach for the deferral of gains and losses; streamlines the presentation of changes in assets and liabilities arising from defined benefit plans, including requiring remeasurements to be presented in other comprehensive income; and enhances the disclosure requirements for defined benefit plans. The standard also changed the definition of short-term employee benefits, from 'due to' to 'expected to' be settled within 12 months. Annual leave that is not expected to be wholly settled within 12 months is now discounted allowing for expected salary levels in the future period when the leave is expected to be taken. AASB 127 Separate Financial Statements (Revised), AASB 128 Investments in Associates and Joint Ventures (Reissued) and AASB 2011-7 Amendments to Australian Accounting Standards arising from the Consolidation and Joint Arrangements Standards The consolidated entity has applied AASB 127, AASB 128 and AASB 2011-7 from 1 July 2013. AASB 127 and AASB 128 have been modified to remove specific guidance that is now contained in AASB 10, AASB 11 and AASB 12 and AASB 2011-7 makes numerous consequential changes to a range of Australian Accounting Standards and Interpretations. AASB 128 has also been amended to include the application of the equity method to investments in joint ventures. AASB 2012-2 Amendments to Australian Accounting Standards - Disclosures - Offsetting Financial Assets and Financial Liabilities The consolidated entity has applied AASB 2012-2 from 1 July 2013. The amendments enhance AASB 7 'Financial Instruments: Disclosures' and requires disclosure of information about rights of set-off and related arrangements, such as collateral agreements. The amendments apply to recognised financial instruments that are subject to an enforceable master netting arrangement or similar agreement. AASB 2012-5 Amendments to Australian Accounting Standards arising from Annual Improvements 2009-2011 Cycle The consolidated entity has applied AASB 2012-5 from 1 July 2013. The amendments affect five Australian Accounting Standards as follows: Confirmation that repeat application of AASB 1 'First- time Adoption of Australian Accounting Standards' is permitted; Clarification of borrowing cost exemption in AASB 1; Clarification of the comparative information requirements when an entity provides an optional third column or is required to present a third statement of financial position in accordance with AASB 101 'Presentation of Financial Statements'; Clarification that servicing of equipment is covered by AASB 116 'Property, Plant and Equipment', if such equipment is used for more than one period; clarification that the tax effect of distributions to holders of equity instruments and equity transaction costs in AASB 132 'Financial Instruments: Presentation' should be accounted for in accordance with AASB 112 'Income Taxes'; and clarification of the financial reporting requirements in AASB 134 'Interim Financial Reporting' and the disclosure requirements of segment assets and liabilities. AASB 2012-10 Amendments to Australian Accounting Standards - Transition Guidance and Other Amendments The consolidated entity has applied AASB 2012-10 amendments from 1 July 2013, which amends AASB 10 and related standards for the transition guidance relevant to the initial application of those standards. The amendments clarify the circumstances in which adjustments to an entity's previous accounting for its involvement with other entities are required and the timing of such adjustments. Interpretation 20 Stripping Costs in the Production Phase of a Surface Mine and AASB 2011-12 Amendments to Australian Accounting Standards arising from Interpretation 20 The consolidated entity has applied Interpretation 20 and its consequential amendments from 1 July 2013. The Interpretation clarifies when production stripping costs should lead to the recognition of an asset and how that asset should be initially and subsequently measured. The Interpretation only deals with waste removal costs that are incurred in surface mining activities during the production phase of the mine. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 32 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) AASB 2011-4 Amendments to Australian Accounting Standards to Remove Management Personnel Disclosure Requirement The consolidated entity has applied 2011-4 from 1 July 2013, which amends AASB 124 'Related Party Disclosures' by removing the disclosure requirements for individual key management personnel ('KMP'). Corporations and Related Legislation Amendment Regulations 2013 and Corporations and Australian Securities and Investments Commission Amendment Regulation 2013 (No.1) now specify the KMP disclosure requirements to be included within the directors' report. Individual Key (b) Basis of preparation These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB'). (c) (d) Historical cost convention The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of available-for-sale financial assets, financial assets and liabilities at fair value through profit or loss, investment properties, certain classes of property, plant and equipment and derivative financial instruments. Critical accounting estimates The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2. Parent entity information In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in note 24. Principles of consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Catalyst Metals Limited ('company' or 'parent entity') as at 30 June 2014 and the results of all subsidiaries for the year then ended. Catalyst Metal Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'. Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases. Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent. Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling interest in full, even if that results in a deficit balance. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 33 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss. (e) Operating segments Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance. (d) (e) Revenue Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. 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. (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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 34 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 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. 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: Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 35 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  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. 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. 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. 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. (j) (k) (l) Employee entitlements Short-term employee benefits Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled within 12 months of the reporting date are recognised in current liabilities in respect of employees' services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Other long-term employee benefits The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are recognised in non-current liabilities, provided there is an unconditional right to defer settlement of the liability. The liability is measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. Defined contribution superannuation expense Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred. (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). Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 36 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Deferred tax Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items. In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill. Deferred tax 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 2014 37 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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 Computer equipment Furniture, fittings and equipment Depreciation Rate 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 2014 38 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (s) New Accounting Standards and Interpretations not yet mandatory or early adopted Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2014. The consolidated entity's assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the consolidated entity, are set out below. AASB 9 Financial Instruments and its consequential amendments This standard and its consequential amendments are applicable to annual reporting periods beginning on or after 1 January 2017 and completes phases I and III of the IASB's project to replace IAS 39 (AASB 139) 'Financial Instruments: Recognition and Measurement'. This standard introduces new classification and measurement models for financial assets, using a single approach to determine whether a financial asset is measured at amortised cost or fair value. The accounting for financial liabilities continues to be classified and measured in accordance with AASB 139, with one exception, being that the portion of a change of fair value relating to the entity's own credit risk is to be presented in other comprehensive income unless it would create an accounting mismatch. Chapter 6 'Hedge Accounting' supersedes the general hedge accounting requirements in AASB 139 and provides a new simpler approach to hedge accounting that is intended to more closely align with risk management activities undertaken by entities when hedging financial and non-financial risks. The consolidated entity will adopt this standard and the amendments from 1 July 2017 but the impact of its adoption is yet to be assessed by the consolidated entity. AASB 2012-3 Amendments to Australian Accounting Standards - Offsetting Financial Assets and Financial Liabilities The amendments are applicable to annual reporting periods beginning on or after 1 January 2014. The amendments add application guidance to address inconsistencies in the application of the offsetting criteria in AASB 132 'Financial Instruments: Presentation', by clarifying the meaning of 'currently has a legally enforceable right of set-off'; and clarifies that some gross settlement systems may be considered to be equivalent to net settlement. The adoption of the amendments from 1 July 2014 will not have a material impact on the consolidated entity. AASB 2013-3 Amendments to AASB 136 - Recoverable Amount Disclosures for Non-Financial Assets These amendments are applicable to annual reporting periods beginning on or after 1 January 2014. The disclosure requirements of AASB 136 'Impairment of Assets' have been enhanced to require additional information about the fair value measurement when the recoverable amount of impaired assets is based on fair value less costs of disposals. Additionally, if measured using a present value technique, the discount rate is required to be disclosed. The adoption of these amendments from 1 July 2014 may increase the disclosures by the consolidated entity. AASB 2013-4 Amendments to Australian Accounting Standards - Novation of Derivatives and Continuation of Hedge Accounting These amendments are applicable to annual reporting periods beginning on or after 1 January 2014 and amends AASB 139 'Financial Instruments: Recognition and Measurement' to permit continuation of hedge accounting in circumstances where a derivative (designated as hedging instrument) is novated from one counter party to a central counterparty as a consequence of laws or regulations. The adoption of these amendments from 1 July 2014 will not have a material impact on the consolidated entity. AASB 2013-5 Amendments to Australian Accounting Standards - Investment Entities These amendments are applicable to annual reporting periods beginning on or after 1 January 2014 and allow entities that meet the definition of an 'investment entity' to account for their investments at fair value through profit or loss. An investment entity is not required to consolidate investments in entities it controls, or apply AASB 3 'Business Combinations' when it obtains control of another entity, nor is it required to equity account or proportionately consolidate associates and joint ventures if it meets the criteria for exemption in the standard. The adoption of these amendments from 1 July 2014 will have no impact on the consolidated entity. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 39 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Annual Improvements to IFRSs 2010-2012 Cycle These amendments are applicable to annual reporting periods beginning on or after 1 July 2014 and affects several Accounting Standards as follows: Amends the definition of 'vesting conditions' and 'market condition' and adds definitions for 'performance condition' and 'service condition' in AASB 2 'Business Combinations' to clarify that contingent 'Share-based Payment'; Amends AASB 3 consideration that is classified as an asset or liability shall be measured at fair value at each reporting date; Amends AASB 8 'Operating Segments' to require entities to disclose the judgements made by management in applying the aggregation criteria; Clarifies that AASB 8 only requires a reconciliation of the total reportable segments assets to the entity's assets, if the segment assets are reported regularly; Clarifies that the issuance of AASB 13 'Fair Value Measurement' and the amending of AASB 139 'Financial Instruments: Recognition and Measurement' and AASB 9 'Financial Instruments' did not remove the ability to measure short-term receivables and payables with no stated interest rate at their invoice amount, if the effect of discounting is immaterial; Clarifies that in AASB 116 'Property, Plant and Equipment' and AASB 138 'Intangible Assets', when an asset is revalued the gross carrying amount is adjusted in a manner that is consistent with the revaluation of the carrying amount (i.e. proportional restatement of accumulated amortisation); and Amends AASB 124 'Related Party Disclosures' to clarify that an entity providing key management personnel services to the reporting entity or to the parent of the reporting entity is a 'related party' of the reporting entity. The adoption of these amendments from 1 July 2014 will not have a material impact on the consolidated entity. Annual Improvements to IFRSs 2011-2013 Cycle These amendments are applicable to annual reporting periods beginning on or after 1 July 2014 and affects four Accounting Standards as follows: Clarifies the 'meaning of effective IFRSs' in AASB 1 'First- time Adoption of Australian Accounting Standards'; Clarifies that AASB 3 'Business Combination' excludes from its scope the accounting for the formation of a joint arrangement in the financial statements of the joint arrangement itself; Clarifies that the scope of the portfolio exemption in AASB 13 'Fair Value Measurement' includes all contracts accounted for within the scope of AASB 139 'Financial Instruments: Recognition and Measurement' or AASB 9 'Financial Instruments', regardless of whether they meet the definitions of financial assets or financial liabilities as defined in AASB 132 'Financial Instruments: Presentation'; and Clarifies that determining whether a specific transaction meets the definition of both a business combination as defined in AASB 3 'Business Combinations' and investment property as defined in AASB 140 'Investment Property' requires the separate application of both standards independently of each other. The adoption of these amendments from 1 July 2014 will not have a material impact on the consolidated entity. Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2013. The consolidated entity’s assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the consolidated entity, are set out below. 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below. Share-based payment transactions The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 40 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS (Continued) The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. Fair value measurement hierarchy The consolidated entity is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These include discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable inputs. Estimation of useful lives of assets The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges for its property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will be written off or written down. Impairment of non-financial assets other than goodwill and other indefinite life intangible assets The consolidated entity assesses impairment of non-financial assets other than goodwill and other indefinite life intangible assets at each reporting date by evaluating conditions specific to the consolidated entity and to the particular asset that may lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions. It is reasonably possible that the underlying metal price assumption may change which may then impact the estimated life of mine determinant and may then require a material adjustment to the carrying value of mining plant and equipment, mining infrastructure and mining development assets. Furthermore, the expected future cash flows used to determine the value-in-use of these assets are inherently uncertain and could materially change over time. They are significantly affected by a number of factors including reserves and production estimates, together with economic factors such as metal spot prices, discount rates, estimates of costs to produce reserves and future capital expenditure. Income tax The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The consolidated entity recognises liabilities for anticipated tax audit issues based on the consolidated entity's current understanding of the tax law. Where the final tax outcome of these matters is different from the carrying amounts, such differences will impact the current and deferred tax provisions in the period in which such determination is made. Recovery of deferred tax assets Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity considers it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 41 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS (Continued) Exploration and evaluation costs The Group's accounting policy for exploration and evaluation is set out in note 1(i). 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. 3. Revenue Interest received 4. Expenses 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 5. Earnings per Share 2014 $ 2013 $ 32,094 32,094 55,946 55,946 186,690 357,859 64,003 640 196,200 425,116 85,260 3,238 2014 No. of Shares 2013 No. of Shares Weighted average number of ordinary shares for basic and diluted earnings per share (i) 47,881,667 46,396,568 (i) In 2014 diluted earnings per share were calculated after classifying all options on issue remaining unconverted at 30 June 2014 as potential ordinary shares. As at 30 June 2014, the Group had 916,667 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 42 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 6. Income tax Loss before tax Prima facie tax on operating loss before income tax at 30% (1,023,864) (1,007,381) 307,159 302,214 2014 $ 2013 $ 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 (108,614) - (55,950) - (198,545) (246,264) - - The Group has $8,581,886 (2013: $7,920,069) tax losses arising in Australia that are available indefinitely for offset against future profit of the companies in which the losses arose. The potential deferred tax asset of $2,574,566 (2013: $2,376,201), 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. 7. Cash and cash equivalents Cash at bank 8. Trade and other receivables Sundry debtors 2014 $ 2013 $ 1,031,251 1,114,656 36,061 33,488 Fair value and credit risk Due to the short term nature of the receivables, their carrying value is assumed to approximate their fair value. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 43 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 9. Property, plant and equipment Computer equipment $ Furniture, fittings and equipment $ Total $ Year ended 30 June 2014 Opening net book amount 1 July 2013 Additions Disposals Depreciation charge Closing net book amount 30 June 2014 At 30 June 2014 Cost or fair value Accumulated depreciation Net book amount Year ended 30 June 2013 Opening net book amount 1 July 2012 Additions Disposals Depreciation charge Closing net book amount 30 June 2013 At 30 June 2013 Cost or fair value Accumulated depreciation Net book amount 714 - - (640) 74 20,602 (20,528) 74 3,952 - - (3,238) 714 20,602 (19,888) 714 10. Exploration and evaluation expenditure Opening balance Additions Exploration written off (refer note 1(i)) Closing balance 11. Trade and other payables Current Payables Trade creditors Accruals - - - - - 11,572 (11,572) - - - - - - 11,572 (11,572) - 714 - - (640) 74 32,174 (32,100) 74 3,952 - - (3,238) 714 32,174 (31,460) 714 2014 $ - 2013 $ - 357,184 (357,184) 425,116 (425,116) - - 98,331 187,025 285,356 104,676 166,700 271,376 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 2014 44 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 12. Contributed Equity (a) Share capital Ordinary shares Fully paid (b) Other equity securities Options – Unlisted Performance Rights - Unlisted Total contributed equity (c) Movements in Ordinary Shares Details Balance at 30 June 2012 Issue of shares – Exercise of options Issue of shares – Exercise of listed options Issue of shares – B Kay Performance Rights 2014 Number 2014 $ 2013 Number 2013 $ (c) 50,301,700 9,453,634 47,053,033 8,589,225 (d) (d) 916,667 350,000 - - 1,750,000 350,000 - - 9,453,634 8,589,225 Number of Shares 46,071,298 Issue Price $ 8,216,958 250,000 $0.300 75,000 381,735 $0.500 190,867 350,000 $0.304 106,400 Balance at 30 June 2013 47,053,033 8,589,225 Issue of shares - Providence Gold & Minerals Issue of shares – Directors in lieu of fees Issue of shares – Placement Issue of shares – Exercise of unlisted options Capital raising expenses Balance at 30 June 2014 (d) Movements in other equity securities Details Listed Options Balance at 30 June 2012 Exercise of options Expiry of options Balance at 30 June 2013 Balance at 30 June 2014 250,000 $0.335 83,750 332,000 $0.320 106,240 1,666,667 $0.300 500,000 1,000,000 $0.200 - 50,301,700 200,000 (25,581) 9,453,634 Number of Options Issue Price 5,758,988 381,735 5,377,253 - - $ - - - - - Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 45 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 12. Contributed Equity (Continued) (d) Movements in other equity securities (Continued) Details Unlisted Options Balance at 30 June 2012 Exercise of options Balance at 30 June 2013 Issue of options Exercise of options Balance at 30 June 2014 Details Performance Rights Balance at 30 June 2012 Vested during period Balance at 30 June 2013 Balance at 30 June 2014 (e) Ordinary shares Number of Options Issue Price - 2,000,000 (250,000) 1,750,000 166,667 (1,000,000) 916,667 Number of Rights Issue Price 700,000 (350,000) 350,000 350,000 $ - - - - - - $ - - - 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 Unlisted Options Options over ordinary fully paid shares exercisable: - at 30 cents each on or before 30 June 2015 - at 30 cents each on or before 30 June 2016 Number 750,000 166,667 916,667 (g) Performance Rights 350,000 Performance Rights will vest on the date that the Company, through Kite Gold Pty Ltd, becomes entitled to a 60% 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 2014 46 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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 2014 and no dividends are expected to be paid in 2015. 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 2014 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 Kite Operations Pty Ltd Mineral Exploration Australia 100% 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 2014 $ 164,005 - 64,003 228,008 2013 $ 185,145 (106,400) 85,260 164,005 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 2014 (7,875,748) (1,023,864) (6,868,367) (1,007,381) (8,899,612) (7,875,748) 47 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 14. Notes to the Cash Flow Statement (a) Reconciliation of net cash used in operating activities to operating loss after income tax 2014 $ 2013 $ Operating loss after tax (1,023,864) (1,007,381) Add non-cash items: Depreciation Share based payment Directors’ fees paid in shares Exploration expenditure paid in shares Changes in net assets and liabilities Decrease/(Increase) in receivables (Decrease)/Increase in payables 640 64,003 106,240 83,750 3,238 85,260 - (2,573) 13,980 70,906 (77,235) Net cash outflow from operating activities (757,824) (925,212) (b) Non-cash financing and investing activities The Group did not have any non-cash financing or investing activities during the year (2013: Nil). 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 2014. (b) Key management personnel remunerations Short-term employee benefits Post-employment benefits Share based payments 2014 213,900 35,550 64,003 313,453 2013 240,000 16,200 85,260 341,460 Detailed remuneration disclosures are provided in the Remuneration Report section of the Director’s Report. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 48 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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: 2014 Directors S Boston R Scrimgeour G Schwab B Kay 2013 Directors S Boston R Scrimgeour G Schwab B Kay Balance at beginning of year - - - 250,000 Balance at beginning of year 680,995 500,160 - 584,852 Granted as compensation Exercised Other changes Balance at end of year Vested and exercisable - - - - - - - (250,000) - - - - - - - - - - - - Granted as compensation Exercised Other changes (A) Balance at end of year Vested and exercisable - - - - (20,000) (140,000) - (660,995) (360,160) - - - - - - - (250,000) (84,852) 250,000 250,000 A. Reflects listed options that expired on 15 January 2013. (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. 2014 Directors S Boston R Scrimgeour G Schwab B Kay A. Balance at beginning of year Purchased Other changes (A) Balance at end of year 5,504,135 4,587,500 - 1,278,808 - - - - 115,000 93,000 - 5,619,135 4,680,500 - 374,000 1,652,808 This represents shares issued as a result of accrued directors’ fees from 2012/13 being paid at the Company’s Annual General Meeting on 15 November 2013 and the exercise of unlisted options by B Kay. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 49 2013 Directors S Boston R Scrimgeour G Schwab B Kay A. 2014 Directors S Boston R Scrimgeour G Schwab B Kay 2013 Directors S Boston R Scrimgeour G Schwab B Kay CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 15. Key Management Personnel Compensation (Continued) (c) Equity instrument disclosures relating to key management personnel (Continued) (iii) Shareholdings (Continued) Balance at beginning of year Purchased Other changes (A) Balance at end of year 5,447,947 4,001,278 - 678,808 36,188 446,222 - - 20,000 140,000 - 5,504,135 4,587,500 - 600,000 1,278,808 This represents shares issued as a result of exercise of options during the financial year plus the vesting of Performance Rights to Mr Kay. 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: Granted as compensation Vested Other changes (ii) Balance at end of year Vested and exercisable Balance at beginning of year - - - 350,000 - - - - Balance at beginning of year Granted as compensation Vested - - - 700,000 - - - - (350,000) - - - - - - - - - - - - - - 350,000 - - - - Other changes (ii) Balance at end of year Vested and exercisable - - - - - - - 350,000 - - - - 16. Related Party Disclosures Key Management Personnel (i) Mr Boston’s directors’ fees for the years were $65,550 (2013: $65,400) of which $54,625 was accrued and outstanding at year end. $10,876 was paid to Elshaw Pty Ltd during the year, a company in which Mr Boston has a relevant interest. (ii) Mr Kay’s directors’ fees for the year were $43,700 (2013: $43,600) of which $32,775 was accrued and outstanding at year end. During the year, Mr Kay was also paid $52,800 (2013: $60,000) for geological consulting work that is outside the scope of his directors’ duties. (iii) Mr Scrimgeour’s directors’ fees for the year were $43,700 (2013: $43,600) all of which were accrued and outstanding at year end. (iv) Mr Schwab’s directors’ fees for the year were $43,700 (2013 $43,600) which have been paid in full at year end. The directors’ fees were not paid during the year to preserve the Company’s cash. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 50 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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. 2014 2013 Number of Options Weighted Average Exercise Price $ Number of Options Weighted Average Exercise Price $ Opening amount Exercised during the year - Consultant options Closing amount 1,750,000 0.24 2,000,000 0.25 (1,000,000) 750,000 0.20 0.30 (250,000) 1,750,000 0.30 0.24 2014 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 1,000,000 750,000 - - (1,000,000) - 2013 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 - - - (250,000) Number expired during year - - Number expired during year - - Balance at end of year - 750,000 Number exercisable at end of year - 750,000 Balance at end of year 1,000,000 750,000 Number exercisable at end of year 1,000,000 750,000 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 2014 51 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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 2012 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 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; and b. 700,000 Performance Rights will vest on the date that the Company, through Kite Gold, 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 19 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 15 April 2013 the Company agreed with Mr Kay to alter the Performance Rights conditions to reflect the Amendment and Restatement Deed of the Heads of Agreement that was signed with Providence. Under the terms of the revised Performance Rights, Mr Kay agreed to defer the vesting and issue of 350,000 Performance Rights until the granting of the extension of EL4525 from 20 January 2013 had been granted and Catalyst, through Kite Gold, becomes entitled to a 60% interest in the Four Eagles Gold Project. On 17 June 2013, Mr Kay was issued with 350,000 ordinary fully paid shares in the Company when Kite Gold became entitled to the transfer of a 50% interest in EL4525 and EL5295. 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.    Providence Gold & Minerals Pty Ltd On 15 August 2013,, signed on 24 December 2010 with Providence , Catalyst satisfied the Phase 3 condition precedents by issuing 250,000 ordinary fully paid shares to Providence and paying $30,000. the Heads of Agreement in accordance with Directors Shares On 15 November 2013, at the Company’s 2013 Annual General Meeting, shareholders approved the issue of 332,000 ordinary fully paid shares to Messrs Boston, Scrimgeour and Kay in lieu of outstanding directors’ fees for the 2012/13 financial year. The market price at the date of issue of the shares was $0.32 per share. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 52 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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 2014 other than: (a) Tenement commitments No later than 1 year Later than 1 year but not later than 5 years 20. Financial Instruments 2014 $ 2013 $ 22,400 - 22,400 24,750 - 24,750 2014 $ 2013 $ 181,900 129,500 - - 181,900 129,500 Notes Floating Interest Rate 1 year or less Over 1-5 years $ $ Non- interest bearing $ Total $ 2014 Financial assets Cash and cash equivalents Trade and other receivables Total financial assets Financial liabilities Trade and other payables Total financial liabilities 7 8 11 3.13% 1,031,251 - - 1,031,251 - - Net financial assets 1,031,251 - - - - - - - 1,031,251 36,061 36,061 36,060 1,067,312 285,356 285,356 285,356 285,356 (249,295) 781,956 Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 53 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 20. Financial Instruments (continued) Notes Floating Interest Rate 1 year or less Over 1-5 years $ $ Non- interest bearing $ Total $ 2013 Financial assets Cash and cash equivalents Trade and other receivables Total financial assets Financial liabilities Trade and other payables Total financial liabilities 7 8 11 3.71% 1,114,656 - - 1,114,656 - - Net financial assets 1,114,656 Reconciliation of net financial assets to net assets Net Financial Assets Property, plant & equipment Exploration expenditure Net Assets - - - - - - - 1,114,656 33,488 33,488 33,488 1,148,144 271,376 271,376 271,376 271,376 (237,888) 876,768 2014 $ 2013 $ 781,956 876,768 74 - 714 - 782,030 877,482 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 12 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 2014 54 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 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 2014, 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 $10,254 (2013: $11,146) 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 On 12 September 2014, the Company announced that all conditions precedent to the Heads of Agreement with Navarre Minerals Limited (Navarre)had been satisfied and completion has occurred. Under the Heads of Agreement, Catalyst has the right ot earn a 51% equity interest in the Tandarra Gold Project located north of Bendigo in Victoria. In accordance with the terms of the agreement, Catalyst issued 250,000 ordinary fully paid shares to Navarre and made a cash payment of $50,000 (exc. GST). Otherwise, there have been no other subsequent events since the end of the financial year. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 55 CATALYST METALS LIMITED NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2014 23. Contingent Liabilities and Contingent Assets The Group does not have any contingent liabilities or contingent assets at 30 June 2014. 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 2014 $ 2013 $ 1,046,820 1,138,042 1,046,996 1,138,858 275,356 261,376 275,356 261,376 9,453,634 228,008 (8,910,002) 8,589,225 164,005 (7,875,748) 771,640 877,482 Loss for the year (1,034,254) (1,007,381) Total comprehensive income (1,034,254) (1,007,381) Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 56 CATAL LYST META ALS LIMIT ED DIRECT TORS’ DEC N CLARATION The Direc ctors of the C Company de eclare that in the opinion of the Direct ors: 1. 2. 3. 4. the financial t statements a and notes ar re in accorda ance with the e Corporatio ons Act 2001 a and: (a) comply with Accoun nting Standa rds and the C Corporations s Regulations s 2001; and (b) give a t and of i true and fair ts performan view of the nce for the ye consolidated ear then end d entity’s fina ed; ancial positio on as at 30 J une 2014 the financial t Standards, a S l statements s disclosed in and notes t n Note 1; thereto also comply with Internationa al Financial R Reporting t the directors Act 2001; an A s have been d given the d declarations required by section 295A A of the Cor rporations t there are rea when they b w asonable gro ecome due ounds to be and payable lieve that th e. e Group will be able to pay its deb ts as and This decl aration is ma ade in accord dance with a a circular res olution of the e Board of Di irectors. Stephen Chairma Boston an Dated a t Perth this 30 0th day of Sep ptember 201 4 57 Catalyst Met tals Limited ABN 54 118 912 495 Annua al Report 2014 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 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. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF CATALYST METALS LTD Report on the Financial Report We have audited the accompanying financial report of Catalyst Metals Ltd, which comprises the consolidated statement of financial position as at 30 June 2014, 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(b), 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. 58 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 Ltd, 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 Ltd is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2014 and of its performance for the year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(b). Report on the Remuneration Report We have audited the Remuneration Report contained within the directors’ report for the year ended 30 June 2014. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Opinion In our opinion the Remuneration Report of Catalyst Metals Ltd for the year ended 30 June 2014 complies with section 300A of the Corporations Act 2001. RSM BIRD CAMERON PARTNERS Perth, WA JAMES KOMNINOS Dated: 30 September 2014 Partner 59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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 60 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 61 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 62 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. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 63 CATALYST METALS LIMITED ADDITIONAL INFORMATION The following information was reflected in the records of the Company as at 11 September 2014. 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 36 34 38 100 62 270 31 Substantial shareholders The following shareholders have lodged a notice of substantial shareholding in the Group. Shareholder Trapine Pty Ltd Drill Investments Pty Ltd Robin Scrimgeour Gavin Caudle Kenneth Raymond Teagle Toby Mountjoy Twenty largest holders of fully paid shares Shareholder Drill Investments Pty Ltd Trapine Pty Ltd Robin Scrimgeour Gavin Caudle Kenneth Raymond Teagle Toby Mountjoy Chepalix Pty Ltd Providence Gold & Minerals Pty Ltd National Nominees Ltd Kimberley Downs Pty Ltd Bruce Kay & Henriette Kay 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. Vestcourt Pty Ltd Bruce David Kay 13. 14. HSBC Custody Nominees (Australia) Ltd 15. 16. 17. 18. 19. 20. John Paul Sisterson Roger George Davis Lafferty AH ATF Elshaw Pty Ltd Lindway Investments Pty Ltd Invia Custodian Pty Ltd Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 Number of shares % 5,484,135 4,946,667 4,587,500 3,873,625 3,424,294 2,928,126 Shares 4,946,667 4,766,273 4,680,500 3,873,625 3,518,783 2,395,995 2,375,600 1,775,000 1,575,962 887,063 878,808 787,500 774,000 715,500 699,731 688,625 676,898 582,096 537,500 535,000 10.90 9.83 9.12 7.70 6.81 5.82 % 9.83 9.48 9.30 7.70 7.00 4.76 4.72 3.53 3.13 1.76 1.75 1.57 1.54 1.42 1.39 1.37 1.35 1.16 1.07 1.06 37,671,126 74.89 64 CATALYST METALS LIMITED ADDITIONAL INFORMATION 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 30 cents each on or before 30.06.15 750,000 John Arbuckle Frank Campagna 375,000 375,000 50.0 50.0 - at 30 cents each on or before 30.06.16 167,667 Drill Investments Pty Ltd 167,667 100.0 Performance Rights (i) 350,000 Bruce Kay 350,000 100.0 (i) Vest on the date that the Company, through Kite Gold Pty Ltd, becomes entitled to a 60% interest in each of exploration licences EL4525 and EL5295 under the Four Eagles Heads of Agreement. Tenement directory Project Tenement number Beneficial interest Victoria Everton Four Eagles Four Eagles Tandarra Sebastian Sebastian Raydarra Pyramid Raydarra East EL4866 EL4525 EL5295 EL4897 EL4536 EL4974 EL5266 EL5508 EL5509 100% 50% 50% Earning 51% 51% 51% Earning 51% 50% 100% Competent person statement The information in this report that relates to exploration results is based on information compiled by Mr Bruce Kay, a Competent Person, who is a Fellow of the Australasian Institute of Mining and Metallurgy. Mr Kay is a non-executive director of the Company and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Mr Kay consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. Much of the information relating to the Four Eagles project was prepared and first disclosed under the JORC Code 2004. This information has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was reported. Information relating to the Tandarra project was first disclosed by previous tenement holders under the JORC Code 2004. This information has been subsequently reported by the Company in accordance with the JORC Code 2012, refer to announcement dated 1 September 2014. Catalyst Metals Limited ABN 54 118 912 495 Annual Report 2014 65 

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