6th Floor 412 Collins Street Melbourne, Victoria 3000 Australia Telephone: +61 (0) 2 6076 2336 Email: info@dartmining.com.au Web: www.dartmining.com.au ABN 84 119 904 880 22 October 2015 Dear Shareholder, It has been a volatile and eventful year for the mining sector and commodity prices generally, over the last 12 months. It has also been a period of upheaval and change at Dart Mining NL. The new board was elected by a slim margin at the general meeting in Melbourne on June 18th. Since then, the new board and management has been working diligently and thoughtfully to re-configure Dart’s corporate structure and strategic direction. To those shareholders who supported the election of the new board, we thank you. To those that did not, we hope over time that we can build your confidence by delivering tangible and positive results. I encourage anyone who has a gripe or any other query to contact me directly for discussion. After promising to change focus towards gold exploration and production and away from further development of the Mt Unicorn Mo Cu project I can report that we have done just that. Planning and further study of the Mountain View Gold deposit brings us closer to mining the ore and extracting Gold from this small, but high-grade, deposit. I expect that we will have progressed things significantly by FYE 2016. Research into other Gold opportunities – both within Dart’s tenements and beyond - has been undertaken and the company has assessed quite a number potential projects. Some of these have been discarded as inappropriate – mainly from an economic point of view but also with an eye to the future and the available resources with which to manage such projects. Some of these opportunities have been shortlisted for further investigation and are being actively discussed, but remain at this stage incomplete and confidential. This does not mean that they will necessarily be concluded successfully as we employ very strict criteria all of which need to be met before we can proceed. I am mindful of the seeming lack of news and information that some shareholders have pointed to. Now that we have progressed various administrative tasks and have a clearer view of steps necessary for our forward direction I hope to be able to deliver worthwhile news on developments within the company both good and bad. The aim of our strategy is to deliver a profitable gold exploration and development company that over time will grow and deliver intrinsic tangible value to shareholders. Yours sincerely James Chirnside Managing Director, Dart Mining NL Annual Financial Report for the financial year ended 30 June 2015 1 Financial Report Table of Contents Directors’ Report Corporate Governance Statement Auditor’s Independence Declaration Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Directors’ Declaration Auditor’s Report ASX Additional Information 84 119 904 880 Level 6, 412 Collins Street Melbourne VIC 3000 ABN Address Telephone +61 2 6076 2336 Email Website info@dartmining.com.au www.dartmining.com.au 2 17 18 19 20 21 22 23 50 51 53 2 Directors’ Report The Directors of Dart Mining NL submit their report for the year ended 30 June 2015 and to the date of this report. Operating and Financial Review Group overview Dart Mining NL (Dart) was established in May 2006 with a mandate to explore and develop base metals and gold properties in north‐east Victoria and southern New South Wales. The current Board (appointed June 18 2015) has refocused on these mandated corporate objectives. By way of historical perspective and following the 2013 Annual General meeting, concerns were expressed by shareholders at the direction the then Board were moving, with activity directed away from the Company’s core areas of focus at Mt Unicorn and North‐east Victoria. Shareholder concerns at that time led to a change of Board in February 2014. Since February 2014, the then new Board re‐ focused its attention on exploration and development of its core assets in North‐East Victoria. The main area of this focus was the Mt. Unicorn Mo‐Cu‐Ag project where there was an attempt to complete a Pre‐feasibility (PFS) study by June 2015. The planned resource estimation update and 10,000m resource drill program for the PFS were both differed with approximately 1000m of the 10,000m drill program completed. The Pre‐feasibility study failed to materialize and the incumbent board was replaced by shareholder resolution at a general meeting held on 18 June 2015 in Melbourne. The newly elected board committed to a thorough review of the business and operations of Dart which it expected to take 12 weeks to complete. A series of corporate strategy recommendations is expected to emerge from this review. Regional exploration Under the former Directors of the company, Dart’s focus and the vast majority of expenditure was directed on progressing the Unicorn Project studies toward a planned PFS report, scheduled for release in June 2015. The 24 March 2014 $9.9M Strategic Plan outlined a rejuvenated regional exploration program. However, expenditure on exploration was minimal with only 9 short RC holes completed for a total of 332m at the Fairley’s Project (EL4724) and 2 RC holes completed at Copper Quarry (EL5194) for a total of 474m over the 12 month period. A number of key targets had previously been identified during the 2013 period, with prospect scale soil sampling traverses and geological mapping being expanded over that period. Work Plans for drilling were prepared and approved, but only limited drilling was actually conducted. Under the current board, elected June 18 2015, regional exploration has focused on the key gold prospects of Mountain View, Fairley’s and Onslow currently held by Dart Mining NL, with additional gold development targets also being assessed outside current tenement holdings. The goal of achieving low cost gold production is already underway and will remain the focus of the company in the medium term. Research and development The Company continued its Research and Development (R&D) program during the financial year, collecting relevant information, including it in the Polygonal Vortex Model (PVM), Hybrid Unicorn Henderson Climax geological model then testing and experimenting with the predictive capacity of the still developing Model to generate porphyry copper and molybdenum targets of the Henderson Climax type within the region of Dart’s exploration assets. Work is ongoing in this important and strategic arm to the Company’s exploration strategy within NE Victoria, and ultimately throughout the Lachlan Fold Belt in Eastern Australia. Ways are presently being sought to potentially commercialise some of the work and findings so far completed through the company’s R&D activities. Unicorn Project Update The Board acknowledges the intrinsic value of the Unicorn Mo‐Cu‐Ag Project and the associated porphyry potential of the wider tenement area. The Greenfields discovery of a large, outcropping porphyry deposit with similarities to the world class Henderson / Climax Primary Mo deposits in the USA is testament to the quality of the ground originally selected by Dart Mining. The quality of the deposit and the unique advantages of existing infrastructure, water and workforce in the region make Unicorn a potentially high value asset that will be secured for the future. The focus of the new Board and the catalyst for the recent 249D request to remove the previous Board centred around the use of significant company funds to progress a Prefeasibility Study, funding for which had not been secured. In a release to the ASX, 24 March 2014, the previous Board committed to a $9.9M Strategic Plan to progress the Unicorn Project studies toward a high confidence level Prefeasibility Study (PFS) report within a 15‐month period. Shareholders were subsequently informed in the company Annual Report (26 September 2014) that a PFS would be completed for the Unicorn Project by June 2015. Additional public reporting around the confidence level (accuracy) of the various studies for the Unicorn Project were confusing, changing from the industry standard PFS (Prefeasibility Study) into a Project Study in the 2015 March 31 Quarterly Report and finally into a Project Definition Study (PDS) in the 27 May 2015 ASX release. A PFS is generally accepted as having a +/‐ 25% level of accuracy for the input data, this allows economic assessments to be made of projects within this level of confidence. Following the resignation of the Board and the election of the new Board at the 18 June General Meeting, a full review of the Unicorn Project was initiated. The key findings and assumptions around the 27 May 2015 ASX Announcement concerning the Unicorn Project were documented in a detailed report by PFS Manager and Metallurgist Colin Seaborn. This report pulled together the findings and extensive test work conducted as part of the ongoing study since May 2014. The report was commissioned by the new Board to clarify the level of accuracy for each aspect of the various studies undertaken as input into the 27 May ASX release. Subsequent to financial year‐end 2015, the new Board commissioned an independent review of the Unicorn Project PFS Update report by a highly experienced mining engineer, previously responsible for large scale mine Prefeasibility Studies, one of which was the Spinifex Ridge Mo‐Cu deposit in Western Australia. This review confirmed the concerns raised by the current Board that the deposit was not currently economic and would be unlikely to be economic in the short or medium term with forecast low molybdenum oxide and copper prices. The Board are firmly committed to retaining the Unicorn Project and associated new porphyry mineral district identified by Dart Mining, this commitment extends to progressing the necessary additional resource definition drilling and mining studies as funding can be allocated. The Board consider that the derivation of key financial indicators reported in the 27 May 2015 ASX release were fundamentally flawed. The most significant flaw being the escalation of the copper price over the life of the project to a level beyond any price levels previously recorded. 3 Directors’ Report Mountain View Project A scoping level mine design and economic assessment at Mountain View (ML5559) was commenced immediately following the appointment of the new Board. The Board recognizes the potential for low cost gold production from the small Mountain View project, with further work underway to make a full economic assessment of the projects viability. Bulk sampling and further metallurgical test work are planned to provide details around average gold grade and process recovery in addition to the early metallurgical studies carried out in 2006. Onslow Reef Prospect The historic Onslow Reef workings (EL4726) occur as a small isolated cluster 8km south of Unicorn and show narrow quartz‐sulphide style lodes with true width between 0.7 and 1.5m. An expanded soil grid was completed during the period to test for previously unidentified mineralisation surrounding the Onslow Reefs and Onslow South prospects. A number of arsenic anomalies were identified, with the Onslow South arsenic trend now over 400 m long and open to the south. The main Onslow Reef shows up to 0.7m @ 51.1 g/t Au and 0.8m @ 17.75 g/t Au from the Main Adit level some 60m below surface (See DTM Quarterly Report for the period ending December 31 2013). The current Directors are assessing the suitability of the Onslow Reef for gold development under the new gold production focus of the company. Fairley’s Prospect Dart Mining was the first to recognise a disseminated style of gold mineralisation within the historic Buckland Goldfield (EL4724). A small programme of shallow RC Drilling (332m) was completed during the period to investigate the potential for shallow gold mineralisation beneath the extensive arsenic anomalies defined during soil sampling. RC holes up to 66m in depth have tested a short strike length (70m) along the main Fairley’s Line with assay results up to 3m @ 18.37 g/t Au in the NE dipping shear and up to 6m @ 2.63 g/t Au in the SW dipping shear structure (See DTM Quarterly Report for the period ending March 31 2015). The results have highlighted the near surface potential of the main line, with the significant parallel and strike extension anomalies yet to be drill tested. This increased scope of the Fairley’s prospect has provided the current Directors with adequate encouragement to investigate the potential for Fairley’s to form part of the gold development strategy currently underway. Stacey’s Prospect The Stacey’s Porphyry Target (EL4726) is a new find, identified during a regional magnetics and geochemistry review. The identification of a large As anomaly and associated Au and minor Cu highlights the expanding porphyry related mineralisation potential of the greater Corryong area. A 1.6 x 0.8km soil grid has been completed over the magnetic anomaly, known as Stacey’s. The initial soil grid shows a large area of highly anomalous arsenic within soils developed above sediments, the elevated arsenic levels appear to relate to a 1km circular magnetic high. Several discrete zones of intense arsenic anomalism with pXRF As > 200ppm are apparent within the wider area with a coincident gold anomaly up to 76ppb Au and coincident low level copper. The “South” Au / Cu anomaly is associated with a quartz feldspar porphyry dyke which may be related to an interpreted deeper intrusive, reflected in the magnetics data. The Stacey’s prospect represents a longer term gold development target and will require significant further exploration, including drilling, to test the gold potential of the area. (See DTM Quarterly Report for the period ending December 31 2014). 4 Directors’ Report Financial overview Operating results for the year The loss for the consolidated entity after income tax was $3,146,130 (2014: $1,060,846). This result is consistent with expectations of costs associated with the exploration and development programs budgeted and undertaken that reflect: • costs associated with managing the exploration program; • reduced activity on research and development exploration expenditure associated with the Polygonal Vortex Model; and • corporate overheads associated with statutory and regulatory requirements as a consequence of being listed on the Australian Securities Exchange. Review of financial position At the end of the financial year, a proportion of the funds raised in prior financial years were held by the Group as cash investments for use in future financial periods. The Group strives to maximise the return on these funds for exploration purposes by investing surplus funds and minimising expenditure on corporate overheads. Cash flows The cash flows of the Group consist primarily of payments to suppliers and employees used in advancing the Unicorn Project, together with payments both for exploration activities on tenements held by the Group and the maintenance of the corporate head office. Primarily, head office manages existing projects as well as costs involved in investigating new exploration opportunities. Capital raising and capital structure During the year under review, the Group raised $1,068,750 (net of capital raising costs) through the issue of 36,166,667 ordinary shares (2014: Nil; Nil ordinary shares). Information on Directors The names and details of the Company’s Directors in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated. Names, qualifications, experience and special responsibilities James Chirnside Chairman / Managing Director Appointed 18 June 2015 James Chirnside has been involved in financial and commodity markets over a thirty--‐year period. Before studying at Edith Cowan University in Western Australia James worked for Mt Newman Mining in the Pilbara as a geologist’s assistant. During the early part of his formal career he worked for global commodity trading house Bunge where he traded in a range of food, fiber, steel and metal commodities. James went on to run the overnight commodity--‐trading desk in Melbourne for Bell Commodities where mining clients would hedge metal production on the London Metal Exchange. James worked for Investment Bank County NatWest in London where during the first gulf war he traded crude oil for the firm. James then moved to Hong Kong with Regent Pacific Group where he was responsible for resources investment across Asia Pacific as well as the firm’s proprietary activities in base and precious metals trading. Since returning to Australia and establishing his own asset management company in 2002, James has been involved in investment across the Asia Pacific region. In 1994 James’ Regent Pacific Hedge fund was ranked 1st in the world by S&P Micropal for Emerging Market Funds. In 2006 James was awarded 1st place in the Australian Hedge Fund awards for best performing fund. In 2008 James’ fund was ranked 1st place out of 495 funds investing across the Asia Pacific region and returned 30% for investors that year. Other current directorships of listed companies Mercantile Investments Ltd WAM Capital Ltd Cadence Capital Ltd Ask Funding Ltd Former directorships of listed companies in the last three years Murchison Metals Ltd Luke Robinson Non‐executive Director Appointed 18 June 2015 Luke Robinson has worked in Financial Markets for 20 years with a number of stockbroking and advisory firms including Phillip Capital and Citi Group. Recently he has worked as an executive director of Melanesian Exploration, a privately held company, where he was responsible for researching, identifying and acquiring mainly petroleum assets in Papua New Guinea. Luke was a senior client advisor with Philip Capital where he was responsible for advising Institutional and Sophisticated individual investors in the Australian share market. Luke’s main focus was in resources companies including mining and energy where he originated and distributed capital raisings for small and mid- sized companies. Luke holds a B. Sc. in Microbiology from the University of Melbourne. Other current directorships of listed companies None. Former directorships of listed companies in last three years None. 5 Directors’ Report Russell Simpson Non-executive Director Appointed 18 June 2015 Russell Simpson has been a successful Riverena Farmer, Merino breeder and irrigator from two Murray River water irrigation schemes for over 40 years. Taking a keen interest in commodity markets, particularly agricultural, gold and metals for the past 20 years, he has been an investor in Dart Mining since 2008 and a substantial shareholder since 2009. Other current directorships of listed companies None. Bruce J Paterson Former Chairman Appointed 7 February 2014, Resigned 18 June 2015 Bruce has a law degree from Melbourne University and extensive commercial, legal, public company director and company secretarial experience relating primarily to ASX listed companies and their subsidiaries in Australia and internationally. Bruce was Chairman of the Remuneration and Nomination Committee and a member of both the Audit and Risk Management Committee and the Technical Committee. Bruce is a member of the Australian Institute of Company Directors. Former directorships of listed companies in last three years None. Other current directorships of listed companies None. Meredith Lyons Alternate Non-executive Director Appointed 23 June 2015 Meredith was appointed as an alternate Director by Russell Simpson to act on his behalf when he is not able to exercise his powers as a Director. Her appointment will continue until Mr Simpson revokes it or ceases to be a Director, whichever occurs first. Other current directorships of listed companies None. Former directorships of listed companies in last three years None. Julie Edwards CFO and Company Secretary Appointed 1 July 2015 Julie Edwards was appointed as the Chief Financial Officer of Dart on 8 July 2015. She has had over 20 years’ experience and involvement in the management of accounting and finance functions. She holds a Bachelor of Commerce degree, is a member of CPA Australia, holds a CPA Public Practice Certificate and is a registered Tax Agent. John M Nethersole CFO and Company Secretary Appointed 20 May 2014; Retired July 2015 John joined Dart on 28 April 2014 and was appointed Company Secretary and CFO on 20 May 2014. He holds a Bachelor of Business Studies degree and is a member of the Chartered Accountants in New Zealand. John resigned as CFO and Company Secretary in July 2015. Former directorships of listed companies in the last three years None. Robert A Hogarth Former Non-executive Director Appointed 7 February 2014, Resigned 18 June 2015 Rob has an economics degree from Sydney University and is a Fellow of the Institute of Chartered Accountants in Australia, he built his mining industry expertise during a 37 year career with KPMG where he was the leader of its Energy and Natural Resources and Major Projects Advisory Practices and lead partner for many of the firm’s listed mining clients Rob was been appointed both Chairman of the Audit and Risk Management Committee and a member of the Remuneration and Nomination Committee. Other current directorships of listed companies None. Former directorships of listed companies in last three years None. Dr John W Cottle Former Non-executive Director Appointed 20 May 2014, Resigned 18 June 2015 John has over 40 years experience in the exploration and mining resource industries both in Australia and internationally. He brings extensive knowledge and experience in large and small scale projects and regional exploration to the Company. This experience has been applied in disciplines encompassing geology, resource and reserve estimation, selective mining, geo-metallurgy and valuation. John received his PhD. in Economic Geology and Geostatistics in 1976. In roles such as Managing Director, CEO and COO, he has managed corporations, implemented strategic development and conducted corporate and equity financing. John was appointed Chairman of the Technical Committee. Other current directorships of listed companies None. Former directorships of listed companies in last three years None. 6 Directors’ Report Shareholdings of directors and other key management personnel The interests of each director and other key management personnel, directly and indirectly, in the shares and options of Dart Mining NL at the date of this report are as follows Principal activities Principal activities of the Dart Mining Group during the financial year were to conduct a PFS of the development of its Unicorn Project, containing molybdenum, copper and silver, and continue exploration for base metals and gold in north-east Victoria whilst also evaluating opportunities to expand its footprint to other regions of Australia and abroad. Key management personnel Ordinary shares Incentive rights and options over ordinary shares(unlisted) R M Simpson 24,728,979 D G Turnbull 4,459,179 - 2,000,000 Corporate information Corporate structure Dart Mining NL is a no liability company limited by shares that is incorporated and domiciled in Australia. Dart Mining NL has prepared a consolidated financial report incorporating Dart Resources Pty Ltd, Mt Unicorn Holdings Pty Ltd and Mt View Holdings Pty Ltd all of which were controlled by the Company (comprising the Group) during the financial year and are included in the financial statements. Employees The Company had 11 employees as at 30 June 2015 (2014: 4 employees). Dividend No dividends in respect of the current financial year have been paid, declared or recommended for payment. Summary of shares and options on issue At 30 June 2015 the Group has 243,257,982 ordinary shares and 15,473,048 unlisted options and incentive rights on issue. Details of the options and incentive rights are as follows: Issuing entity shares under option Class of shares Number of Exercise price (cents) Expiry date Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL Dart Mining NL 100,000 100,000 3,000,00 3,000,00 4,273,04 1,000,00 0 2,000,00 400,000 1,600,00 Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary 18 22 15 15 11.1 11.1 11.1 3 6 20 March 2017 20 March 2017 31 December 2015 31 December 2016 7 May 2016 30 August 2016 31 December 2016 31 December 2017 31 December 2017 The company issued 36,166,667 ordinary shares on 3 September 2014 and no options were exercised since the end of the financial year. 7 Directors’ Report During the financial year, the following incentive rights were granted to a Key Management Personnel of the Company: Key management personnel Issuing entity Number of incentive rights granted J Nethersole Dart Mining NL J Cornelius Dart Mining NL D G Turnbull Dart Mining NL 250,000 750,000 250,000 Significant changes in state of affairs There were no significant changes in the state of affairs of the Group during the financial year. Significant events after balance date The Company has received from AusIndustry a Certificate of Finding in relation to the Company’s R & D claims for the years 2011/12, 2012/13. The Certificate of Finding sets out a preliminary view of AusIndustry that the full amount of the Tax Offset is potentially repayable by the Company. In response to the Certificate of Finding, the Company has submitted an application for internal review by a new assessor at AusIndustry, and engaged International Technology Group (ITG), a leading professional advisory firm specialising in R & D matters, to assist it. Future developments, prospects and business strategies The Board of Directors intends to continue with the exploration of the Group’s tenements and focus on the Unicorn Project. Further details of the Group’s prospects are included in the Exploration Report. As the Group is listed on the Australian Securities Exchange, it is subject to the continuous disclosure requirements of the ASX Listing Rules which require immediate disclosure to the market of information that is likely to have a material effect on the price or value of Dart Mining NL’s securities. The Board of Directors believe they have been compliant with the continuous disclosure requirements throughout the reporting period and to the date of this report. Environmental regulation The economic entity holds participating interests in a number of exploration tenements. The various authorities granting such tenements require the tenement holder to comply with the terms of the grant of the tenement and all directions given to it under those terms of the tenement. There have been no known breaches of the tenement conditions and no such breaches have been notified by any government agencies during either the year ended 30 June 2015 or at the date of this report. Directors and committee meetings The Board of Directors established the Audit and Risk Management Committee on 9 May 2007. The charter for the Audit and Risk Management Committee was adopted on 12 July 2007 (revised 17 June 2014). The members of the Committee consist of James Chirnside, Luke Robinson and Russell Simpson. Robert Hogarth and Bruce Paterson resigned during the year. The Board of Directors established the Remuneration and Nomination Committee on 5 December 2012. The charter for the Remuneration and Nomination Committee was adopted on 19 February 2013 (revised on 17 June 2014). The members of the Committee consist of James Chirnside, Luke Robinson and Russell Simpson. Bruce Paterson and Robert Hogarth resigned during the year. The Board of Directors established the Technical Committee on 18 February 2014. The charter for the Technical Committee was adopted on 17 June 2014. The members of the Committee consist of James Chirnside, Luke Robinson and Russell Simpson. John Cottle and Bruce Paterson resigned during the year. 8 Directors’ Report The number of Directors and Committee meetings held during the year and the numbers of meetings attended by each Director and Committee member were as follows: Directors Held Entitled to attend Attended Held Entitled to attend Attended Board of Directors Audit and Risk Management Committee J Chirnside L Robinson R Simpson B J Paterson R A Hogarth J W Cottle 12 12 12 12 12 12 1 1 1 11 11 11 1 1 1 11 11 10 3 3 3 3 3 3 - - - 3 3 - - - - 3 3 - Directors Held Entitled to attend Attended Held Entitled to attend Attended Remuneration and Nomination Committee Technical Committee J Chirnside L Robinson R Simpson B J Paterson R A Hogarth J W Cottle 3 3 3 3 3 3 - - - 3 3 - - - - 3 3 - 3 3 3 3 3 3 - - - 3 1 3 - - - 3 1 3 9 Directors’ Report Indemnification and insurance of directors and officers The Company has entered into Deeds of Indemnity with the Directors and Officers of the Company, indemnifying them against certain liabilities and costs to the extent permitted by law. The Company has also agreed to pay a premium in respect of a contract insuring the directors and officers of the Company. Full details of the cover and premium are not disclosed as the insurance policy prohibits the disclosure. Proceedings on behalf of the Company No persons have applied for leave of a Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year. Non-audit services The directors are satisfied that the provision of non-audit services during the year by the auditor (or by another person or firm on the auditor’s behalf) is compatible with the general standards of independence for auditors imposed by the Corporations Act 2001. Auditor independence declaration The auditor’s independence declaration for the year ended 30 June 2015 has been received and is included in this report. Remuneration Report - Audited This remuneration report, which forms part of the Directors’ report, sets out information about the remuneration of the Group’s directors and other key management personnel for the financial year ended 30 June 2015. The prescribed details for each person covered by this report are detailed below. Details of Directors and other Key Management Personnel Directors and other key management personnel of the Group during and since the end of the financial year are as follows: Directors J Chirnside (appointed 18 June 2015) L Robinson (appointed 18 June 2015) R Simpson (appointed 18 June 2015) B J Paterson (resigned 18 June 2015) R A Hogarth (resigned 18 June 2015) J W Cottle (resigned 18 June 2015) Other Key Management Personnel D G Turnbull J M Nethersole (retired July 2015) J W Cornelius (retired 25 June 2015) J Eltham Project Director-AJE Project Development Consultancy Pty Ltd (retired 31 August 2014). Remuneration philosophy The Board of Directors of Dart Mining NL is responsible for determining and reviewing compensation arrangements for the Directors, the Managing Director and other key management personnel after consideration is given to the recommendations of the Company’s Remuneration and Nomination Committee. The Remuneration and Nomination Committee’s policy is to ensure that a remuneration package properly reflects the person’s duties and responsibilities, with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team. The Board of the Company reviews and adopts or amend the recommendations of the Remuneration and Nomination Committee as proposed. The officers of the Company are given the opportunity to receive their base emolument in a variety of forms, including cash, fringe benefits such as motor vehicles and incentive rights. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue cost to the Group. To assist in achieving these objectives, the Board’s objective is to link the nature and amount of Directors and other key management personnel emoluments to the Company’s financial and operational performance. It is the Board’s policy that employment contracts are entered into with all senior executives. At the date of this report, executive remuneration is set at levels approved by the Board. The Board has implemented these guaranteed levels of remuneration which are not dependent on performance in order to ensure the Group’s ability to retain quality personnel. Employment Agreements are entered into with Executive Directors and specified executives. 10 Directors’ Report The Group’s earnings and movements in shareholders’ wealth for the last 6 financial years to 30 June 2015 is detailed in the following table: 30 June 2015 30 June 2014 30 June 2013 30 June 2012 30 June 2011 30 June 2010 Revenue 95,408 $2,167,529 $4,612,093 $80,135 $42,893 $16,679 Net profit/( loss) after tax (3,146,130) ($1,060,846) $55,567 Share price at start of year (cents) Share price at end of year (cents) Dividends Basic earnings per share (cents) Diluted earnings per share (cents) 1.6 1.2 - (1.33) (1.33) 7 1.6 - (0.51) (0.51) 10 7 - 0.03 0.03 ($2,968,386 ) 6 10 - (1.98) (1.98) ($526,388) ($844,916) 11 6 - (0.51) (0.51) 8 11 - (1.32) (1.32) The remuneration of Non‐executive Directors for the financial year ended 30 June 2015 is detailed in this report. Senior executive remuneration Objective The Board aims to reward Executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to: • reward Executives for Company, business unit and individual performance against targets set by reference to appropriate benchmarks; • align the interests of Executives with those of shareholders; • link reward with the strategic goals and performance of the Company; and • ensure total remuneration is competitive by market standards. Structure In determining the level and make‐up of executive remuneration, the Board obtained independent advice from external consultants on market levels of remuneration for comparable executive roles. It is the Board’s policy that employment contracts are entered into with all senior executives. Remuneration structure In accordance with best practice corporate governance, the structure of non‐executive and executive director remuneration is separate and distinct. Non‐executive director remuneration Objective The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain directors of the highest calibre at a cost that is acceptable to shareholders. Structure The Constitution and the ASX Listing Rules specify that the aggregate remuneration of Non‐executive Directors shall be determined from time to time by a general meeting of the Company’s shareholders. An amount not exceeding the sum determined is then divided between the directors as agreed whilst maintaining a surplus amount that can be attributed to additional Non‐executive Directors should they be appointed at any time. The latest determination was sought and granted at the Company’s AGM on 2 October 2012 whereby shareholders approved an aggregate remuneration of $475,000 per year: an increase from the previous aggregate remuneration amount of $200,000 per year which was set with the adoption of the Company’s constitution on 22 June 2006. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The Board considers advice from external consultants as well as the fees paid to Non‐executive Directors of comparable companies when undertaking the annual review process. Each Non‐executive Director receives a fee for being a Director of the Group. Directors who are called upon to perform extra services beyond the Director’s ordinary duties or who are members of Board Committees may be paid additional fees for those services. 11 Directors’ Report Service contracts Service contracts were entered into with Executive Directors and Specified Executives. Other Key Management Personnel All other KMP have rolling contracts with standard termination provisions as follows: Notice period Payment in lieu of notice Treatment of STI on termination Resignation 1 - 3 months 1 - 3 months Termination for cause 1 month 1 month 3 months 3 months Termination in cases of disablement, redundancy or notice without cause Unvested awards forfeited Unvested awards forfeited. Claw back of deferred STI payments at the Board’s discretion Claw back of deferred STI payments at the Board’s discretion Managing Director The terms of an employment agreement with the MD, James Chirnside, issued on 19 June 2015 include inter alia: • A fixed remuneration package of $150,000 plus superannuation per annum, and director’s fees of $30,000 plus Superannuation whilst engaged as a director of Dart Mining NL. • Reimbursement of all business related expenses and a motor vehicle for business use and reasonable private use or a reasonable allowance should he provide his own motor vehicle to perform work for Dart. • The agreement can be terminated by either party upon 3 months’ notice being given. Chief Executive Officer The terms of an employment agreement with the CEO, John Cornelius, issued on 1 July 2014 include inter alia: • A fixed remuneration package of $262,800 per annum, together with reimbursement of all business related expenses including motor vehicle expenses reimbursed at the rate designated by the Australian Taxation Office; • Performance bonus target which is based on specific performance criteria related to the Group’s capacity to complete the Unicorn Project PFS; and • The agreement was terminated on 25 June 2015. On termination, unvested STI awards are forfeited. Dean G Turnbull The terms of an employment agreement with Dean Turnbull include inter alia: • A remuneration package of $165,880 plus Superannuation per annum, with annual reviews, together with reimbursement of all business related expenses including motor vehicle running and maintenance expenses plus statutory annual leave entitlements; • A restraint on Dean undertaking additional part‐time consulting or provision of other services which may conflict with the activities of Dart without the approval of the Chairman which may not be unreasonably withheld. This restraint continues for 12 months after cessation of engagement with the Company; • The agreement can be terminated by either party upon 3 months notice being given; and • A bonus may be paid to Dean at the sole discretion of the Board which is based on certain performance criteria being exceeded for any pre‐determined period. 12 Directors’ Report Remuneration of directors and other key management personnel for the year ended 30 June 2015 Short term benefits Post employment benefit s Long term benefits Share- based payments Termination payments Total Percentage of share- based payments Salaries, fees and leave $ 2015 Executive Directors James Chirnside Non-executive Directors Current Luke Robinson Russell Simpson Former Bruce J Paterson Rob A Hogarth John W Cottle - - - 85,631 46,753 58,384 Other key management personnel Dean G Turnbull John M Nethersole John W Cornelius J Eltham 172,260 174,018 236,971 1,800 775,817 Cash bonus Non- monetary benefits Superannuation Annual leave Options/ Incentive rights $ - - - - - - - - - - - $ - - - - - - - - - - - $ - - - 8,175 4,442 5,546 16,365 30,375 35,000 - 99,903 $ - - - - - - - - - - - $ - - - - - - 6,450 1,850 6,450 - 14,760 $ $ % - - - - - - - - - - - - - - 0.00% 0.00% 0.00% 0.00% 93,806 51,195 63,930 0.00% 0.00% 0.00% 3.31% 0.90% 2.32% 0.00% 195,075 206,243 278,421 1,800 890,470 13 Directors’ Report Short term benefits Post employment benefits Long term benefits Share- based payments Termination payments Total Percentage of share- based payments Salaries, fees and leave Cash bonus Non- monetary benefits Superannuation Annual leave Options/ Incentive rights 2014 $ $ $ $ $ Executive Directors Lindsay J Ward (resigned) 147,592 100,000 5,894 22,296 8,463 Non-executive Directors Current Bruce J Paterson Rob A Hogarth John W Cottle Former Christopher J Bain Stephen G Poke Richard G Udovenya 33,985 18,543 55,667 56,184 37,269 31,933 Other key management personnel A J Draffin (resigned) 56,934 - - - - - - - Dean G Turnbull 169,726 50,000 John M Nethersole John W Cornelius John Eltham 23,005 99,000 189,116 - - - 560 306 847 919 603 520 859 3,662 382 1,494 2,854 3,144 1,715 490 4,696 2,722 2,508 - 15,344 2,345 - - - - - - - - - - - - - $ - - - - - - - - 7,600 - - - $ $ % 112,240 396,485 0.00% - - - - - - - - - - - 37,689 20,564 57,004 61,799 40,594 34,961 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 57,793 0.00% 246,332 25,732 100,494 191,970 3.13% 0.00% 0.00% 0.00% 918,954 150,000 18,900 55,260 8,463 7,600 112,24 1,271,417 Bonuses No cash bonuses were granted to Executive Directors during the financial year ended 30 June 2015 (2014: $150,000). 14 Directors’ Report Employee options At the end of the financial year, the following share-based payment arrangements were in existence: Grantee Number Grant date Expiry date Exercise price (cents) Fair value at grant date (cents) Vesting date C J Bain C J Bain J Cornelius S Dunn S Dunn S G Poke S G Poke J Nethersole N Purden N Purden R G Udovenya R G Udovenya D G Turnbull D G Turnbull 1,000,000 1,000,000 750,000 200,000 200,000 1,000,000 1,000,000 250,000 200,000 150,000 1,000,000 1,000,000 2,000,000 250,000 5 Nov 2012 31 Dec 2015 5 Nov 2012 31 Dec 2016 01 Jan 2015 31 Dec 2017 18 Dec 2014 31 Dec 2017 18 Dec 2014 31 Dec 2017 5 Nov 2012 31 Dec 2015 5 Nov 2012 31 Dec 2016 18 Dec 2014 31 Dec 2017 18 Dec 2014 31 Dec 2017 18 Dec 2014 31 Dec 2017 5 Nov 2012 31 Dec 2015 5 Nov 2012 31 Dec 2016 18 Dec 2014 31 Dec 2016 18 Dec 2014 31 Dec 2017 15 15 .06 .03 .06 15 15 .06 .03 .06 15 15 .11 .06 4.600 5.390 0.860 1.180 0.740 4.600 5.390 0.740 1.180 0.740 4.600 5.390 0.230 0.740 5 Nov 2012 5 Nov 2012 01 Jan 2015 18 Dec 2014 18 Dec 2014 5 Nov 2012 5 Nov 2012 18 Dec 2014 18 Dec 2014 18 Dec 2014 5 Nov 2012 5 Nov 2012 31 Dec 2014 18 Dec 2014 These options and incentive rights are not quoted, not transferrable and may be exercised at any time after vesting date. Upon the grant of 2,000,000 options to D Turnbull 2,000,000 incentive rights with an exercise price of 11 cents, expiring 31 December 2016 were cancelled. 15 Directors’ Report The following table summarises the value of remuneration options and incentive rights granted, exercised or lapsed during the year: D G Turnbull Value of incentive rights granted Value of options exercised Value of options cancelled Value of options lapsed at lapse date $ - $ - $ 7,600 $ - This directors’ report is signed in accordance with a resolution of directors made pursuant to s.298(2) of the Corporations Act 2001. James Chirnside Chairman Melbourne 30 September 2015 Luke Robinson Director Russell Simpson Director 16 Corporate Governance Statement The Board of Directors of Dart Mining NL (the Company) is responsible for establishing the corporate governance framework of the Group having regard to the ASX Corporate Governance Council (CGC) published guidelines as well as its corporate governance principles and recommendations. The Board guides and monitors the business and affairs of the Company on behalf of the shareholders by whom they are elected and to whom they are accountable. The Company’s corporate governance statement for 2015 is located on the Company’s website at www.dartmining.com.au - Our Company – Corporate Governance. 17 Auditor's Independence Declaration 18 Consolidated Statement of Comprehensive Income For the financial year ended 30 June 2015 Continuing operations Revenue Consultancy fees Professional fees Share based payments Employee benefits expense Exploration costs written-off Research and development expense Depreciation and amortisation expense Other expenses Office expenses Administrative expenses Travel related expenses Expenses Profit/(loss) before income tax expense Income tax expense Profit/(loss) for the year Other comprehensive income Items that will not be reclassified to profit or loss Items that may be reclassified subsequently to profit or loss Other comprehensive income for the year Total comprehensive income for the year Attributable to: Net profit/(loss) attributable to Members of the parent entity Non-controlling interests Total comprehensive income Earnings per share From continuing and discontinued operations Basic earnings per share (cents) Diluted earnings per share (cents) The accompanying notes form part of these financial statements Consolidated Group 2015 $ 2014 $ 95,408 (165,074) (212,385) (22,060) (658,959) (1,389,454) (464,108) (1,296) - (47,175) (241,083) (39,944) (3,241,538) (3,146,130) - 2,167,529 (275,725) (133,678) (43,600) (685,997) (1,022,549) (798,585) (173) (48,614) (37,981) (174,939) (6,534) (3,228,375) (1,060,846) - (3,146,130) (1,060,846) - - - - - - - - (3,146,130) (1,060,846) - - (3,146,130) (1,060,846) (1.33) (1.33) (0.51) (0.51) Note 4 5 6 9 9 19 Consolidated Statement of Financial Position As at 30 June 2015 ASSETS Current assets Cash and cash equivalents Trade and other receivables Other assets Total current assets Non-current assets Property, plant and equipment Other non-current assets Deferred exploration and evaluation costs Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Trade and other payables Provisions Total current liabilities Non-current liabilities Provisions Total non-current liabilities TOTAL LIABILITIES NET ASSETS EQUITY Issued capital Reserves Retained earnings TOTAL EQUITY The accompanying notes form part of these financial statements Consolidated 30 June 2015 Note $ 30 June 2014 $ 10 11 15 13 15 14 16 17 17 18 27 1,167,087 50,427 72,289 1,289,803 106,860 76,532 7,393,445 7,576,837 8,866,640 301,800 46,312 348,112 458 458 348,570 8,518,070 18,379,349 386,158 (10,247,437) 8,518,070 3,583,741 95,264 25,343 3,704,348 19,526 99,840 7,030,130 7,149,496 10,853,844 241,661 38,793 280,454 - 280,454 10,573,390 17,310,599 371,698 (7,108,907) 10,573,390 20 Consolidated Statement of Changes in Equity For the financial year ended 30 June 2015 Consolidated Balance at 1 July 2013 Comprehensive income Profit/(loss) for the year Other comprehensive income for the year Total comprehensive income for the year Transactions with owners, in their capacity as owners, and other transfers Options and performance rights issued Fair value of lapsed options transferred Shares issued during the year Capital raising costs Total transactions with owners and other transfers Ordinary share capital Option reserve Accumulated losses $ $ $ Total $ 17,310,599 336,448 (6,056,411) 11,590,636 - - - - - - - - - - - 43,600 (8,350) - - 35,250 (1,060,846) (1,060,846) - - (1,060,846) (1,060,846) - 8,350 - - 8,350 43,600 - - - 43,600 Balance at 30 June 2014 17,310,599 371,698 (7,108,907) 10,573,390 Balance at 1 July 2014 Comprehensive income Profit/(loss) for the year Other comprehensive income for the year Total comprehensive income for the year Transactions with owners, in their capacity as owners, and other transfers Options and performance rights issued Fair value of lapsed options transferred Shares issued during the year Capital raising costs Total transactions with owners and other transfers 17,310,599 371,698 (7,108,907) 10,573,390 - - - - 1,085,000 (16,250) 1,068,750 - - - 22,060 (7,600) - - 14,460 (3,146,130) (3,146,130) - - (3,146,130) (3,146,130) - 7,600 - - 7,600 22,060 - 1,085,000 (16,250) 1,090,810 Balance at 30 June 2015 18,379,349 386,158 (10,247,437) 8,518,070 The accompanying notes form part of these financial statements 21 Consolidated Statement of Cash Flows For the year ended 30 June 2015 Note Consolidated 2015 $ Cash flows from operating activities Other income Research and development grant received Interest received Payments to suppliers and employees Net cash provided by/(used in) operating activities 22a Cash flows from investing activities Payments for exploration costs Purchase of property, plant and equipment Payments for investments Security deposits refunded (held) 2,916 - 99,068 (1,749,768) (1,647,784) (1,745,805) (115,123) - 23,307 2014 $ - 2,033,411 155,838 (2,024,196) 165,053 (2,276,321) (4,741) (37,500) (10,581) Net cash provided by/(used) in investing activities (1,837,621) (2,329,143) Cash flows from financing activities Proceeds from issue of ordinary shares Payment of share issue costs Net cash provided by/(used in) financing activities Net increase/(decrease) in cash held Cash and cash equivalent at the beginning of the financial year Cash and cash equivalent at the end of the financial year 10 The accompanying notes form part of these financial statements 1,085,000 (16,250) 1,068,750 - - - (2,416,655) (2,164,090) 3,583,741 1,167,087 5,747,831 3,583,741 22 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 1 Corporate information The consolidated financial statements of Dart Mining NL and its subsidiaries (collectively, the Group) for the year ended 30 June 2015 were authorised for issue in accordance with a resolution of the Directors on 30 September 2015. Dart Mining NL (the Company or the parent) is a for profit company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Stock Exchange. The nature of the operations and principal activities of the Group are described in the Directors’ Report. Information on the Group’s structure is provided in Note 12. Information on other related party relationships is provided in Note 25. Note 2 Summary of significant accounting policies Basis of preparation These financial statements are general-purpose financial statements which have been prepared in accordance with the Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001 Australian Accounting Standards set out accounting policies that the Australian Accounting Standards Board has concluded would result in financial statements containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. Material accounting policies adopted in the preparation of the financial statements are presented below and have been consistently applied unless stated otherwise. Except for cash flow information, the financial statements have been prepared on an accrual basis and are based on historical costs, modified where applicable by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. (a) Principles of consolidation The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by Dart Mining NL at the end of the reporting period. A controlled entity is any entity over which Dart Mining NL has the ability and right to govern the financial and operating policies so as to obtain benefits from the entity’s activities. The result of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate. A list of controlled entities is contained in Note 12 to the financial statements. In preparing the consolidated financial statements, all intra-group balances and transactions between entities in the consolidated group have been eliminated in full. (b) Income tax The income tax expense (income) for the year comprises current income tax expense (income) and deferred tax expense/ (income). Current income tax expense charged to profit or loss is the tax payable on taxable income. (Current tax liabilities)/assets are measured at the amounts expected to be paid to/ (recovered from) the relevant taxation authority. Deferred income tax expense reflects movements in deferred tax assets and deferred tax liability balances during the year and unused tax losses. Current and deferred income tax expense/ (income) is charged or credited outside profit or loss when the tax relates to items that are recognised outside profit or loss. Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability, where there is no effect on accounting or taxable profit or loss. Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. With respect to non-depreciable items of property, plant and equipment measured at fair value and items of investment property measured at fair value, the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of the asset will be recovered entirely through sale. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised. Where temporary differences exist in relation to investments in subsidiaries, branches, associates and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future. Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where : (a) a legally enforceable right of offset exists; and (b) the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. 23 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Acquisition (c) Property, plant and equipment i) Items of property, plant and equipment are initially recorded at cost net of GST and depreciated as outlined below. ii) Depreciation of property, plant and equipment Property, plant and equipment are depreciated on a straight line basis at rates based upon the expected useful lives of these assets. The useful lives of these assets are detailed in Note 13 to the financial statements. iii) Disposal The gain or loss arising on disposal or retirement of property, plant or equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit and loss. iv) Subsequent measurement Property, plant and equipment are subsequently measured at amortised cost. Amortised cost is calculated as the amount at which the asset is measured at initial recognition less any depreciation or impairment. (d) Deferred exploration and evaluation In accordance with AASB 6 Exploration For and Evaluation of Mineral Resources, exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. Other than Research and Development costs (see Note 2 (e)) these costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against operating results in the year in which the decision to abandon the area is made. When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal and rehabilitation of the site in accordance with the clauses of the mining permits. Such costs are determined using estimates of future costs, current legal requirements and technology on an undiscounted basis. Any changes in the estimates for the costs are accounted for on a prospective basis. In determining the costs of site restoration there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly the costs are determined on the basis that restoration will be completed within one year of abandoning a site. (e) Research and development costs Research costs relating to the development of exploration models are expensed as incurred. This is a change in accounting policy from 1 June 2013 as previously research costs had been carried forward as deferred exploration and evaluation expenditure. The impact of this change is a $1,987,204 reduction in assets and increase in accumulated losses. The reason for the change is the new policy better reflects the nature of this expenditure and better matches the recognition of related Government Grants (see Note 2(s)). (f) Financial instruments Initial recognition and measurement Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions to the instrument. For financial assets, this is equivalent to the date that the Company commits itself to either the purchase or sale of the asset (i.e. trade date accounting is adopted). Financial instruments are initially measured at fair value plus transaction costs except where the instrument is classified at fair value through profit or loss in which case transaction costs are expensed to profit or loss immediately. Classification and subsequent measurement Financial instruments are subsequently measured at fair value, amortised cost using either the effective interest method or cost Amortised cost is calculated as the amount at which the financial assets or financial liability is measured at initial recognition less principal repayments, any reduction for impairment and adjusted for any cumulative amortisation of the difference between that initial amount and the maturity amount calculated using the effective interest method. 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, by reference to similar instruments and option pricing models. The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) over the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying amount with a consequential recognition of an income or expense item in profit or loss. The Group does not designate any interests in subsidiaries, associates or joint venture entities as being subject to the requirements of accounting standards specifically applicable to financial instruments. (i) Loans and receivables Loans and receivables are non‐derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is de‐ recognised. (ii) Held‐to‐maturity investments Held‐to‐maturity investments are non‐derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the Group’s intention to hold these investments to maturity. They are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is de‐ recognised. Financial liabilities (iii) Non‐derivative financial liabilities other than financial guarantees are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is de‐recognised. 24 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Impairment At the end of each reporting period the Group assesses whether there is objective evidence that a financial asset has been impaired. A financial asset (or a group of financial assets) is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events (a “loss event”) having occurred, which has an impact on the estimated future cash flows of the financial asset(s). In the case of available-for-sale financial assets, a significant or prolonged decline in the market value of the instrument is considered to constitute a loss event. Impairment losses are recognised in profit or loss immediately. Also, any cumulative decline in fair value previously recognised in other comprehensive income is reclassified to profit or loss at this point. In the case of financial assets carried at amortised cost, loss events may include: indications that the debtors or a group of debtors are experiencing significant financial difficulty, default or delinquency in interest or principal payments; indications that they will enter bankruptcy or other financial reorganisation; and changes in arrears or economic conditions that correlate with defaults. For financial assets carried at amortised cost (including loans and receivables), a separate allowance account is used to reduce the carrying amount of financial assets impaired by credit losses. After having taken all possible measures of recovery, if management establishes that the carrying amount cannot be recovered by any means, at that point the written-off amounts are charged to the allowance account or the carrying amount of impaired financial assets is reduced directly if no impairment amount was previously recognised in the allowance account. When the terms of financial assets that would otherwise have been past due or impaired have been renegotiated, the Group recognises the impairment for such financial assets by taking into account the original terms as if the terms have not been renegotiated so that the loss events that have occurred are duly considered. De-recognition Financial assets are de-recognised when the contractual rights to receipt of cash flows expire 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 de-recognised when the related obligations are discharged, cancelled or have expired. The difference between the carrying amount 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 the statement of comprehensive income or profit or loss. (g) Impairment of assets At the end of each reporting period, the Group assesses whether there is any indication that an asset may be impaired. The assessment will include the consideration of external and internal sources of information including dividends received from subsidiaries, associates or jointly controlled entities deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, to the asset’s carrying amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried at a revalued amount in accordance with another Standard (e.g. in accordance with the revaluation model in AASB 116: Property, Plant and Equipment). Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard. 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. Impairment testing is performed annually for goodwill, intangible assets with indefinite lives and intangible assets not yet available for use. (h) Leases Leases are classified at their inception as either operating or finance leases based on the economic substance of the agreement so as to reflect the risks and benefits incidental to ownership. Operating Leases The minimum lease payments of operating leases, where the lesser effectively retains substantially all of the risks and benefits of ownership of the leased item, are recognised as an expense on a straight line basis. Contingent rentals are recognised as an expense in the financial year in which they are incurred. Finance Leases Leases which effectively transfer substantially the entire risks and benefits incidental to ownership of the leased item to the Group are capitalised at the present value of the minimum lease payments and disclosed as property, plant and equipment under lease. A lease liability of equal value is also recognised. The consolidated entity has no finance leases as at 30 June 2015. (i) Employee benefits Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to the end of the reporting period. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. In determining the liability, consideration is given to employee wage increases and the probability that the employee may satisfy any vesting requirements. These cash flows are discounted using market yields on national government bonds with terms to maturity that match the expected timing of cash flows attributable to employee benefits. 25 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 (j) Provisions Provisions are recognised when the group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. (k) Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits available on demand with banks, other short-term highly liquid investments with original maturities of 3 months or less and bank overdrafts. Bank overdrafts are reported within short-term borrowings in current liabilities in the statement of financial position. (l) Issued capital Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Transaction costs on the issue of equity instruments Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction of the proceeds of the equity instrument to which the costs relate. Transaction costs are costs that are incurred directly in connection with the issue of those equity instruments and which would not have been incurred had those instruments not been issued. (m) Share-based payments The Group measures the cost of equity-settled transactions with employees and consultants by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes model, using the assumptions detailed in Note 23. (i) The fair value determined at the grant date of the equity settled share based payment is expensed on a straight-line basis over the vesting period, based on the directors’ estimate of shares that will eventually vest. (ii) Equity-settled share based payment transactions with other parties are measured at the fair value of the goods and services received, except where the fair value cannot be estimated reliably, in which these are measured at the fair value of the equity instruments granted at the date the entity obtains the goods or the counterparty renders the service. (n) Going concern basis The Group is involved in the exploration and evaluation of mineral tenements and as such expects to be cash absorbing until these tenements demonstrate that they contain economically recoverable reserves. As at 30 June 2015, the Group had a surplus of current assets over current liabilities of $941,691 (2014: $3,423,894) including cash reserves of $1,167,087 (2014: $3,583,741). For the year ended 30 June 2015, the Group reported net cash inflows/ (outflows) from operations and investing activities of $1,647,784 (2014:$ $165,053) and ($1,837,621) (2014: ($2,329,143)) respectively. These cash outflows were offset by net cash inflows from financing activities of $1,068,750 (2014: Nil) resulting in total cash inflows/ (outflows) for the year of ($2,416,655) (2014: $2,164,090). On the 3rd August 2015 Dart Mining NL received notification from Innovation Australia (formerly AusIndustry) stating that the previous R&D Claims were not core R&D activities in accordance with the Industry Research and Development Act 1986. Dart has engaged an independent R&D expert to compile additional information to better clarify the claims made to Innovation Australia who have also appointed a new reviewer to oversee the claims. At this stage the outcome is uncertain and may take six months to be resolved. Preliminary advice from the independent expert is that there is a reasonable degree of confidence that the claim will be allowed, however, if this is not the case the total amount which is potentially refundable to Innovation Australia is $2,033,733. Notwithstanding the above, the financial statements have been prepared on a going concern basis which contemplates the continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business. The ability of the Group to continue as a going concern for the twelve months from the date of this report is dependent on its ability to control its overhead costs and exploration expenditures and to generate additional funds from activities including: other future equity or debt fund raisings; the potential farm-out of participating interests in the Group’s tenements; and successful development of existing tenements. Having carefully assessed the likelihood of securing additional funding or entering into farm-out arrangements including the funds raised subsequent to the balance date and the Group’s ability to effectively manage their expenditures and cash flows from operations, the directors believe that the Group will continue to operate as a going concern for the foreseeable future and therefore it is appropriate to prepare the financial statements on a going concern basis. (o) Revenue and other income Revenue is measured at the fair value of the consideration received or receivable after taking into account any trade discounts and volume rebates allowed. When the inflow of consideration is deferred it is treated as the provision of financing and is discounted at a rate of interest that is generally accepted in the market for similar arrangements. The difference between the amount initially recognised and the amount ultimately received is interest revenue. Interest revenue is recognised using the effective interest method. All revenue is stated net of the amount of goods and services tax. (p) Trade and other receivables Trade and other receivables include amounts due from customers for goods sold and services performed in the ordinary course of business. Receivables expected to be collected within 12 months of the end of the reporting period are classified as current assets. All other receivables are classified as non- current assets. Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any provision for impairment. Refer to Note 2(f) for further discussion on the determination of impairment losses. (q) Trade and other payables Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability. 26 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 (r) Goods and services tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO). Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the ATO is included with other receivables or payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to, the ATO are presented as operating cash flows included in receipts from customers or payments to suppliers. (s) Government grants Government grants are recognised at fair value where there is reasonable assurance that the grant will be received and all grant conditions will be met. Grants relating to expense items are recognised as income on the date of receipt of the grant. Grants relating to assets are credited to deferred income at fair value and are credited to income over the expected useful life of the asset on a straight-line basis. Repayment of Government grants are recognised at fair value where there is a reasonable likelihood that a repayment will be required. (t) Comparative figures When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year. Where the Group retrospectively applies an accounting policy, makes a retrospective restatement or reclassifies items in its financial statements, an additional (third) statement of financial position as at the beginning of the preceding period in addition to the minimum comparative financial statement is presented. (u) Critical accounting judgements and sources of estimations In applying the Group’s accounting policies, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities. These estimates and assumptions are made based on past experience and other factors that are considered relevant. Actual results may differ from these estimates. All estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects both current and future periods. The following describes critical judgements that management has made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements: Impairment of deferred exploration costs The Group’s accounting policy for exploration expenditure results in some items being capitalised for an area of interest where it is considered likely to be recoverable in the future or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. Management is required to make certain estimates and assumptions as to future events and circumstances which may change as new information becomes available. If a judgement is made that recovery of a capitalised expenditure is unlikely, the relevant amount will be written off to the income statement. 27 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 (v) Changes in accounting policy, disclosures, standards and interpretations (i) Changes in accounting policies, new and amended standards and interpretations The accounting policies adopted are consistent with those of the previous financial year except as follows: New and amended standards and interpretations The Group has adopted the following new and amended Australian Accounting Standards and AASB Interpretations as of 1 July 2014: Reference Title AASB 2014‐1 Amendments to Australian Accounting Standards (Part A: Annual Improvements 2010–2012 and 2011–2013 Cycles) The Annual Improvements 2010‐2012 has made number of amendments to various AASBs, which are summarised below. The amendments to AASB 2 (i) change the definitions of ‘vesting condition’ and ‘market condition’; and (ii) add definitions for ‘performance condition’ and ‘service condition’ which were previously included within the definition of ‘vesting condition’ The amendments to AASB 3 clarify that contingent consideration that is classified as an asset or a liability should be measured at fair value at each reporting date, irrespective of whether the contingent consideration is a financial instrument within the scope of AASB 9 or AASB 139 or a non‐financial asset or liability. Changes in fair value (other than measurement period adjustments) should be recognised in profit and loss. The amendments to the basis for conclusions of AASB 13 clarify that the issue of AASB 13 and consequential amendments to AASB 139 and AASB 9 did not remove the ability to measure short‐term receivables and payables with no stated interest rate at their invoice amounts without discounting, if the effect of discounting is immaterial. The amendments to AASB 116 and AASB 138 remove perceived inconsistencies in the accounting for accumulated depreciation/amortisation when an item of property, plant and equipment or an intangible asset is revalued. The amended standards clarify that the gross carrying amount is adjusted in a manner consistent with the revaluation of the carrying amount of the asset and that accumulated depreciation/amortisation is the difference between the gross carrying amount and the carrying amount after taking into account accumulated impairment losses. The Annual Improvements 2011‐2013 has made number of amendments to various AASBs, which are summarised below. The amendments to AASB 3 clarify that the standard does not apply to the accounting for the formation of all types of joint arrangements in the financial statements of the joint arrangement itself. The amendments to AASB 13 clarify that the scope of the portfolio exception for measuring the fair value of a group of financial assets and financial liabilities on a net basis includes all contracts that are within the scope of, and accounted for in accordance with, AASB 139 or AASB 9, even if those contracts do not meet the definitions of financial assets or financial liabilities within AASB 132. The amendments to AASB 140 clarify that AASB 140 and AASB 3 are not mutually exclusive and application of both standards may be required. Consequently, an entity acquiring investment property must determine whether: (i) the property meets the definition of investment property in terms of AASB 140; and (ii) the transaction meets the definition of a business combination under AASB 3. AASB 1031 AASB 2013‐9 Amendments to Australian Accounting Standards ‐ Conceptual Framework, Materiality and Financial Instruments’ The revised AASB 1031 is an interim standard that cross‐references to other Standards and the ‘Framework for the Preparation and Presentation of Financial Statements’ (issued Standards’ – December 2013) that contain guidance on materiality. The AASB is Framework is progressively removing references to AASB 1031 in all Standards and Interpretations. Once all of these references have been removed, AASB 1031 will be withdrawn. 28 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 The adoption of the standards or interpretations do not impact the annual consolidated financial statements of the Group or the interim condensed consolidated financial statements of the Group. The AASB has issued a number of new and amended Accounting Standards and Interpretations that have mandatory application dates for future reporting periods, some of which are relevant to the Group. The Group has decided not to early adopt any of the new and amended pronouncements. The Group’s assessment of the new and amended pronouncements that are relevant to the Group but applicable in future reporting periods is set out below: Application date of standard Application date for group 1 January 2018 1 July 2018 Reference Title Summary AASB 9 Financial Instruments AASB 9 – This revised standard provides guidance on the classification and measurement of financial assets, which is the first phase of a multi-phase project to replace AASB 139 Financial Instruments: Recognition and Measurement. Under the new guidance, a financial asset is to be measured at amortised cost only if it is held within a business model whose objective is to collect contractual cash flows and the contractual terms of the asset give rise on specified dates to cash flows that are payments solely of principal and interest (on the principal amount outstanding). All other financial assets are to be measured at fair value. Changes in the fair value of investments in equity securities that are not part of a trading activity may be reported directly in equity, but upon realisation those accumulated changes in value are not recycled to the profit or loss. Changes in the fair value of all other financial assets carried at fair value are reported in the profit or loss. The Group is yet to assess the impact of the new standard. In the second phase of the replacement project, the revised standard incorporates amended requirements for the classification and measurement of financial liabilities. The new requirements pertain to liabilities at fair value through profit or loss, whereby the portion of the change in fair value related to changes in the entity’s own credit risk is presented in other comprehensive income rather than profit or loss. There will be no impact on the Group’s accounting for financial liabilities, as the Group does not have any liabilities at fair value through profit or loss. Recent amendments as part of the project introduced a new hedge accounting model to simplify hedge accounting requirements and more closely align hedge accounting with risk management activities. There will be no impact on the Group’s accounting, as the Group does not utilise hedge accounting. AASB 2014 – 10 Sale or contribution of Assets between an Investor and its Associate or Joint Venture AASB 2014 – 10 Sale or contribution of Assets between an Investor and its Associate or Joint Venture AASB 2014-10- The amendments address an acknowledged inconsistency between the requirements in AASB 10 and those in AASB 128 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognised when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary. The Group is yet to assess the impact of the new standard, if any. AASB 2014-10- The amendments address an acknowledged inconsistency between the requirements in AASB 10 and those in AASB 128 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognised when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary. The Group is yet to assess the impact of the new standard, if any. 1 Jan 2016 1 Jul 2016 1 Jan 2016 1 Jul 2016 29 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Reference Title Summary AASB 2014 – 10 Sale or contribution of Assets between an Investor and its Associate or Joint Venture AASB 2014-10- The amendments address an acknowledged inconsistency between the requirements in AASB 10 and those in AASB 128 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognised when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary. The Group is yet to assess the impact of the new standard, if any. Application date of standard Application date for group 1 Jan 2016 1 Jul 2016 AASB 2014 – 3 AASB 2014-4 AASB 2015 – 1 Accounting for Acquisitions of Interests in Joint Operations AASB 2014-3 – This amendment sets out the business combination accounting required to be applied to acquisitions of interests in a joint operation that meets the definition of a business. The Group is yet to assess the impact of the new standard, if any. Clarification of Acceptable Methods of Depreciation and Amortisation AASB 2014-4 – These amendments introduce a rebuttable presumption that the use of revenue-based depreciation/amortisation methods for intangible assets is inappropriate and for property, plant and equipment it cannot be used. There will be no impact on the Group’s accounting as it does not use revenue-based depreciation/amortisation methods. 1 Jan 2016 1 Jul 2016 1 Jan 2016 1 Jul 2016 Annual improvements AASB 2015-1- The following amendments / clarifications are made: AASB 5 – reclassification from held for sale to held for 1 Jan 2016 1 Jul 2016 distribution to owners or from held for distribution to owners to held for sale is considered to the continuation of the original plan of disposal; AASB 7 – adds basis of conclusion to clarify disclosure requirements for transferred financial assets and offsetting arrangements; AASB 119 – confirms that high quality corporate bonds or national government bonds used to determine discount rates must be in the same currency as the benefits paid to the employee; AASB 134 – clarifies information about cross references in the interim financial report. The Group is yet to assess the impact of the amendments, if any. 30 Application date of standard Application date for group 1 Jan 2018 1 Jul 2018 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Reference Title Summary AASB 15 Revenue from contracts with customers AASB 15: Revenue from Contracts with Customers (applicable to annual reporting periods commencing on or after 1 January 2018). When effective, this Standard will replace the current accounting requirements applicable to revenue with a single, principles-based model. Except for a limited number of exceptions, including leases, the new revenue model in AASB 15 will apply to all contracts with customers as well as non-monetary exchanges between entities in the same line of business to facilitate sales to customers and potential customers. The core principle of the Standard is that an entity will recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the goods or services. To achieve this objective, AASB 15 provides the following five-step process: 1. 2. 3. 4. 5. identify the contract(s) with a customer; identify the performance obligations in the contract(s); determine the transaction price; allocate the transaction price to the performance obligations in the contract(s); and recognise revenue when (or as) the performance obligations are satisfied. This Standard will require retrospective restatement, as well as enhanced disclosures regarding revenue. Although the directors anticipate that the adoption of AASB 15 may have an impact on the Group’s financial statements, it is impracticable at this stage to provide a reasonable estimate of such impact. The amendments issued but not yet effective from the Annual Improvements Projects to the above mentioned standards will have no impact on the accounting policies, financial position or performance of the Group. 31 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 3 Parent information Statement of Financial Position Assets Current assets Non-current assets Total assets Liabilities Current liabilities Non-current liabilities Total liabilities Net assets Equity Issued capital Reserves Retained earnings Total equity Consolidated 2015 $ 2014 $ 1,289,803 7,577,037 8,866,840 348,312 458 348,770 8,518,070 18,379,349 386,158 (10,247,437) 8,518,070 3,704,321 7,138,696 10,843,017 280,654 - 280,654 10,562,363 17,310,599 371,698 (7,119,934) 10,562,363 Statement of Profit or Loss and Other Comprehensive Income Total profit/(loss) Total comprehensive income (loss) (3,146,130) (3,146,130) (1,082,743) (1,082,743) Note 4 Revenue and other income Revenue from continuing operations Sales revenue – Research and development grant Other revenue – Interest received – Other revenue - - 92,492 2,916 95,408 95,408 2,033,958 2,033,958 133,321 250 133,571 2,167,529 32 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 5 Profit/(loss) for the year Profit/(loss) before income tax from operations include the following expenses Exploration expenses written off Research and development costs Share- based payments Depreciation Note 6 Tax expense (a) The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax expense Profit/(loss) from continuing operations Income tax expense (benefit) calculated at 30% Effect of non-deductible expenses Effect of deductible temporary differences Effect of unused tax losses and tax offsets not recognised as deferred tax assets Utilisation of tax losses brought forward Income tax expense (b) Tax losses not brought to account Tax losses brought forward Current year tax losses Utilisation of tax losses brought forward (De-recognition)/recognition of tax losses – prior years Tax losses carried forward Consolidated 2015 $ 2014 $ 1,389,454 464,108 22,060 1,296 1,022,549 798,585 43,600 173 (3,146,130) (1,060,846) (943,839) 390,151 (571,545) 1,125,233 - - 1,739,145 1,125,233 - - (318,254) 571,561 (366,678) 113,371 - - 1,625,774 113,371 - - 2,918,378 1,739,145 33 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 7 Key management personnel compensation Total remunerations paid to KMP of the Company and the Group during the year are as follows : Short-term employee benefits Post-employment benefits Share-based payments Long-term employee benefits Termination payments Total KMP compensation Consolidated 2015 $ 2014 $ 775,817 99,903 14,760 - - 890,480 1,087,854 55,260 7,600 8,463 112,240 1,271,417 KMP options and rights holdings There were no listed options over ordinary shares held during the financial year by KMP of the Group (2014: Nil) The number of unlisted options and incentive rights over ordinary shares held during the financial year by each KMP of the Group is as follows: Balance at beginning of year Incentive rights granted as remuneration during the year Incentive rights exercised, lapsed or excluded during the year Net other changes1 Balance at end of year 2015 D G Turnbull J Nethersole J Cornelius 2014 D G Turnbull C J Bain S G Poke R G Udovenya 2,000,000 - - 2,250,000 250,000 750,000 (2,000,000) - - 2,000,000 3,250,000 (2,000,000) - - 2,250,000 250,000 750,000 3,250,000 1,000,000 3,000,000 3,000,000 3,000,000 2,000,000 - - - (1,000,000) (1,000,000) (1,000,000) (1,000,000) 10,000,000 2,000,000 (4,000,000) - 2,000,000 (2,000,000) (2,000,000) (2,000,000) (6,000,000) - - - 2,000,000 1 Net other changes represents reductions to Directors’ options or shareholdings on their resignations. 34 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 7 Key management personnel compensation (continued) KMP shareholdings The number of ordinary shares held by each KMP of the Group or their nominees during the financial year is as follows: Balance at beginning of year Shares acquired through exercise of options and incentive rights Shares disposed Net other change1 Balance at end of year 2015 D G Turnbull 2014 L J Ward D G Turnbull C J Bain S G Poke R G Udovenya 4,459,179 4,459,179 2,000,000 4,459,179 1,853,332 2,903,749 423,955 11,640,215 Note 8 Auditor’s remuneration Amounts received or due and receivable by MSI Ragg Weir for: Audit or review of the financial statements of the Group - - - - - - - - - - - - - - - - - - (2,000,000) - (1,853,332) (2,903,749) (423,955) (7,181,036) 4,459,179 4,459,179 - 4,459,179 - - - 4,459,179 1 Net other changes represents reductions to Directors’ options or shareholdings on their resignations. Consolidated 2015 $ 2014 $ 28,750 27,500 35 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 9 Earnings per share (a) Reconciliation of earnings to profit and loss Net profit/(loss) for the year Earnings/(loss) used to calculate basic EPS (b) Weighted average number of ordinary shares outstanding during the year used in the calculation of basic EPS Basic earnings per share Diluted earnings per share Consolidated 2015 $ 2014 $ (3,146,130) (3,146,130) (1,060,846) (1,060,846) 236,817,343 207,091,315 (1.33) (1.33) (0.51) (0.51) Diluted earnings per share is calculated after classifying all options on issue remaining unconverted at 30 June 2015 as potential ordinary shares. At 30 June 2015, the Company had on issue 15,473,048 options and incentive rights over unissued capital and had incurred a net loss. Unlisted options are not considered dilutive and have not been included in the calculations of diluted earnings per share. Note 10 Cash and cash equivalent Cash at bank and on hand Short-term deposits Note 11 Trade and other receivables Accrued interest – other persons/corporations GST receivable Others 161,581 1,005,506 1,167,087 38,717 3,545,024 3,583,741 5,045 44,516 866 50,427 11,620 47,388 36,256 95,264 No receivable amounts were past due or impaired at 30 June 2015 (2014: Nil) Credit risk The Group has no significant concentration of credit risk with respect to any single counter party or group of counter parties other than those receivables specifically provided for and mentioned within Note 11. The class of assets described as Trade and Other Receivables is considered to be the main source of credit risk related to the Group. 36 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 12 Controlled entities Dart Resources Pty Ltd Mt Unicorn Holdings Pty Ltd Mt View Holdings Pty Ltd Country of incorporation Australia Australia Australia Percentage owned (%) 2015 100% 100% 100% 2014 100% 100% 100% For each of the controlled entities that the place of business is the same as the place of incorporation. The activities of these entities are not material Group. to the There are no significant restrictions on the Group’s or its controlled entities ability to access or use the assets and settle the liabilities of the Group nor are there restrictions on ownership changes to these entities. Note 13 Property, plant and equipment Plant and equipment At cost Accumulated depreciation Computer equipment & software At cost Accumulated depreciation Motor vehicles At cost Accumulated depreciation Total property, plant and equipment Consolidated 2015 $ 2014 $ 156,073 (150,065) 6,008 137,526 (120,155) 17,371 196,074 (112,593) 83,481 106,860 152,129 (136,410) 15,719 121,610 (117,803) 3,807 100,811 (100,811) - 19,526 37 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 13 Property, plant and equipment (continued) Plant & equipment Computer equipment & software Motor vehicles Total $ 34,586 1,846 - (20,713) 15,719 15,719 3,943 (451) (13,203) 6,008 3 – 6 years 3 – 4 years 4 – 5 years Consolidated Balance at 1 July 2013 Additions Depreciation expense Depreciation expense capitalised Balance at 30 June 2014 Balance at 1 July 2014 Additions Depreciation expense Depreciation expense capitalised Balance at 30 June 2015 The following useful lives are used in the calculation of depreciation: Plant and equipment Computer equipment & software Motor vehicles Note 14 Deferred exploration and evaluation Balance at beginning of financial year Current year expenditure capitalised Exploration costs written-off Balance at end of financial year $ 14,708 2,895 (173) (13,623) 3,807 3,807 15,916 (845) (1,507) 17,371 $ 1,316 - - (1,316) - - 95,263 - (11,782) 83,481 $ 50,610 4,741 (173) (35,652) 19,526 19,526 115,122 (1,296) (26,492) 106,860 Consolidated 2015 $ 7,030,130 1,752,769 (1,389,454) 7,393,445 2014 $ 6,143,028 1,909,651 (1,022,549) 7,030,130 38 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 14 Deferred exploration and evaluation (continued) Ultimate recovery of deferred exploration and evaluation costs is dependent upon the success of Pre‐feasibility Studies, exploration and evaluation or sale or farm‐out of the exploration interests. A percentage of the CEO’s salary and associated costs are capitalised in line with the Company’s policy for capitalising costs directly relating to pre‐feasibility and exploration. Namely, the Company has four cost centres, Corporate, Pre‐feasibility, Research and Development and Exploration. Where identifiable, costs associated with the Pre‐feasibility and Exploration cost centres are capitalised. These costs are annually reviewed for impairment and a charge is made direct to the Income Statement of the Company when an impairment is identified. An impairment of $1,389,454 (2014: $1,022,549) was brought to account for the financial year for costs associated with the Slaty Creek Project and areas within the Dart Tenement. The Company still intends to continue activity on the remaining tenements under its control. Note 15 Other assets CURRENT Prepayments NON-CURRENT Bond security for exploration tenement licences Bond security for company credit cards Note 16 Trade and other payables CURRENT Trade payables Sundry payables Terms and conditions relating to the above financial instruments: (i) Trade creditors are non-interest bearing and are usually settled on 30 day terms. (ii) Other creditors are non-interest bearing and have an average term of 30 days. Note 17 Provisions CURRENT Short term employee benefits NON-CURRENT Employee benefits Consolidated 2015 $ 2014 $ 72,289 72,289 51,032 25,500 76,532 25,343 25,343 74,340 25,500 99,840 93,032 208,768 301,800 134,238 107,423 241,661 46,312 38,793 458 - 39 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 18 Issued capital 243,257,982 fully paid ordinary shares (2014 : 207,091,315) Ordinary shares Consolidated Balance at the beginning of the financial year Shares issued during the year Less transaction costs arising from issue of shares Balance at end of financial year Terms and conditions of contributed equity Consolidated 2015 $ 2014 $ 18,379,349 17,310,599 2015 No 207,091,315 36,166,667 - 243,257,982 $ 17,310,599 1,085,000 (16,250) 18,379,349 2014 No $ 207,091,315 17,310,599 - - - - 207,091,315 17,310,599 Ordinary shares Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. The issued capital of the Company quoted on the ASX comprises 243,257,982 ordinary shares (2014: 207,091,315). Share options During the financial year, the Company issued the following share options : Securities Unlisted Unlisted Unlisted Expiry date Number Exercise price (cents) Escrow period 31 December 2017 31 December 2017 31 December 2016 400,000 1,600,000 2,000,000 3 6 11 At the end of the financial year, there were 15,473,048 (2014: 13,473,048) unlisted options on issue Securities Unlisted Unlisted Unlisted Unlisted Unlisted Unlisted Unlisted Unlisted Unlisted Expiry date Number Exercise price (cents) Escrow period 20 March 2017 20 March 2017 31 December 2015 31 December 2016 7 May 2016 30 August 2016 31 December 2016 31 December 2017 31 December 2017 100,000 100,000 3,000,000 3,000,000 4,273,048 1,000,000 2,000,000 1,600,000 400,000 18 22 15 15 11.1 11.1 11 6 3 - - - - - - - - - - - - 40 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 19 Expenditure commitments Exploration expenditure rights Under the terms of the exploration tenement licences, the Group has a commitment to meet a minimum expenditure requirement in order to keep its current. The minimum expenditure requirement is not recognised as a liability in the Statement of Financial Position of the Group as the Group may relinquish its rights to a particular tenement thereby removing the requirement to meet the minimum expenditure requirement. Not longer than 1 year Between 1 and 5 years Longer than 5 years Operating leases Consolidated 2015 $ 533,393 865,287 - 2014 $ 1,118,400 1,212,990 - 1,398,680 2,331,390 The Group has commercial leases on property. These leases have an average life of between zero and one year with renewal options on the property leases. There are no restrictions upon the lessee by entering into these leases. Future minimum lease payments payable under non-cancellable operating leases as at the balance date are as follows: Not longer than 1 year Between 1 and 5 years Licence agreement 7,669 - 7,669 The Group has a licence agreement for exclusive use of an office area. These licence is for 3 years and is not expected to be renewed. There are no restrictions upon the lessee by entering into this agreement. Future minimum payments payable under a non-cancellable agreement as at the balance date are as follows: Not longer than 1 year Between 1 and 5 years 30,219 57,954 88,173 15,687 2,902 18,589 15,687 2,902 18,589 Note 20 Contingent liabilities and contingent assets The company establishes an accrued liability for claims when it determines that a loss is probable and the amount of the loss can be reasonably estimated. Accruals will be adjusted from time to time, as appropriate, in light of additional information. On the 3rd August 2015 Dart Mining NL received notification from Innovation Australia (formerly AusIndustry) stating that the previous R&D Claims were not core R&D activities in accordance with the Industry Research and Development Act 1986. Dart has engaged an independent R&D expert to compile additional information to better clarify the claims made to Innovation Australia who have also appointed a new reviewer to oversee the claims. At this stage the outcome is uncertain and may take six months to be resolved. Preliminary advice from the independent expert is that there is a reasonable degree of confidence that the claim will be allowed, however, if this is not the case the total amount which is potentially refundable to Innovation Australia is $2,033,733. Under tenement licence conditions in Victoria the Group is required to rehabilitate each licence area to its original state subsequent to any exploration work. Rehabilitation costs are estimated not to exceed $60,000. No contingent assets existed at the reporting date Note 21 Operating segments The Group’s activities consist of base metal and gold exploration currently in one geographic region of north-east Victoria. There are no other significant classes of business, either singularly or in aggregate. Internal monthly management reports are provided to the Group’s Directors that consolidate operations in one segment. Therefore the Group’s activities are classed as one business segment and as a result operating and financial information are not separately disclosed in this note. 41 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 22 Cash-flow information a) Reconciliation of cash flow from operations with profit after income tax Profit/(loss) after income tax Non cash flows in profit/(loss) Depreciation Share-based payments Exploration cost written off Loss on disposal of investment Changes in assets and liabilities (Increase)/Decrease in receivables (Increase)/Decrease in other assets Increase/(Decrease) in trade payables and accruals Increase/(Decrease) in provisions Cash flow from operations b) Reconciliation of cash Cash balance comprises: Cash on hand and at call Term deposits c) Financing facility The Group has no available finance facilities at balance date. d) Non-cash financing and investing activities There were no non-cash financing or investing activities during the financial year. Consolidated 2015 $ 2014 $ (3,146,130) (1,060,846) 1,296 8,300 1,389,454 - 43,401 (46,947) 102,842 - (1,647,784) 161,581 1,005,506 1,167,087 173 43,600 1,022,549 37,500 50,600 2,978 72,618 (4,119) 165,053 38,717 3,545,024 3,583,741 42 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 23 Share-based payments The aggregate share-based payments for the financial year are set out below: Details of share-based payments Fair value of incentive rights granted to Executive Director Fair value of incentive rights granted to Managing Director Fair value of incentive rights granted to employees Fair value of incentive rights or options granted to Non-executive Directors Fair value of granted options capitalised and classified as exploration cost Fair value of options granted as share based payments Fair value adjustment to options issued in prior years Expense arising from share-based payments Executive options Share-based payment options held at the end of the reporting year were as follows: Grant date Grantee Number Vesting date Expiry date C J Bain S G Poke R G Udovenya C J Bain S G Poke R G Udovenya D G Turnbull D G Turnbull J Cornelius J Nethersole 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 2,000,000 250,000 750,000 250,000 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 31 Dec 2014 12 Dec 2014 01 Jan 2015 18 Dec 2014 31 Dec 2015 31 Dec 2015 31 Dec 2015 31 Dec 2016 31 Dec 2016 31 Dec 2016 31 Dec 2016 31 Dec 2017 31 Dec 2017 31 Dec 2017 Consolidated 2015 $ - - 22,060 - - - - 22,060 2014 $ 7,600 - - - - 36,000 - 43,600 Exercise price (cents) Fair value at grant date (cents) 15 15 15 15 15 15 11 6 6 6 4.60 4.60 4.60 5.39 5.39 5.39 0.23 0.74 0.86 0.74 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 5 Nov 2012 12 Dec 2014 12 Dec 2014 01 Jan 2015 18 Dec 2014 Other options Grant date 20 Mar 2012 20 Mar 2012 7 May 2013 30 August 2013 18 Dec 2014 18 Dec 2014 Number Vesting date Expiry date Exercise price (cents) Fair value at grant date (cents) 100,000 100,000 4,273,048 1,000,000 400,000 350,000 20 Mar 2012 20 Mar 2012 7 May 2013 30 Aug 2013 18 Dec 2014 18 Dec 2014 20 Mar 2017 20 Mar 2017 7 May 2016 30 Aug 2016 31 Dec 2017 31 Dec 2017 18 22 11.1 11.1 3 6 4.50 3.63 4.49 3.60 1.18 0.74 43 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2015 Note 23 Share-based payments (continued) The total fair value of the unexercised share options and incentive rights granted during the financial year was $22,060. Options were priced using a Black- Scholes model. Where relevant, the expected life used in the model has been adjusted based on management’s best estimate for the effects of non- transferability, exercise restrictions. Expected volatility is based on the historical share price volatility of the Company over the reporting period. Share price at grant date Exercise price Expected volatility Option life Dividend yield Risk-free interest rate Consolidated 2015 $ 2014 $ 3 – 3.1 cents 3 – 11 cents 69.53% 3 years Nil 2.52% 3.9 – 8 cents 11 – 11.1 cents 53.19 – 79.15% 3 years Nil 2.52 – 2.75% Weighted average remaining contractual life Share options outstanding at 30 June 2015 had a weighted average contractual life of 335 days (2014: 750 days) Movements in share-based payments options 2015 2014 Number Weighted average exercise price (cents) Number Weighted average exercise price Balance at beginning of year Granted with an exercise price of 11.1 cents Incentive rights granted with an exercise price of 11 cents Granted with an exercise price of 3 cents Granted with an exercise price of 6 cents Granted with an exercise price of 11 cents Cancelled* Expired Balance at end of year Exercisable at end of year 13,473,048 - - 400,000 1,600,000 (2,000,000) (2,000,000) - 15,473,048 15,473,048 3 6 11 18,823,048 1,000,000 2,000,000 - - - - (8,350,000) 13,473,048 13,473,048 *Upon the grant of 2,000,000 options to D Turnbull 2,000,000 incentive rights with an exercise price of 11 cents were cancelled. (cents) 11.1 11.1 44 Notes to the consolidated financial statements For the financial year ended 30 June 2014 Note 24 Events after the reporting period The Company has received from AusIndustry a Certificate of Finding in relation to the Company’s R & D claims for the years 2011/12, 2012/13. The Certificate of Finding sets out a preliminary view of AusIndustry that the full amount of the Tax Offset is potentially repayable by the Company. In response to the Certificate of Finding, the Company has submitted an application for internal review by a new assessor at AusIndustry, and engaged International Technology Group (ITG), a leading professional advisory firm specialising in R & D matters, to assist it. No other matters or circumstances have arisen since the end of the financial year that have significantly affected or may have a significant effect on the financial operations of the Group, the financial performance of those operations or the financial position of the Group in the subsequent financial year. Note 25 Related party transactions Key Management Personnel Any person(s) having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any Director (executive or otherwise) of the entity are considered Key Management Personnel. Other related parties Other related parties include entities controlled by the ultimate parent entity and entities over which key management personnel have joint control. Transactions with related parties Transactions with related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. The following transactions occurred with related parties Director related entities Professional fees paid to Cotlco Pty Ltd, of which J Cottle is a member Professional fees paid to TFO Nominees Pty Ltd, of which J Cornelius is a consultant Professional fees paid to AJE Projects Development Consultancy Pty Ltd, of which J Eltham is a member Professional fees paid to Pritchard ResourcesLaw International, of which R G Udovenya is a member Directors fees paid to Pritchard ResourcesLaw International, of which R G Udovenya is a member Consultancy fees paid to North East Geological Contractors Pty Ltd, a company in which D G Turnbull is a director and shareholder Consolidated 2015 $ 2014 $ 23,100 - 15,391 - - 12,375 50,374 99,000 189,116 35,625 34,441 27,000 Professional fees paid to Draffin Walker Pty Ltd, a company in which A Draffin is a director and shareholder - 56,934 Professional fees paid to Retro Group Pty Ltd, a company in which J Chirnside is a director and shareholder Rent income received from Bruce Paterson Amount due to related parties at end of year AJE Project Development Consultancy Pty Ltd Other transactions and balances with Key Management Personnel There were no other related party transactions other than those described in this note 30,000 (2,916) - - - 13,411 45 Notes to the consolidated financial statements For the financial year ended 30 June 2014 Note 26 Financial risk management The Group’s financial instruments consist mainly of deposits with banks, receivables and trade and other payables. The totals of each category of financial instruments, measured in accordance with AASB139 as detailed in the accounting policies to these financial statements are as follows : Financial assets Cash and cash equivalents Other receivables Other non-current receivables Total financial assets Financial liabilities Financial liabilities at amortised costs - trade and other payables Total financial liabilities Consolidated 2015 $ 2014 $ 1,167,087 50,427 76,533 1,294,047 301,800 301,800 3,583,741 95,264 99,840 3,778,845 241,661 241,661 Specific financial risk exposures and Management The main risks the Group is exposed to through its financial instruments are credit risk, liquidity risk and market risk consisting of interest rate risk and foreign currency risk. There have been no substantive changes in the types of risks the Group is exposed to, how these risks arise, or the Board’s objectives, policies and processes for managing or measuring the risks from the previous period. Credit risk Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial loss from defaults. The Group’s exposure to credit risks are continuously monitored and controlled by counterparty limits that are reviewed and approved by the management on a regular basis. The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics. The credit risk on liquid funds and derivative financial instruments is limited as the counterparties are banks with high credit ratings assigned by international credit rating agencies. The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represent the Group’s maximum exposure to credit risk. Liquidity risk Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate liquidity risk management framework for the management of the Group’s short, medium and long term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves and banking facilities by continuously monitoring forecast and actual cash flows and matching profiles of financial assets and liabilities. 46 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2014 Note 26 Financial risk management (continued) The following table details the Group’s remaining contractual maturity for its financial liabilities and financial assets Within 1 year 1 to 5 years Over 5 years Total 2015 2014 2015 2014 2015 2014 2015 2014 Consolidated Financial liabilities due for payment Trade and other payable 301,800 241,661 Total contractual outflows 301,800 241,661 Financial assets cash flow realisable Cash and cash equivalents 1,167,087 3,583,741 - - - - - - Loans and other receivables Held to maturity investments Other non-interest bearing receivables - - - - 50,427 95,264 76,533 99,840 - - - - Total anticipated inflows 1,217,514 3,679,005 Net (outflow)/inflow on financial instruments 915,714 3,437,344 76,533 76,533 99,840 99,840 - - - - - - - - - - 301,800 241,661 301,800 241,661 - - - - - - 1,167,087 3,583,741 76,533 99,840 - - 50,427 95,264 1,294,047 3,778,845 992,247 3,537,344 Market risk Interest rate risk The Group’s exposure to market risk primarily consist of financial risks associated with changes in interest rates as detailed below. As the level of risk is low, the Group does not use any derivatives to hedge its exposure. Market risks are managed through cash flow forecasts and sensitivity analysis on a regular basis. The Group is exposed to interest rate risks as it holds funds at both fixed and variable interest rates. The risk is managed through the use of cash flow forecasts supplemented by sensitivity analysis. The Group currently holds no amounts of borrowed funds. Interest rate sensitivity analysis A sensitivity analysis have been determined based on the exposure to interest rates at reporting date with the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 50 basis point increase or decrease is used when reporting internally to key management personnel and represents management’s assessment of the possible change in interest rates. interest rate risk Year ended 30 June 2015 +/- 0.5% in interest rates Year ended 30 June 2014 +/- 0.5% in interest rates There have been no changes in any methods or assumptions used to prepare the above analysis from the previous year. Consolidated Profit $ 5,835 17,919 Equity $ 5,835 17,919 47 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2014 Note 26 Financial risk management (continued) Fair value The Directors consider that the carrying amounts of financial assets and financial liabilities recorded at cost less any accumulated impairments in the financial statements approximates their fair values. The fair values of financial assets and financial liabilities are determined as follows: • Holdings in unlisted shares are measured at cost less any impairments. The directors consider that no other measure could be used reliably; • Other financial assets and financial liabilities are determined in accordance with generally accepted pricing models. Fair value estimation The fair value of financial assets and financial liabilities are presented in the following table and can be compared to their carrying amounts as presented in the Statement of Financial Position. Fair value is the amount at which an asset could be exchanged, or a liability settled between knowledgeable, willing parties in an arm’s length transaction. Fair values derived may be based on information that is estimated or subject to judgment, where changes in assumptions may have a material impact on the amounts estimated. Areas of judgment and the assumptions have been detailed below. Where possible, valuation information used to calculate fair value is extracted from the market, with more reliable information available from markets that are actively traded. In this regard, fair values for listed securities are obtained from quoted market bid prices. Where securities are unlisted and no market quotes are available, fair value is obtained using discounted cash flow analysis and other valuation techniques commonly used by market participants. Differences between fair values and carrying amounts of financial instruments with fixed interest rates are due to the change in discount rates being applied by the market since their initial recognition by the Group. Most of these instruments, which are carried at amortised cost (i.e. term receivables, held-to-maturity assets), are to be held until maturity and therefore the fair value figures calculated bear little relevance to the Group. 2015 2014 Carrying amount Fair value Carrying amount Fair value Financial assets Cash and cash equivalents Loans and other receivables Other non-interest bearing receivables Total financial assets Financial liabilities Trade and other payables Total financial liabilities 1,167,087 76,533 50,427 1,294,047 301,800 301,800 1,167,087 76,533 50,427 1,294,047 301,800 301,800 3,583,741 99,840 95,264 3,778,845 241,661 241,661 3,583,741 99,840 95,264 3,778,845 241,661 241,661 The fair values disclosed in the above table have been determined based on the following methodologies: Cash and cash equivalents, trade and other receivables and trade and other payables are short-term instruments in nature whose carrying amount to fair value. Trade and other payables excludes amounts provided for annual leave, which is outside the scope of AASB 139. is equivalent Financial Instruments Measured at Fair Value The financial instruments recognised at fair value in the Statement of Financial position have been analysed and classified using a fair value hierarchy reflecting the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following levels: - quoted prices in active markets for identical assets or liabilities (Level 1) - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (Level 2); and - inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3). 48 Notes to the Consolidated Financial Statements For the financial year ended 30 June 2014 Note 26 Financial risk management (continued) Consolidated 2015 Financial assets Cash and cash equivalents Cash on hand and fixed interest deposits 2014 Financial assets Cash and cash equivalents Cash on hand and fixed interest deposits Note 27 Reserves Level 1 $ - - Level 2 $ Level 3 $ Total $ 1,167,087 3,583,741 - - 1,167,087 3,583,741 Equity - settled benefits reserve The equity-settled benefits reserve is used to recognise the fair value options issued to Directors, employees and third parties. Balance at beginning of financial year 1,000,000 options granted at a fair value of 3.60 cents per option 2,000,000 incentive rights granted at a fair value of 0.38 cents per right to an Executive Director on 21 May 2014 750,000 options granted at a fair value of .86 cents per option on 1 January 2015 2,000,000 options granted at a fair value of .23 cents per option on 12 December 2014 850,000 options granted at a fair value of .74 cents per option on 12 December 2014 400,000 options granted at a fair value of 1.18 cents per option on 12 December 2014 Share-based payments reclassified Fair value adjustments for options on issue Balance at end of financial year Note 28 Company details Registered office of the Company: Level 6, 412 Collins Street, Melbourne, Victoria. Principal place of business: 4 Bryant Street, Corryong, Victoria. Consolidated 2015 $ 371,698 - - 6,450 4,600 6,290 4,720 (7,600) - 2014 $ 336,448 36,000 7,600 - - - - (8,350) - 386,158 371,698 49 Directors’ Declaration ln accordance with a resolution of the directors of Dart Mining NL, the Directors of the Company declare that: 1 the financial statements and notes, as set out on pages 19 to 49, are in accordance with the Corporations Act 2001 and: (a) comply with Accounting Standards which, as stated in accounting policy note 2 to the financial statements, constitutes compliance with International Financial Reporting Standards (lFRS); and (b) give a true and fair view of the financial position as at 30 June 2015 and of the performance for the year ended on that date of the consolidated group: 2 in the directors’ opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable; 3 the directors have been given the declarations required by section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer The Company and a wholly‐owned subsidiary, Dart Resources Pty Ltd, have entered into a deed of cross guarantee under which the Company and subsidiary guarantee the debts of each other. its At the date of this declaration, there are reasonable grounds to believe that the companies which are party to this deed of cross guarantee will be able to meet any obligations or liabilities to which they are, or may become subject to, by virtue of the deed. James Chirnside Chairman Melbourne 30 September 2015 Luke Robinson Director Russell Simpson Director 50 Auditor's Report 51 Auditor’s Report 52 Auditor’s Report ASX Addititional Information Additional information required by the Australian Securities Exchange Ltd Listing Rules and not disclosed elsewhere in this report is as follows. The information is current as at 26 August 2015. Twenty largest shareholders Rank Name of holder 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 18 19 20 Kelvin Park Pty Ltd Mr Russell Simpson & Mrs Elizabeth Simpson & Ms Meredith Simpson Mr Russell M Simpson & Mrs Elizabeth V Simpson & Ms Meredith H Simpson J P Morgan Nominees Australia Limited Mr Paul Dominic Ferguson Citicorp Nominees Pty Limited W & E Maas Holdings Pty Limited Specialised Alloys Services Pty Ltd Mr Philip Alan Kenneth Naylor & Mrs Andrea Naylor North East Geological Contractors Pty Ltd J Barlow Consultants Pty Ltd B Hochwimmer & Associates Pty Ltd Coven-SA Ltd Mr Duane Lawrence Hicks Mr Colin John Morrow Finook Pty Ltd Granite Hills (Victoria) Pty Ltd Mrs Sonia Patricia Thiel Ms Jenny Lee Coad Mr Andrew Matthew Cameron & Mrs Gweneth Marsh Cameron & Mrs Fiona Crichton Barclay R D Boyd Pty Ltd Total Shares on issue Ordinary fully paid shares 243,257,982 Substantial Shareholders Substantial shareholders as advised to the Company are set out below: Name Kelvin Park Pty Ltd R Simpson, E Simpson and M Simpson No. of ordinary shares held Issued Capital % 29,333,334 12.06 15,670,331 8,638,203 8,678,814 7,402,630 6,332,938 6,045,000 5,750,600 4,500,000 4,459,179 3,666,666 3,250,483 3,200,000 2,820,031 2,761,926 2,315,747 2,181,546 2,000,000 2,000,000 1,844,555 1,781,719 6.44 3.55 3.57 3.04 2.60 2.49 2.36 1.85 1.83 1.51 1.34 1.32 1.16 1.14 0.95 0.90 0.82 0.82 0.76 0.73 124,633,702 51.24 No. of Ordinary Shares Percentage of Issued Capital 29,333,334 24,408,534 12.06 9.99 53 Auditor’s Report ASX Addititional Information Distribution of member holdings Size of holding 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Total Holders Ordinary shares No of holders No of shares 50 90 233 701 277 1,351 8,268 345,997 2,031,545 28,354,398 212,517,774 243,257,982 The number of security investors holding less than a marketable parcel of securities is 761 with a combined total of 10,734,809 securities. Voting Rights All shares carry one vote per share without restriction. Tenement schedule Tenement number Licensed holder Name & region of subject of licence EL 4724 EL 4726 EL 5467 EL 5468 EL 5058 EL 5194 ML 5559 Dart Mining NL Buckland, North-east Victoria including Fairleys prospect Dart Mining NL Dart, North-east Victoria including Mountain View, Elliot, Morgan and Unicorn prospects Dart Mining NL McCormack’s, North-east Victoria. Dart Mining NL Upper Murray, North-east Victoria. Dart Mining NL Cudgewa and Koetong, North-east Victoria abutting Dart EL Dart Mining NL Mt. Alfred, North-east Victoria abutting Dart EL Dart Mining NL Mountain View, North-east Victoria 54
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