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Genesis Minerals Limited
Annual Report 2013

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FY2013 Annual Report · Genesis Minerals Limited
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GENESIS MINERALS LIMITED

ANNUAL FINANCIAL REPORT

A.B.N. 72 124 772 041

FOR THE YEAR ENDED 30 JUNE 2013

TABLE OF CONTENTS

FINANCIAL STATEMENTS

CHAIRMAN'S MESSAGE

REVIEW OF OPERATIONS

CORPORATE GOVERNANCE STATEMENT

DIRECTORS' REPORT

AUDITORS' INDEPENDENCE DECLARATION

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

CONSOLIDATED STATEMENT OF CASH FLOWS

NOTES TO THE FINANCIAL STATEMENTS

DIRECTORS' DECLARATION

INDEPENDENT AUDIT REPORT

ASX ADDITIONAL INFORMATION

PAGE

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64

GENESIS MINERALS LIMITED 

CHAIRMAN’S MESSAGE 

Dear Fellow Shareholder 

I am pleased to present the Annual Report of the Company for the year ended 30 June 2013.   
During 2012  Genesis commenced exploration of the Las Opeñas Project in San Juan, Argentina with 
its  first  ever  drilling  program  completed  at  the  Project  in  November  2012.    The  program at Las 
Opeñas Project discovered wide zones of near surface gold mineralisation with silver, lead and zinc.  
We believe the results support Genesis’ belief that Las Opeñas has the potential to host a multi-
million-ounce gold deposit in a large epithermal system.   
In  February  2013  Teck  Argentina  Limited,  a  subsidiary  of  Canada’s  largest  diversified  mining 
company Teck Resources Limited, elected to earn-back to 60% of the Project.  We believe Teck’s 
decision to earn back into the Las Opeñas Project is extremely positive and validated our belief in the 
Project and its geological potential.  Teck has a track record of exploration and development success 
at both 100 per cent-owned and joint venture projects in South America.  We are delighted that 
Genesis’  shareholders  stand  to  benefit from its involvement at Las Opeñas.  Teck have recently 
commenced exploration at the Project and we look forward to the results from this work over the 
short term. 
Genesis also continued to explore the Poncha Project in San Juan during the year.  We completed 
our second drilling program at Poncha during April 2013 following up on high-grade epithermal gold 
mineralisation  returned  in  2012.    The  wide  spaced  drilling  completed  at Poncha from the most 
recent drilling returned encouraging results.  Exploration also continued at our Cerro Verde Project 
in northern Chile.  Our exploration effort at Cerro Verde continues to highlight the potential for 
significant mineralisation to be discovered at the Project. 
The  Company  continues  to  operate  as  efficiently  as  possible  with  an  excellent  core  group  of 
employees and contractors.  We continue to focus on under explored geological terranes that we 
consider to be highly prospective and have the potential for significant gold or copper deposits.  Las 
Opeñas is an example of this strategy working for us and the faith that is place in our team by a 
leading mining and exploration house such as Teck.  We also continue to seek highly prospective and 
transformational  advanced  copper  and  gold  projects  in  Chile,  Argentina and elsewhere in Latin 
America. 
As a board we are cognisant of the challenging times in the junior mining sector and our strategy to 
grow the value of the Company is strongly informed by what investors are looking for in a junior and 
the need to operate as efficiently as possible. 
On behalf of the Board I would like to thank you for your continued support and I look forward to 
keeping you informed of our progress during the forthcoming year. 

Richard Hill 
Chairman 

1 

 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

During the year Genesis Minerals Limited (“Genesis”) continued exploration on the Poncha and Las 
Opeñas Gold Projects in San Juan, Argentina and its Cerro Verde Copper-Gold Project in northern 
Chile. 
Genesis discovered wide zones of gold mineralisation with associated silver, lead and zinc during its 
first drilling program at its Las Opeñas Project during November 2012. 
At Poncha a second drill program was completed during April 2013. Drilling targeted the Southern 
Epithermal Target following up high-grade gold mineralisation (Genesis ASX release dated July 30, 
2012)  intersected  in  2012  and  porphyry  and  epithermal  style  mineralisation  at  the  Northern 
Porphyry Target. 
In  Chile  at  the  Cerro  Verde Project Genesis completed further geochemical sampling programs, 
project wide geological mapping and a ground magnetic survey.   

Figure 1.  Project locations  

Figure 2.  Argentinean Project locations 

Poncha and Las Opeñas Projects, San Juan, Argentina 
Genesis  has  an  agreement with Teck Argentina Ltd. (“Teck”), a wholly owned subsidiary of Teck 
Resources Limited, to acquire 100% of Teck’s right and interest in the Poncha Project subject to an 
earn-back right or royalty to Teck. 
At Las Opeñas Teck elected to exercise their right to earn-back in to a 60% interest in the Las Opeñas 
Project  in  February  2013.    Teck  must  now  incur  expenditures  equal  to  four  times  Genesis’ 
expenditures multiplied by the percentage interest Teck is earning back (60%), to a maximum of $1.2 
million.   
Upon completion of the earn-back by Teck a Joint Venture Company shall be formed to explore and, 
if warranted, develop the Project with the parties’ Joint Venture interests being 60% Teck and 40% 
Genesis. 
The Poncha and Las Opeñas Projects are located 200km northwest of the regional capital San Juan 
and  about  40km  northwest  of  the  town  of Rodeo in the foothills of the Andes, at elevations of 
between  2,800m  and  4,500m  above  sea  level.    Infrastructure  in  the  area  is good. Access to the 
Projects is gained via good paved and gravel roads from Rodeo. 

2 

 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Las Opeñas 
Genesis completed its first drilling program at Las Opeñas in November 2012, intersecting a wide 
zone of gold mineralisation in drill hole 12 LODH 003, with analytical results including: 

o  115m @ 0.58g/t gold, 3.5g/t silver, 0.24% lead and 0.65% zinc from 18m to end of 

hole  
 

including  47.1m  @  0.84g/t  gold,  3.5g/t  silver,  0.21%  lead  and  0.63%  zinc 
from 80.4m 

Hole 12 LODH 011  located 340m to the northwest of 12 LODH 003 intersected: 

o  29.4m @ 0.57g/t  gold, 9.9g/t silver, 0.29% lead and 1.1% zinc from 65m 
In  addition  to  the  results  from  holes  12  LODH  003  and  011,  very  encouraging  results from near 
surface were returned from 10 of the other 12 holes drilled, including:  

o  12 LODH 005  - 8.15m @ 0.55 g/t gold, 4.78 g/t silver, 0.32% lead and 0.88% zinc 
o  12 LODH 007  - 1.50m @ 4.75 g/t gold, 14.8 g/t silver, 0.3% lead and 0.48% zinc 
o  12 LODH 009  - 59.6m @ 0.24 g/t gold, 2g/t silver, 0.1% lead and 0.27 % zinc 

Drill results are shown in Table 1. 

Figure 3.  Las Opeñas drill hole locations and results. 
Very wide zones of strongly anomalous base metal mineralisation (see Figure 3) were returned from 
all holes targeting the breccias at Las Opeñas, including: 

o  12 LODH 005  - 87.9m @ 0.20% lead and 0.43% zinc 
o  12 LODH 007  - 104m @ 0.11% lead and 0.53% zinc 
o  12 LODH 008  - 97.9m @ 0.14% lead and 0.45% zinc 

Mineralisation intersected in 12 LODH 003  (see Figure 4) is hosted by a weakly to moderately argillic 
altered,  polymictic  breccia comprising clasts of dacite, granodiorite and fine-grained sediments.  
Pyrite, sphalerite and galena occur as disseminations within the clasts and matrix as well as within 
veinlets cutting both clasts and matrix.  The mineralisation is open at depth and along strike and is 
interpreted to develop in an overall ENE orientation. 

3 

 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Figure 4.  Schematic cross section 12 LODH 003 

Figure 5. Schematic cross section 12 LODH 011. 

Gold  mineralisation  in  hole  12  LODH  011  (see  Figure 5)  is  hosted  within  moderately  silicified, 
strongly argillic altered polymictic breccias and fine grained sediments with pyrite, sphalerite and 
galena mineralisation being strongly disseminated and within later crosscutting veinlets.  Only one 
hole tested this target. 

Figure 6.  High-grade vein targets and breccia hosted mineralisation 

4 

 
 
 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Teck commenced exploration at the Las Opeñas Project during the June 2013 quarter and to date 
has completed an Induced Polarisation (IP) and Resistivity survey over the areas initially drilled by 
Genesis,  supplemented  with  a  property-wide  ground  magnetic  survey,  detailed  mapping  and 
geochemical sampling.   

Table 1 Significant mineralisation > 0.1g/t gold – 12 LODH 001 to 12 LODH 014 

Hole ID 

12-LODH-001 

East 
Posgar2 
2,466,310 

North 
Posgar2 
6,705,426 

3,321 

12-LODH-002 

2,466,310 

6,705,425 

3,319 

12-LODH-003 

2,466,239 

6,705,395 

3,335 

mRL 

Depth 

Az 

Dip 

From 

To 

Interval 

33.35 

17.65 

12-LODH-005 

2,465,740 

6,705,083 

3,440 

113 

150 

100 

101 

134 

150 

0 

150 

109 

119 

113 

101 
100 

128 
90 

330 

330 

330 

330 
330 

150 
150 

-60 

-60 

-60 
inc. 

-60 
inc. 
-60 

-60 
inc. 
-60 

-60 
-60 

-60 
-60 

15.7 

61.3 

18.2 
80.4 

13.1 
27.7 
15.7 

14.8 
35 
15.05 

16.4 
49 

65 
2.80 

75.3 

134 
127.5 

101 
35.85 
85.1 

119 
36.5 
113 

76 
50 

100.4 
90.0 

Au 
(ppm) 
0.12 

0.27 

0.58 
0.84 

Ag 
(ppm) 
0.9 

6.6 

3.5 
3.6 

0.55 

4.8 

0.1 
4.75 

0.24 
2.93 

0.57 

1.7 
14.8 
1.8 

2.01 
21 

9.9 

2.2 

Zn 
(%) 
0.24 

0.63 

0.65 
0.63 

0.43 
0.88 
0.51 

0.53 
0.48 
0.45 

0.27 
0.13 

1.1 
0.20 

0.19 

Pb 
(%) 
0.1 

0.15 

0.24 
0.21 

0.20 
0.32 
0.05 

0.11 
0.3 
0.14 

0.07 

0.29 

14 

115.8 
47.1 

87.9 
8.15 
69.4 

104.2 
1.5 
97.95 

59.6 
1 

29.4 
87.20 

26.80 

12-LODH-006 

2,465,946 

6,705,357 

3,482 

12-LODH-007 

2,465,910 

6,705,337 

3,456 

12-LODH-008 

2,465,863 

6,705,313 

3,455 

12-LODH-009 
12-LODH-010 

12-LODH-011 
12-LODH-013 

12-LODH-014 

2,465,817 
2,466,622 

2,465,992 
2,466,141 

6,705,066 
6,705,545 

6,705,612 
6,705,269 

3,433 
3,273 

3,391 
3,352 

53.20 

80.0 

2,466,381 

6,705,205 

-80 
Fi na l  a s s a y res ul ts  from ½ HQ di a mond core 

106.25 

3,353 

330 

 
  Ana l ys i s  compl eted by ALS., Mendoza  
  Al l  s a mpl es  were a na l ys ed for gol d a nd s i l ver by fi re a s s a y, a nd copper, l ea d, a nd zi nc by ICP 
 
Reference standards, duplica te a nd bl a nk s a mpl es  were routi nel y s ubmi tted a nd were wi thi n 
a ccepta bl e l i mi ts  ba s ed on current da ta . 
Dri l l hole collar positions s urveyed by GPS (+-3m) a nd down hole s urveys  by a  down hol e Refl ex EZ 
Tra ck i ns trument. 

 

Poncha  
An eight-hole, 1,800m diamond drilling program was completed during April 2013. Drilling targeted 
the Southern Epithermal Target following up high-grade gold mineralisation (Genesis ASX release 
dated July 30, 2012)  intersected in 2012 (Figure 8) and porphyry and epithermal style mineralisation 
at the Northern Porphyry Target (Figure 7).  Drill results are shown in Table 2.  
Genesis is reviewing the significance of the results from the two drilling programs completed by 
Genesis prior to making a decision on further exploration at Poncha. 

Figure 7.  Prospect location plan. 

5 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Figure 8.  Southern Epithermal Target Drill Hole Locations and Results. 
Six of the eight holes completed (Figure 8) were drilled at very wide spacings over one kilometre of 
strike at the Southern Epithermal Target targeting the extensions of mineralisation intersected in 
12PODH003, along with a number of gold geochemical surface anomalies and concealed structural 
targets.   
Encouraging results (see Table 2) were returned from the wide spaced drilling including: 

o  13PODH009  17.5m @ 0.33g/t gold, 2.0g/t silver and 0.17% zinc from 141.5m 

including 1m @ 1.44g/t gold, 10.1 g/t silver and 0.45% zinc from 147m; and 
including 1m @ 1.63g/t gold, 5.9 g/t silver and 1.03% zinc from 157m 

 
 

 

o  13PODH010  31m @ 0.21g/t gold from 211m 

including 5m @ 0.54g/t gold from 211m 

o  13PODH011  18m @ 0.25g/t gold, 2.8g/t silver and 0.12% copper 
o  13PODH012  5m @ 0.55g/t gold and 1.9g/t silver; and  

         8m @ 0.22g/t gold 

Mineralisation intersected in holes 13PODH009 to 13PODH012, along the interpreted north-south 
trending structural zone, was generally associated with moderate to intensely argillic altered, pyritic 
pyroclastic  lapillistone  to  breccia  units.    Sulphide  mineralisation  ranging  up  to  10%  is  both 
disseminated and within veinlets.  
Two  holes  (13PODH014  and  015)  were  targeted  at the large alteration system coincident with a 

6 

 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

strong, induced polarisation chargeability anomaly at the Northern Porphyry target at Poncha.   
Results returned from the wide spaced drilling at the Northern Porphyry Target include: 

o  13PODH014  1.5m @ 0.03g/t gold and 19.8g/t silver 
o  13PODH015  87m @ 0.11g/t gold from 63.5m 

Mineralisation intersected in 13PODH014 was associated with a narrow vuggy quartz vein within a 
weakly altered andesite.  Hole 13PODH015 intersected a dacitic lapilli unit which contained strong 
zones of sulphidic veinlets and stock works in parts on the margin of the porphyry intrusion.  Quartz 
sulphide and magnetite veinlets increased towards the bottom of the hole.   

Figure 9.  Northern Porphyry Target drill hole locations and results. 

Table 2 Results from Poncha Drilling 13 PODH 08 to 15 

HoleID 

East 

North 

Posgar2 

Posgar2 

mRL 

Depth 

Az 

Dip 

From 

To 

13PODH008 

2,445,151 

6,692,942 

4,357 

422.1 

270 

-50 

13PODH009 

2,445,323 

6,693,120 

4,239 

200.15 

270 

-60 

13PODH010 

2,445,352 

6,692,707 

4,274 

250 

270 

13PODH011 
13PODH012 

2,445,333 
2,445,198 

6,692,451 
6,692,210 

4,211 
4,232 

261.5 
179 

270 
90 

13PODH013 

2,445,644 

6,693,254 

4,162 

13PODH014 
13PODH015 

2,444,364 
2,444,733 

6,695,332 
6,694,884 

4,576 
4,448 

188 

81.4 
203 

90 

0 
0 

inc. 
inc. 

-50 

-50 
-50 

-50 

-50 
-50 
inc. 

inc. 

2 
0 
338 
126 
141.5 
147 
157 

211 
211 

201 
136.5 
163.5 

15.5 

14.4 
63.5 
63.5 

82 

8 
54 
340 
128 
159 
148 
158 

242 
216 

219 
141.5 
171.5 

41 

15.9 
150.5 
74 

88 

Ag 

g/t 

0.4 

Cu 

% 

Pb 

(%) 

0.04 

2.0 
10.1 
5.9 

0.11 
0.11 

0.20 
0.10 

0.12 

2.8 
1.9 

19.8 

Interva
l 

6 
54 
2 
2 
17.5 
1 
1 

31 
5 

18 
5 
8 

25.5 

1.5 
87.5 
10.5 

6 

Au 

g/t 

0.24 

0.56 
0.67 
0.33 
1.44 
1.63 

0.21 
0.54 

0.25 
0.55 
0.22 

0.12 
0.26 

0.23 

Zn 

(%) 

0.24 
0.18 

0.19 
0.17 
0.45 
1.03 

0.13 

0.17 

0.28 

7 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Cerro Verde and Dinamarquesa Projects, Chile 

Cerro Verde 

Genesis  entered  into  an  agreement in August 2010 with a private Chilean company to acquire a 
100% interest in the Cerro Verde Gold-Copper-Silver Project in northern Chile (Figure 10).  Mining in 
the area dates back to the 1800s but only limited modern exploration has been completed at the 
Project.  Numerous high grade structures remain untested and the potential to discover new veins is 
considered high; as is the potential to define a large porphyry system on the Project.  

The Project is located in the Atacama Desert in an area serviced by very good infrastructure about 
800 km north of Santiago, 80 km south of the city of Copiapó and 75km east of the Pacific Ocean.  
The Project is easily accessed by a sealed road and well-formed gravel roads from Copiapó.  The 
altitude ranges from 1,800 to 2,200m, with low to moderate relief. Exploration can be conducted all 
year round. 

The Project hosts a sub-parallel swarm of precious and base metal-bearing quartz specularite veins 
exposed along the western flank of a caldera system that is elongated north-south.  The host rocks 
comprise a sequence of Palaeocene andesitic volcaniclastics, dacite and rhyolite flows, flow-domes, 
diatreme-like breccias, and dikes capped by a blanket of rhyolitic ignimbrites.  Ore-bearing veins cut 
the entire stratigraphic column.  Mineralised veins and structures strike north to north east with 
moderate to steep dips to the east and west. 

Exploration at Cerro Verde during the second half of 2012 delineated a new corridor of prospective 
veins, structures and stockwork zones to the east of the previously known mineralised zones and 
historic workings.  This 4km long by 1km wide corridor defined by rock chip sampling and first pass 
mapping, is open to the north and south.   

Figure 10.  Cerro Verde  Location Map. 

8 

 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Figure 11.  Cerro Verde  geological mapping and sampling 

During March and April 2013 a total of 450  talus fines samples were collected at 200 x 50m spacings 
over the mineralised corridor defined in 2012. 

During April 2013  a ground magnetic survey at 50m line spacings was completed over the south west 
corner of the project to map lithology, structure, alteration and to outline zones prospective for 
copper-gold mineralisation.   

A series of north northeast trending lineaments were outlined along with magnetic highs in the 
central and southern portions of the survey grid.  A magnetic high over 1km in diameter is partly 
coincident with a plus one kilometre long, north north-east trending copper anomaly defined from 
talus fines sampling (Figure 12). 

The possible presence of intrusions at depth suggests that larger mineralised bodies may be present.  
First  pass  induced  polarisation  surveying  is  recommended  to test for a potential large sulphide 
system. 

Third parties interested in the project have approached Genesis and are currently in the process of 
reviewing data and completing site visits.  

9 

 
 
 
GENESIS MINERALS LIMITED 

REVIEW OF OPERATIONS 

Figure 12.  Cerro Verde  coincident magnetic and geochemical anomaly. 

Dinamarquesa 

Genesis withdrew from the option agreement over the Dinamarquesa Project in September 2012. 

The information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information 
compiled by Michael Fowler, Genesis Minerals Limited’s Managing Director, who is a Member of The Australasian Institute 
of Mining and Metallurgy.  Michael Fowler has sufficient experience that is relevant to the style of mineralisation and type 
of deposit under consideration and to the activity which he is undertaking  to qualify as a Competent Person as defined in 
the 2004 JORC Code.  Michael Fowler consents to the inclusion in the announcement of the matters based on his 
information in the form and context in which it appears.  

10 

 
 
 
GENESIS MINERALS LIMITED 

CORPORATE GOVERNANCE STATEMENT 

The Board  of Directors 

The company's constitution provides that the number of directors shall not be less than three a nd not more tha n ni ne.  There i s  no 
requi rement for a ny s ha rehol di ng qua l i fi ca ti on. 

As  a nd if the company's activities increase i n size, na ture a nd s cope the s i ze of the Boa rd wi l l  be revi ewed peri odi ca l l y, a nd a s  
ci rcums tances demand. The optimum number of directors requi red to s upervi s e a dequa tel y the compa ny's  cons ti tuti on wi l l  be 
determi ned wi thi n the l i mi ta ti ons  i mpos ed by the cons ti tuti on. 

The membership of the Boa rd, i ts  a cti vi ti es  a nd compos i ti on, i s  s ubject to peri odi c revi ew.  The cri teri a  for determi ni ng the 
i dentification and appointment of a s uitable candidate for the Board s hall i nclude quality of the i ndividual, ba ckground of experi ence 
a nd a chievement, compatibility wi th other Board members, credibility wi thin the company's scope of activities, intel l ectua l  a bi l i ty to 
contri bute to Boa rd's  duti es  a nd phys i ca l  a bi l i ty to underta ke Boa rd's  duti es  a nd res pons i bi l i ti es . 

Di rectors are i nitially a ppointed by the full Board subject to election by s hareholders a t the next general meeting. Under the company's 
cons titution the tenure of a  director (other than managing director, a nd only one managing director where the position i s jointl y hel d) 
i s  s ubject to reappointment by s hareholders not later than the third anniversary following his or her last appoi ntment. Subject to the 
requi rements of the Corporations Act 2001, the Boa rd does not subscribe to the principle of retirement a ge a nd there i s  no ma xi mum 
peri od of service a s a director. A ma naging director may be appointed for a ny peri od a nd on a ny terms  the di rectors  thi nk fi t a nd, 
s ubject to the terms  of a ny a greement entered i nto, ma y revoke a ny a ppoi ntment. 

The Board considers that the company i s not currently of a  s i ze, nor a re i ts  a ffa i rs  of s uch compl exi ty to jus ti fy the forma ti on of 
s eparate or special committees (other than an Audit Committee) at this time.  The Board as a  whole is able to a ddress the governa nce 
a s pects  of the ful l  s cope of the compa ny's  a cti vi ti es  a nd to ens ure tha t i t a dheres  to a ppropri a te ethi ca l  s ta nda rds . 

Role of the Board 

The Boa rd's  pri ma ry rol e i s  the protecti on a nd enha ncement of l ong-term s ha rehol der va l ue. 

To ful fil this role, the Board is responsible for oversight of management and the overall corporate governance of the company i ncluding 
i ts  s tra tegi c di recti on, es ta bl i s hi ng goa l s  for ma na gement a nd moni tori ng the a chi evement of thes e goa l s . 

Appointments  to Other  Boards 

Di rectors are required to ta ke into consideration any potential conflicts of interest when a ccepti ng a ppoi ntments  to other boa rds . 

Independent  Professional Advice 

The Board has determined that i ndividual directors have the ri ght in connection with their duties and responsibil i ti es  a s  di rectors , to 
s eek i ndependent professional advice at the company's expens e.  Wi th the excepti on of expens es  for l ega l  a dvi ce i n rel a ti on to 
di rector's ri ghts and duties, the engagement of an outside adviser is subject to prior a pprova l  of the Cha i rma n a nd thi s  wi l l  not be 
wi thhel d unrea s ona bl y. 

Continuous  Review of Corporate Governance 

Di rectors consider, on a n ongoing basis, how management information is presented to them and whether such information is sufficient 
to ena ble them to discharge their duties as directors of the company.  Such i nformation must be s ufficient to ena bl e the di rectors  to 
determine a ppropriate operating and fi na nci a l  s tra tegi es  from ti me to ti me i n l i ght of cha ngi ng ci rcums ta nces  a nd economi c 
condi tions.  The directors recognise that mining exploration is a n inherently ri sky business a nd tha t opera ti ona l  s tra tegi es  a dopted 
s houl d, notwi ths ta ndi ng, be di rected towa rds  i mprovi ng or ma i nta i ni ng the net worth of the compa ny.  

ASX Principles of Good Corporate  Governance 

The Board has reviewed i ts current practices in light of the revised ASX Corporate Governance Pri nciples and Recommendations wi th a  
vi ew to ma ki ng a mendments  where a ppl i ca bl e a fter cons i deri ng the compa ny's  s i ze a nd the res ources  i t ha s  a va i l a bl e. 

As  the company's activities develop i n size, nature a nd s cope, the s ize of the Board and the implementation of a ny a ddi ti ona l  forma l  
corpora te governa nce commi ttees  wi l l  be gi ven further cons i dera ti on. 

The Board has a dopted the revised Recommendations a nd the following ta ble sets out the company's present pos i ti on i n rel a ti on to 
ea ch of the revi s ed Pri nci pl es . 

11 

 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

CORPORATE GOVERNANCE STATEMENT 

  ASX Principle 

Status  Reference/comment 

Principle  1: 

1.1 

1.2 

1.3 

Principle  2: 
2.1 

  Lay solid  foundations  for 
management and oversight 
  Compa nies s hould establish the 
functi ons reserved to the board and 
thos e delegated to senior executives 
a nd disclose those functions 
Compa nies s hould disclose the 
process for evaluating the 
performance of senior executives 

Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 1 
  Structure  the  board  to add  value 
  A ma jority of the board should be 
i ndependent directors 

2.2 

2.3 

2.4 

2.5 

2.6 

Principle  3: 

3.1 

3.2 

3.3 

  The cha ir should be a n i ndependent 
di rector 
  The rol es of chair a nd chief executive 
offi cer s hould not be exercised by the 
s a me individual 
  The board should establish a  
nomi nation committee 

  Compa nies s hould disclose the 
process for evaluating the 
performance of the board, its 
commi ttees and i ndividual directors 
Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 2 
  Promote  ethical and  responsible 
decision-making 
  Compa nies s hould establish a code of 
conduct a nd disclose the code 
  Compa nies s hould establish a policy 
concerning diversity a nd disclose the 
pol icy or a  s ummary of that policy. 
The policy s hould include 
requi rements for the Board to 
es tablish measurable objectives for 
a chi eving gender diversity a nd for the 
Boa rd to assess a nnually both the 
objectives a nd progress i n achieving 
them 
  Compa nies s hould disclose in each 
a nnual report the measurable 
objectives for a chieving gender 
di versity s et by the Board i n 
a ccordance with the diversity policy 
a nd progress towards achieving them 

A = Adopted 
N/A = Not adopted   

A 

A 

A 
(in part) 

A 

A 

A 

A 

N/A 

Ma tters  reserved for the Board a re included on the Company website 
i n the Corporate Governance Section. 

The remuneration of management and employees is reviewed by the 
Ma na ging Director a nd a pproved by the Board. 
Acti ng i n its ordinary ca pacity the Board from time to ti me ca rries out 
the process of considering a nd determining performance issues. 
Ma tters  reserved for the Board ca n be vi ewed on the Company 
website. 

Gi ven the Group’s background, the nature and size of its business and 
the current stage of its development, the board comprises three 
di rectors, two of whom a re non-executive.  The board believes that 
thi s  is both appropriate a nd a cceptable at this stage of the Group’s 
development. 

The position of Chairman and Ma naging Director are held by separate 
pers ons. 

The full Board is the Nomination Committee. Acti ng in its ordinary 
ca pa city from time to time as required, the Board carries out the 
process of determining the need for screening a nd a ppointing new 
Di rectors. In vi ew of the size and resources available to the Group it is 
not cons idered that a  separate Nomination Committee would add 
a ny s ubstance to this process. 
Gi ven the size and nature of the Group a  formal process for 
performance evaluation has not been developed. 

A 
(in part) 

The s kills and experience of the Directors are s et out in the Group’s 
Annual Report a nd on the website. 

A 

N/A 

The Group has established a  Code of Conduct which ca n be vi ewed 
on i ts  website. 
The Company has established a Diversity Policy, however, the policy 
does not include requirements for the board to establish measurable 
objectives for a chieving gender diversity. Given the Company’s size 
a nd s tage of development as an exploration company, the board 
does not think i t is yet a ppropriate to include measurable objectives 
i n relation to gender. As the Company grows a nd requires more 
empl oyees, the Company wi ll review this policy a nd amend as 
a ppropriate. 

N/A 

The Company has established a Diversity Policy, however, the policy 
does not include requirements for the board to establish measurable 
objectives for a chieving gender diversity. Given the Company’s size 
a nd s tage of development as an exploration company, the board 
does not think i t is yet a ppropriate to include measurable objectives 
i n relation to gender. 

12 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

CORPORATE GOVERNANCE STATEMENT 

  ASX Principle 

Status  Reference/comment 

3.4 

3.5 

Principle  4: 

4.1 

4.2 

4.3 

4.4 

Compa nies s hould disclose in each 
a nnual report the proportion of 
women employees in the whole 
orga nisation, women i n s enior 
executive positions and women on the 
boa rd. 
Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 3 

  • 

  Safeguard integrity in financial 
reporting 
  The board should establish a n audit 
commi ttee 
  The a udit committee should be 
s tructured so that it: 
  • 

cons ists only of non-executive 
di rectors 
cons ists of a  majority of 
i ndependent directors 
i s  chaired by an independent 
cha i r, who is not chair of the 
boa rd 
  • 
ha s  at l east three members 
  The a udit committee should have a 
forma l charter 
  Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 4 

  • 

Principle  5: 
5.1 

5.2 

Principle  6: 
6.1 

6.2 

  Make timely and  balanced  disclosure 
  Compa nies s hould establish written 
pol icies designed to ensure 
compl iance with ASX Li sting Rule 
di s closure requirements a nd to ensure 
a ccountability a t a  senior executive 
l evel for that compliance a nd disclose 
thos e policies or a s ummary of those 
pol icies 
  Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 5 

  Respect the rights of shareholders   
  Compa nies s hould design a 
communications policy for promoting 
effective communication with 
s ha reholders a nd encouraging their 
pa rti cipation a t general meetings and 
di s close their policy or a  s ummary of 
tha t policy 
Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 6 

A = Adopted 
N/A = Not adopted   

A 

The proportion of women employees in the whole organisation is 
33% (excl uding directors). 

There a re currently no women in senior executive positions. 

There a re currently no women on the board. 

A 

A 

A 

A 

A 

N/A 
A 

A 

A 

A 

A 

The Company only has two non-executive directors. 

Di rectors must obtain the a pproval of the Chairman of the Board and 
noti fy the Company Secretary before they buy or s ell shares in the 
Compa ny, a nd i t is subject to Board veto. Directors must provi de the 
i nformation required by the Company to ensure Compliance with 
Li s ting Rule 3.19A. 

The Board receives monthly reports on the status of the Group’s 
a cti vi ties a nd a ny new proposed a ctivities. Disclosure is reviewed as a  
routi ne agenda i tem a t each Board Meeting. 

In l i ne with a dherence to continuous disclosure requirements of the 
ASX a l l  shareholders are kept informed of ma jor developments 
a ffecting the Group. This disclosure i s through regular shareholder 
communications including the Annual report, Qua rterly Reports, the 
Compa ny Website a nd the distributions of s pecific releases covering 
ma jor tra nsactions a nd events. 

A 

The Group has formulated a Communication Policy which i s included 
i n i ts Corporate Governance Statement on the Company Website. 

13 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
GENESIS MINERALS LIMITED 

CORPORATE GOVERNANCE STATEMENT 

  ASX Principle 

Status  Reference/comment 

Principle  7: 
7.1 

  Recognise and manage risk 
  Compa nies s hould establish policies 
for the oversight a nd management of 
ma terial business ri sks and disclose a  
s ummary of those policies 

7.2 

7.3 

7.4 

  The board should require 
ma nagement to design a nd 
i mplement the ri sk management and 
i nternal control system to manage the 
compa ny’s ma terial business ri sks and 
report to i t on whether those risks are 
bei ng managed effectively.  The board 
s hould disclose that management has 
reported to i t as to the effectiveness 
of the company’s management of its 
ma terial business ri sks 
  The board should disclose whether i t 
ha s  received assurance from the chief 
executive officer (or equivalent) and 
the chi ef financial officer (or 
equivalent) that the declaration 
provi ded in a ccordance with s ection 
295A of the Corporations Act i s 
founded on a sound system of risk 
ma nagement and internal control a nd 
tha t the s ystem is operating 
effectively i n a ll ma terial respects in 
rel a tion to financial reporting ri sks 
Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 7 

A = Adopted 
N/A = Not adopted 

N/A  Whi le the Group does not have formalised policies on risk 

ma nagement the Board recognises i ts responsibility for i dentifying 
a reas of significant business risk and for ensuring that a rrangements 
a re i n place for a dequately ma naging these risks.  This issue i s 
regul arly reviewed at Board meetings and risk management culture is 
encouraged amongst employees and contractors. 
Determined a reas of ri sk which are regularly considered include: 
• 

performance a nd funding of exploration activities 
budget control a nd a sset protection 
s ta tus of mineral tenements 
compl iance with government laws a nd regulations 
s a fety a nd the environment 
conti nuous disclosure obligations 

• 

• 

• 

• 

• 

N/A  Whi le the Group does not have formalised ri sk management policies 

i t recognises i ts responsibility for i dentifying areas of significant 
bus iness risk and ensuring that a rrangements a re i n place to 
a dequately ma nage these risks. This issue is regularly revi ewed at 
Boa rd meetings and a ri sk management culture is encouraged 
a mongst employees a nd contractors. 

A 

As s urances received from CEO a nd CFO (or equivalent) each year. 

A 

14 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

CORPORATE GOVERNANCE STATEMENT 

  ASX Principle 

Status  Reference/comment 

Principle  8: 
8.1 

  Remunerate  fairly and responsibly 
  The board should establish a  
remuneration committee 

The remuneration committee should 
be s tructured so that it: 
• 

cons ists of a  majority of 
i ndependent directors 

A 

N/A 

8.2 

8.3 

8.4 

A = Adopted 
N/A = Not adopted 

• 

i s  chaired by an independent 
di rector 

N/A 

• 

ha s  at l east three members 

Compa nies s hould clearly distinguish 
the s tructure of non-executive 
di rectors’ remuneration from that of 
executive directors and senior 
executives 
Compa nies s hould provide the 
i nformation indicated in the Guide to 
reporti ng on Pri nciple 8 

A 

A 

A 

The Group established a Remuneration Committee consisting of 
three non-executive directors, only one of whom is classified as 
i ndependent. As there is only one i ndependent director, it i s not 
pos sible to have a n independent chair that is not chair of the board. 
Sourci ng alternative directors to strictly comply with this Pri nciple is 
cons idered expensive with costs outweighing the potential benefits. 
The Group has established a  Remuneration Committee consisting of 
three non-executive directors, only one of whom is classified as 
i ndependent. As there is only one i ndependent director, it i s not 
pos sible to have a n independent chair that is not chair of the board. 
Sourci ng alternative directors to strictly comply with this Pri nciple is 
cons idered expensive with costs outweighing the potential benefits. 

Refer to the Annual Report a nd the Corporate Governance s ection of 
the Company’s website. 

15 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Your  Directors  present  their  report,  together  with  the  financial  statements  of  Genesis  Minerals  Limited  and  it's
controlled entity, ("the Group")  for the year ended 30 June 2013.

Directors

The names of the directors in office at any time during, or since the end of the year are:

NAMES

Michael Haynes

Michael Fowler

Damian Delaney

Richard Hill

POSITION

APPOINTED/RETIRED

Non-Executive Chairman

resigned (12 February 2013)

Managing Director

Non-Executive Director

Non-Executive Chairman

appointed (12 February 2013)

Directors have been in office since the start of the year to the date of this report unless otherwise stated.

Information on directors

The names, qualifications and experience of each person who has been a director during the year and to the date of
this report are:
Michael Haynes

Non-Executive Chairman

Qualifications

Experience

Other directorships in
listed entities held in the
previous three years

(resigned 12 February 2013)

BSc (Hons)

Mr Haynes has more than 19 years' experience in the resources industry.
He graduated from the University of Western Australia with an honours
degree in geology and geophysics and has been intimately involved in the
exploration and development of a wide variety of ore deposit styles
throughout the world. Mr Haynes has held technical positions with both
BHP Minerals and Billiton pk. He ran his own successful consulting
business for a number of years providing professional geophysical and
exploration services to both junior and major resource companies. He has
worked extensively on project generation and acquisition throughout his
career and has been instrumental in the incorporation, financing and
ongoing management of numerous junior resources companies.

Mr Haynes is a Non-executive Director of Black Range Minerals Limited
(appointed 27 June 2005) and Birimian Gold Limited (appointed 24 May
2011 - resigned 31 January 2013) and Chairman of Overland Resources
Limited (appointed 9 May 2005) and Coventry Resources Limited
appointed 27 October 2009).

16

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Michael Fowler

Managing Director

Qualifications

Experience

Interest in shares and
options

Other directorships in
listed entities held in the
previous three years

BSc, MSc, MAusIMM

Mr Fowler is a geologist with 23 years of experience in the resources
industry. He graduated from Curtin University in 1988 with a bachelor of
Applied Science degree majoring in geology and in 1999 received a Master
of Science majoring in Ore Deposit Geology from the University of
Western Australia. On graduating he explored for gold and base metals for
Dominion Mining in the Murchison, Gascoyne and Eastern Goldfields
Regions of Western Australia. In 1996, Mr Fowler joined Croesus Mining
NL and was made Exploration Manager in 1997. He oversaw all
exploration for Croesus until June 2004 and was then appointed Business
Development Manager and subsequently Managing Director in October
2005. Mr Fowler has overseen the discovery and development of several
significant gold deposits. He has been intimately involved in a number of
significant acquisitions and project reviews. He has recently worked as the
Exploration Manager for Castle Minerals in Ghana.

3,730,730 fully paid ordinary shares,
1,500,000 options expiring 30 Nov 2013 exercisable at 31 cents;
2,000,000 options expiring 31 Dec 2014 exercisable at 22 cents;
27,084 options expiring 1 March 2014 exercisable at 15 cents;
27,084 options expiring 1 March 2015 exercisable at 20 cents

Mr Fowler has not held any other directorships in the last 3 years.

Damian Delaney

Non-Executive Director

Qualifications

Experience

Interest in shares and
options

Other directorships in
listed entities held in the
previous three years

Chartered Accountant

Mr Delaney is a Chartered Accountant with many years of experience
working with international listed companies. Mr Delaney commenced his
career in South Africa, qualifying with Coopers & Lybrand, before taking up
a series of positions in the United Kingdom. He was until recently
Managing Director of ASX listed Nimrodel Resources Ltd. He has worked in
the resource sector for the past 7 years where he has been involved in
numerous capital raisings. Mr Delaney is fully conversant with all
regulatory requirements of the Australian markets and has significant
experience managing all aspects of company financial and regulatory
reporting.

1,300,000 fully paid ordinary shares;
4,000,000 options expiring 31 December 2014 exercisable at 22 cents;
115,001 options expiring 1 March 2014 exercisable at 15 cents;
115,001 options expiring 1 March 2015 exercisable at 20 cents

Mr Delaney is also a director of Stirling Resources Ltd, Redbank Copper Ltd
and Swan Gold Mining Ltd.

17

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Richard Hill

Non-Executive Chairman

(appointed 12 Feburary 2013)

B.Juris, LL.B, BSc (Hons), FFin

Richard is a qualified solicitor and geologist with over 22 years experience
in the Resource Industry. During this period Richard has performed roles
as legal counsel, geologist and commercial manager for several major and
mid cap Australian mining companies and more recently as founding
director for a series of successful ASX-listed companies and Westoria
Resources Investment venture fund. Richard was also co-founder of an
investment vehicle, Braeside Australia Limited which was the catalyst for
several ASX-listed companies and returned over 20 times the value of
funds initially invested within a 3 to 4 year period. During his time in the
resource industry Richard has gained a diversity of practical geological
experience as a mine based and exploration geologist in a range of
commodities and rock types. In his commercial and legal roles, he has
been involved in project generation and evaluation, acquisition and joint
venture negotiation, company secretarial functions, mining law and land
access issues as well as local and overseas marketing and fund raising.

448,822 fully paid ordinary shares

Mr Hill is also a director of Centaurus Metals Limited and YTC Resources
Limited (appointed 28 April 2006 - resigned 11 July 2012).

Qualifications

Experience

Interest in shares and
options

Other directorships in
listed entities held in the
previous three years

Company secretary

The following person held the position of Group Secretary at the end of the year and at the date of this report:

Damian Delaney

Mr Damian Delaney is a Chartered Accountant who commenced his career in South Africa, qualifying with Cooper &
Lybrand,  before  taking  up  a  series  of  finance  positions  in  the  United  Kingdom,  finally  as  Finance  Director  of  London
Stock Exchange listed Tarsus Group plc until 2004.

Review of operations

The loss of the Group after providing for income tax amounted to $ (2,952,294) (2012: $ (5,117,531)). 

A review of the operations of the Group during the financial year can be found on page 2 of the annual report.

Significant changes in state of affairs

No significant changes in the Group's state of affairs occurred during the financial year.

18

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Principal activities and significant changes in nature of activities

The principal activities of Genesis Minerals Limited during the year was the acquisition of mining tenements, and the
exploration of these tenements with the objective of identifying economic mineral deposits.

There were no significant changes in the nature of Genesis Minerals Limited's principal activities during the year.

Meetings of directors

During the year, 4 meetings of directors (including committees of directors) were held. Attendances by each director
during the year were as follows:

Directors' Meetings

Audit Committee

Remuneration

Committee

Number

Number

Number

eligible to

Number

eligible to

Number

eligible to

Number

attend

attended

attend

attended

attend

attended

Michael Haynes

Michael Fowler

Damian Delaney

Richard Hill

1

3

3

2

1

3

3

2

-

1

1

1

-

1

1

1

-

-

-

-

-

-

-

-

Dividends paid or recommended

No dividends have been paid or recommended during the year.

Financial position

The  net  assets  of  Genesis  Minerals  Limited  have  decreased  by  $843,330  from  30 June  2012 to  $916,020 at  30 June
2013. This decrease is largely due to the following factors:







exploration of the Group's Chilean projects; 

raising $1,651,578 on 7 March 2013 via the placement of 33,031,560 ordinary shares at 5 cents each; and

normal operational overheads incurred in running a listed enity with an overseas subsidiary for 12 months. 

Indemnification and insurance of officers and auditors

Genesis  Minerals  Limited  has  agreed  to  indemnify  all  the  directors  of  Genesis  Minerals  Limited  for  any  liabilities  to
another person (other than Genesis Minerals Limited or related body corporate) that may arise from their position as
directors of Genesis Minerals Limited and its controlled entity.

19

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

During the financial year Genesis Minerals Limited paid a premium of $12,210 (2012: 12,460) in respect of a contract
insuring the directors and officers of Genesis Minerals Limited against any liability incurred in the course of their duties
to the extent permitted by the Corporations Act 2001.

Options

At the date of this report, the unissued ordinary shares of Genesis Minerals Limited under option are as follows:

GRANT DATE

DATE OF EXPIRY

EXERCISE PRICE

NUMBER UNDER OPTION

14 November 2012

30 November 2013

20 November 2010

30 November 2013

11 April 2012

11 April 2012

11 April 2012

1 March 2014

31 December 2014

1 March 2015

$0.12

$0.31

$0.15

$0.22

$0.20

750,000

2,400,000

13,510,596

9,500,000

13,510,596

39,671,192

Option holders do not have any rights to participate in any issues of shares or other interests in the Group. For details
of  options  issued  to  directors  and  other  key  management  personnel  as  remuneration,  refer  to  the  remuneration
report.

During  the  year ended  30 June  2013, no  ordinary  shares in  Genesis Minerals Limited were issued on the exercise of
options granted. 

The following options lapsed during, or since the end of the year:

EXPIRY DATE

30 September 2012

1 March 2013

28 February 2013

23 August 2013

23 August 2013

EXERCISE
PRICE

NUMBER OF OPTIONS
LAPSED

$

$

$

$

$

0.10

0.12

0.20

0.15

0.20

600,000

13,510,596

500,000

75,000

75,000

14,760,596

No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue
of any other body corporate.

Proceedings on behalf of company

No person has applied for leave of court to bring proceedings on behalf of Genesis Minerals Limited or intervene in any
proceedings to which Genesis Minerals Limited is a party for the purpose of taking responsibility on behalf of Genesis
Minerals Limited for all or any part of those proceedings.

Genesis Minerals Limited was not a party to any such proceedings during the year.

20

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

After balance date events

No  matters  or  circumstances  have  arisen  since  the  end  of  the  year  which  significantly  affected  or  may  significantly
affect  the  operations  of  the  Group,  the  results  of  those  operations  or  the  state  of  affairs  of  the  Group  in  future
financial years.

Future developments

The Directors have excluded from this report any further information on the likely developments in the operations of
Genesis  Minerals  Limited  and  the  expected  results  of  those  operations  in  future  financial  periods,  as  the  Directors
believe  that  it  would  be  speculative  and  prejudicial  to  the  interests  of  Genesis  Minerals  Limited to  include  any  such
information in this report.

Environmental issues

The  Group's  operations  are  not  regulated  by  any  significant  environmental  regulations  under  a  law  of  the
Commonwealth or of a state or territory of Australia.

Auditors independence declaration

The lead auditors independence declaration for the year ended 30 June 2013 has been received and can be found on
page 26 of the financial report.

Non-audit services

Bentleys, Genesis  Minerals  Limited's auditors,  did  not  provide  any  non-audit  services during  the  year ended 30 June
2013.

21

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

REMUNERATION REPORT (AUDITED)

The information provided in this remuneration report has been audited as required by section 308(3C) of the
Corporations Act 2001.

Remuneration policy
The remuneration policy of Genesis Minerals Limited has been designed to align director and executive objectives with
shareholder  and  business  objectives  by  providing  a  fixed  remuneration  component  and  offering  specific  long-term
incentives  based  on  key  performance  areas  affecting  the  Group's  financial  results.  The  board  of  Genesis  Minerals
Limited  believes  the  remuneration  policy  to  be  appropriate  and  effective  in  its  ability  to  attract  and  retain  the  best
executives and directors to run and manage the Group.

The board's policy for determining the nature and amount of remuneration for board members and senior executives
of the Group is as follows:

The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was
developed by the board. All executives receive a base salary (which is based on factors such as length of service and
experience)  and  superannuation.  The  board  reviews  executive  packages  annually  by  reference  to  the  Group's
performance, executive performance and comparable information from industry sectors and other listed companies in
similar industries.

The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is designed to
attract  the  highest  calibre  of  executives  and  reward  them  for  performance  that  results  in  long-term  growth  in
shareholder wealth.

Executives are also entitled to participate in the employee share and option arrangements.

The executive directors and executives receive a superannuation guarantee contribution required by the government,
which is currently 9% (unless otherwise stated), and do not receive any other retirement benefits.

All remuneration paid to directors and executives is valued at the cost to the Group and expensed. Options are valued
using the Black-Scholes methodology.

The  board  policy  is  to  remunerate  non-executive  directors  at  market  rates  for  comparable  companies  for  time,
commitment  and  responsibilities.  The  board  determines  payments  to  the  Non-Executive  Directors  and  reviews their
remuneration  annually,  based  on  market  practice,  duties  and  accountability.  Independent  external  advice  is  sought
when  required.  The  maximum  aggregate  amount  of  fees  that  can  be  paid  to  non-executive  directors  is  subject  to
approval by shareholders at the Annual General Meeting (currently $300,000). Fees for non-executive directors are not
linked to the performance of the Group. However, to align directors' interests with shareholder interests, the directors
are encouraged to hold shares in the Group and are able to participate in the employee option plan. 

PERFORMANCE BASED REMUNERATION

The  Group  currently  has  no  performance  based  remuneration  component  built  into  Director  and  Executive
remuneration packages.

22

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Group performance, shareholder wealth and directors' and executives' remuneration

The  remuneration  policy  has  been  tailored  to  increase  the  direct  positive  relationship  between  shareholders'
investment  objectives  and  Directors  and  Executive's  performance.  The  Group  plans  to  facilitate  this  process  by
directors and executives participating in future option issues to encourage the alignment of personal and shareholder
interests. The Group believes this policy will be effective in increasing shareholder wealth.

USE OF REMUNERATION CONSULTANTS

The Group did not employ the services of any remuneration consultants during the financial year ended 30 June 2013. 

Voting and comment made on the Group's 2012 Annual General Meeting

The  Group  received  approximately  84% (prior  year: 91%) of  "yes" votes on  its  remuneration  report for  the  financial
year ended 30 June 2012.

Employment details of members of key management personnel and other executives

The  following  table  provides  employment  details  of  persons  who  were,  during  the  financial  year,  members  of  key
management personnel of Genesis Minerals Limited. The table also illustrates the proportion of remuneration that was
performance and non-performance based and the proportion of remuneration received in the form of options.

NON
PERFORMANCE
RELATED

SHARES

OPTIONS/
RIGHTS

%

%

%

100

100

100

100

-

-

-

-

-

-

-

-

Directors

Michael Haynes

Michael Fowler

Position
Non-Executive
Chairman

Managing Director

Damian Delaney

Non-Executive Director

Richard Hill

Service agreements

Non-Executive
Chairman

On appointment to the Board, all non-executive directors enter into a service agreement with the Group in the form of
a letter of appointment. The letter summarises the Board policies and terms, including compensation, relevant to the
office of director.

On  25  June  2007  the  Group  entered  into  an  Executive  Service  Agreement  with  Mr  Michael  Fowler.  Under  the
Agreement, Mr Michael Fowler is engaged by the Group to provide services to the Group in the capacity of Managing

23

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

Agreement was effective from the date the Group was admitted to the Official List (30 July 2007) and continues until
terminated by either Mr Fowler or the Group. Mr Fowler is entitled to a minimum notice period of three months from
Mr Fowler.

Remuneration details for the year ended 30 June 2013

The following table of benefits and payment details, in respect to the year, the components of remuneration for each
member of the key management personnel of Genesis Minerals Limited.

Table of benefits and payments

SHORT TERM

POST EMPLOYMENT

SHARE BASED PAYMENTS

CASH SALARY

NON

PENSION AND

OPTIONS AND

SHARES AND

FEES

BONUS

MONETARY

SUPERANNUATION

RIGHTS

UNITS

$

$

$

$

$

$

$

42,522

275,000

60,000

18,167

395,689

-

-

-

-

-

-

-

-

-

-

-

25,000

-

-

25,000

-

-

-

-

-

-

-

-

-

-

42,522

300,000

60,000

18,167

420,689

2013

DIRECTORS

Michael Haynes

Michael Fowler

Damian Delaney

Richard Hill

Mr Michael Haynes resigned on 12 February 2013; and
Mr Richard Hill was appointed on 12 February 2013.

SHORT TERM

POST EMPLOYMENT

SHARE BASED PAYMENTS

CASH SALARY

NON

PENSION AND

OPTIONS AND

SHARES AND

FEES

BONUS

MONETARY

SUPERANNUATION

RIGHTS

UNITS

$

$

$

$

$

$

$

54,500

275,000

7,500

22,500

359,500

-

-

-

-

-

-

-

-

-

-

-

19,956

-

2,025

53,038

202,046

343,470

8,083

21,981

606,637

-

-

-

-

-

107,538

497,002

350,970

32,608

988,118

2012

DIRECTORS

Michael Haynes

Michael Fowler

Damian Delaney

Graham Smith

Share based compensation

Details of the options granted as remuneration to those key management personnel and executives during the year:

24

GENESIS MINERALS LIMITED

DIRECTORS' REPORT

30 JUNE 2013

DIRECTORS

Michael Haynes

Michael Fowler

Damian Delaney

VALUE
(CENTS)

NUMBER OF
OPTIONS

EXPIRY DATE

8.60

8.60

8.60

500,000 31/12/2014

2,000,000 31/12/2014

4,000,000 31/12/2014

EXERCISE
PRICE
(CENTS)

22.00

22.00

22.00

% VESTED IN
PERIOD

-

-

-

VESTING DATE

11/04/2012

11/04/2012

11/04/2012

There  were  no  share  based  payments  granted  to  key  management  personnel  during  the  year  ended  30  June
2013.

Option values at grant date were determined using the Black-Scholes method.

All options were issued by Genesis Minerals Limited and entitle the holder to ordinary shares in Genesis Minerals
Limited for each option exercised.

There have not been any alterations to the terms or conditions of any share based payment arrangements since
grant date.

All options vested in a prior period.

END OF AUDITED SECTION

Signed in accordance with a resolution of the Board of Directors:

Director: ................................................................................................................................................

Michael Fowler

Dated 26 September 2013

25

To The Board of Directors 

As  lead  audit  director  for  the  audit  of  the  financial  statements  of  Genesis  Minerals 

Limited and Controlled Entities for the financial year ended 30 June 2013, I declare that 

to the best of my knowledge and belief, there have been no contraventions of: 

the  auditor  independence  requirements  of  the  Corporations  Act  2001  in  relation  to 

the audit; and 

  any applicable code of professional conduct in relation to the audit. 

Yours faithfully 

BENTLEYS 

Chartered Accountants 

DOUG BELL CA 

Director 

DATED at PERTH this 26th day of September 2013 

26 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2013

Income
Employment expenses

Corporate expenses

Administrative expenses

Exploration expenses

Impairment expenses

Depreciation expense

Share based payments expenses

Finance costs

Loss before income taxes
Income tax expense

Loss from continuing operations

Other comprehensive income

Items that may be reclassified subsequent to profit or loss
Exchange differences on translating foreign operations

Items that may not be reclassified subsequent to profit or loss

Total comprehensive income

2013

$

NOTE

2012

$

39,907

48,057

(459,759)

(440,658)

(156,823)

(177,715)

(308,950)

(204,651)

(2,008,625)

(3,297,467)

(22,834)

(151,084)

(3,573)

(4,142)

19

(31,637)

(864,238)

-

(25,633)

(2,952,294)

(5,117,531)

2

-

-

(2,952,294)

(5,117,531)

34,512

(2,517)

-

-

(2,917,782)

(5,120,048)

Loss per share

Basic and diluted loss per share (cents)

9

(2.17)

(5.90)

These financial statements should be read in conjunction with the accompanying notes.

27

GENESIS MINERALS LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2013

CURRENT ASSETS
Cash and cash equivalents

Trade and other receivables

TOTAL CURRENT ASSETS

NON-CURRENT ASSETS
Plant and equipment

TOTAL NON-CURRENT ASSETS

TOTAL ASSETS

CURRENT LIABILITIES
Trade and other payables

Provisions

TOTAL CURRENT LIABILITIES

Provisions

TOTAL NON-CURRENT LIABILITIES

TOTAL LIABILITIES

NET ASSETS

EQUITY
Issued capital

Reserves

Accumulated losses

TOTAL EQUITY

NOTE

2013

$

2012

$

3

4

5

6

1,109,319

2,040,132

4,477

18,549

1,113,796

2,058,681

9,333

9,333

12,906

12,906

1,123,129

2,071,587

128,344

53,347

181,691

25,418

25,418

267,483

44,754

312,237

-

-

207,109

312,237

916,020

1,759,350

7

8

14,440,391

12,397,575

1,281,779

1,215,631

(14,806,150)

(11,853,856)

916,020

1,759,350

These financial statements should be read in conjunction with the accompanying notes.

28

GENESIS MINERALS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2013

ORDINARY
SHARES

ACCUMULATE
D LOSSES

FOREIGN
CURRENCY
TRANSLATION
RESERVE

$

$

$

OPTION
RESERVE

$

TOTAL

$

Balance at 1 July 2012

12,397,575 (11,853,856)

76,556

1,139,075

1,759,350

Profit or loss attributable to members of the

company

Exchange differences on translation of foreign

operations

Total other comprehensive income for the year

Transactions with owners in their capacity as

owners

Shares issued during the period

Transaction costs

Share based payments

-

-

-

(2,952,294)

-

-

34,512

(2,952,294)

34,512

2,201,292

(158,476)

-

-

-

-

-

-

-

-

-

-

-

-

(2,952,294)

34,512

(2,917,782)

2,201,292

(158,476)

31,636

31,636

Sub-total

2,042,816 (2,952,294)

34,512

31,636

(843,330)

Balance at 30 June 201331 December 2011

14,440,391 (14,806,150)

111,068

1,170,711

916,020

ORDINARY
SHARES

ACCUMULATE
D LOSSES

FOREIGN
CURRENCY
TRANSLATION
RESERVE

$

$

$

OPTION
RESERVE

$

TOTAL

$

Balance at 1 July 20111 July 2012

7,849,148

(6,736,325)

79,073

274,837

1,466,733

Profit or loss attributable to members of the

company

Exchange differences on translation of foreign

operations

Total comprehensive income for the year

Transactions with owners in their capacity as

owners

Shares issued during the period

Transaction costs

Share based payments

Value of conversion rights on convertible notes

-

-

-

(5,117,531)

-

-

(2,517)

(5,117,531)

(2,517)

4,597,257

(74,463)

-

25,633

-

-

-

-

-

-

-

-

-

-

-

-

-

(5,117,531)

(2,517)

(5,120,048)

4,597,257

(74,463)

864,238

864,238

-

25,633

Sub-total

4,548,427

(5,117,531)

(2,517)

864,238

292,617

Balance at 30 June 201231 December 2010

12,397,575 (11,853,856)

76,556

1,139,075

1,759,350

These financial statements should be read in conjunction with the accompanying notes.

29

GENESIS MINERALS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2013

CASH FROM OPERATING ACTIVITIES:

Interest received

Payment to suppliers and employees

Payments relating to exploration and evaluation of

mineral assets

Net cash used by operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Payments for plant and equipment

Net cash used by investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issues of ordinary shares

Payment of share issue costs

Proceeds from borrowings

Net cash provided by financing activities

Effects of exchange rate changes on cash and cash

equivalents

Net cash used by other activities

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of the year

Cash and cash equivalents at end of the year

NOTE

2013

$

2012

$

39,907

30,249

(957,980)

(654,718)

(1,984,626)

(3,352,607)

(2,902,699)

(3,977,076)

(21,216)

(4,036)

(21,216)

(4,036)

7

2,151,578

4,041,157

(158,476)

-

(74,463)

500,000

1,993,102

4,466,694

-

-

(2,333)

(2,333)

(930,813)

483,249

2,040,132

1,556,883

1,109,319

2,040,132

These financial statements should be read in conjunction with the accompanying notes.

30

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

This  financial  report  includes  the  financial  statements and  notes  of  Genesis  Minerals Limited and  Controlled  Entities 
(the 'Group'). The financial statements were authorised for issue by the Board of Directors on 26 September 2013.

Genesis  Minerals  Limited  is  a  public Group  limited  by  shares,  incorporated  in  Australia.  The  Group  is  domiciled  in
Western Australia.

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) BASIS OF PREPARATION

The financial statements are general purpose financial statements that have been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of
the Australian Accounting Standards Board and the Corporations Act 2001.

Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply
with International Financial Reporting Standards. 

Material accounting policies adopted in the preparation of these financial statements are presented below and
have been consistently applied unless otherwise stated.

The  financial  statements  have  been prepared on an accruals 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.

The Group’s financial report is presented in Australian dollars.

(B) GOING CONCERN

The  financial  statements  have  been  prepared  on  the  going  concern  basis  that  contemplates  normal  business
activities and the realisation of assets and extinguishment of liabilities in the ordinary course of business.  The
Group incurred a loss from ordinary activities of $ (2,952,294) (2012: $ (5,117,531))for the year ended 30 June
2013. Included within the this loss was exploration expenditure of $ 2,008,625 (2012: $ 3,297,467).

The net working capital position of the Group at 30 June 2013 was $ 932,105 (2012: $ 1,746,444) and the cash
outflows  from  operating  activities  was  $  2,902,699  (2012:  $  3,977,076).  The  Group  has  expenditure
commitments  relating  to  work  programme  obligations  of  their  assets  of  $500,000  which  potentially  could  fall
due in the 12 months to 30 June 2014. 

These conditions indicate a material uncertainty that may cast significant doubt about the ability of the Group to
continue as a going concern. The ability of the Group to continue as a going concern is principally dependent
upon the ability of the Company to secure funds by raising capital from equity markets and managing cashflow in
line with available funds. 

The directors have prepared a cash flow forecast, which indicates that the Group will have sufficient cash flows
to meet all commitments and working capital requirements for the 12 month period from the date of signing
this financial report.

31

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(B) GOING CONCERN  (CONTINUED)

Based on the cash flow forecasts and other factors referred to above, the directors are satisfied that the going
concern basis of preparation is appropriate. In particular, given the Company’s history of raising capital to date,
the directors are confident of the Company’s ability to raise additional funds as and when they are required.

Should the Group be unable to continue as a going concern it may be required to realise its assets and extinguish
its liabilities other than in the normal course of business and at amounts different to those stated in the financial
statements.  The  financial  statements  do  not  include  any  adjustments  relating  to  the  recoverability  and
classification of asset carrying amounts or to the amount and classification of liabilities that might result should
the Group be unable to continue as a going concern and meet its debts as and when they fall due.

(C) PRINCIPLES OF CONSOLIDATION

The financial statements incorporate the assets, liabilities and results of entities controlled by Genesis Minerals
Limited at the end of the reporting period. A controlled entity is any entity over which Genesis Minerals Limited
has the power to govern the financial and operating policies so as to obtain benefits from its activities. Control
will generally exist when the parent owns, directly or indirectly through subsidiaries, more than half of the voting
power of an entity. In assessing the power to govern, the existence and effect of holdings of actual and potential
voting rights are also considered.

A list of controlled entities is contained in Note 15 to the financial statements.

As at reporting date, the assets and liabilities of all controlled entities have been incorporated into the financial
statements as well as their results for the year then ended. 

In  preparing  the  financial  statements,  all  inter-group  balances  and  transactions  between  entities  in  Genesis
Minerals Limited have been eliminated on consolidation. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with those adopted by the parent entity.

(D) BUSINESS COMBINATIONS

Business combinations occur where an acquirer obtains control over one or more businesses and results in the
consolidation of its assets and liabilities.

A business combination is accounted for by applying the acquisition method, unless it is a combination involving
entities  or  businesses  under  common  control.  The  acquisition  method  requires  that  for  each  business
combination, one of the combining entities must be identified as the acquirer (i.e. parent entity). The business
combination will be accounted for as at the acquisition date, which is the date that control over the acquiree is
obtained by the parent entity. At this date, the parent shall recognise, in the consolidated accounts and subject
to certain limited exceptions, the fair value of the identifiable assets acquired and liabilities assumed. In addition,
contingent liabilities of the acquiree will be recognised where a present obligation has been incurred and its fair
value can be reliably measured.

The acquisition may result in the recognition of goodwill or a gain from a bargain purchase. The method adopted
for  the  measurement  of  goodwill  will  impact  on  the  measurement  of  any  non-controlling  interest  to  be

32

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(D) BUSINESS COMBINATIONS  (CONTINUED)

recognised in the acquiree where less than 100% ownership interest is held in the acquiree.

The consideration transferred for a business combination shall form the cost of the investment in the separate
financial statements. Such consideration is measured at fair value at acquisition date and consists of the sum of
the assets transferred by the acquirer, liabilities incurred by the acquirer to the former owners of the acquiree
and the equity interests issued by the acquirer.

Included  in  the  measurement  of  consideration  transferred  is  any  asset  or  liability  resulting  from  a  contingent
consideration arrangement. Any obligation incurred relating to contingent consideration is classified as either a
financial  liability  or  equity  instrument,  depending  upon  the  nature  of  the  arrangement.  Rights  to  refunds  of
consideration  previously  paid  are  recognised  as  a  receivable.  Subsequent  to  initial  recognition,  contingent
consideration  classified  as  equity  is  not  remeasured  and  its  subsequent  settlement  is  accounted  for  within
equity. Contingent consideration classified as an asset or a liability is remeasured each reporting period to fair
value through the statement of comprehensive income, unless the change in value can be identified as existing
at acquisition date.

All  transaction  costs  incurred  in  relation  to  the  business  combination  are  expensed  to  the  statement  of
comprehensive income.

(E) SEGMENT REPORTING

Operating  segments  are  reported  in  a  manner  consistent  with  the  internal  reporting  provided  to  the  chief
operating  decision  maker. The  chief  operating  decision  maker, who  is  responsible  for  allocating  resources and
assessing peformance of the operting segments, has been identified as the Board of Directors.

(F) FOREIGN CURRENCY TRANSACTIONS AND BALANCES

The  functional  currency  of  each  of  Genesis  Minerals  Limited's  entities  is  measured  using  the  currency  of  the
primary  economic  environment  in  which  that  entity  operates.  The  financial  statements  are  presented  in
Australian dollars which is the parent entity's functional and presentation currency.

Foreign currency transactions are recorded at the spot rate on the date of the transaction.

At the end of the reporting period:







Foreign currency monetary items are translated using the closing rate;

Non-monetary items that are measured at historical cost are translated using the exchange rate at the
date of the transaction; and

Non-monetary items that are measured at fair value are translated using the rate at the date when fair
value was determined.

33

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(F) FOREIGN CURRENCY TRANSACTIONS AND BALANCES  (CONTINUED)

Exchange  differences  arising  on  the  settlement  of  monetary  items  or  on  translating  monetary  items  at  rates
different  from  those  at  which  they  were  translated  on  initial  recognition  or  in  prior  reporting  periods  are
recognised  through  profit  or  loss,  except  where  they  relate  to  an  item  of  other  comprehensive  income  or
whether they are deferred in equity as qualifying hedges.

The  financial  results  and  position  of  foreign  operations  whose  functional  currency  is  different  from  Genesis
Minerals Limited's presentation currency are translated as follows:







assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;

income  and  expenses  are  translated  at  average exchange rates for  the  period  where the  average rate
approximates the rate at the date of the transaction; and

retained earnings are translated at the exchange rates prevailing at the date of the transaction.

Exchange  differences  arising  on  translation  of  foreign  operations  are  transferred  directly  to  Genesis  Minerals
Limited's  foreign  currency  translation  reserve  in  the  consolidated  statement  of  financial  position.  These
differences are recognised in  the  consolidated  statement  of  profit or loss and other comprehensive income in
the period in which the operation is disposed.

(G) REVENUE AND OTHER INCOME

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the
revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is
recognised.

Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the
financial asset.

(H)

INCOME TAX

The income tax expense for the year comprises current income tax expense and deferred tax expense.

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using
applicable income tax rates enacted, or substantially enacted, as at the end of the reporting period. Current tax
liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant
taxation authority.

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be
recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are
those that are enacted or substantively enacted by the balance date

34

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(H)

INCOME TAX  (CONTINUED)

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during
the year as well as unused tax losses.

Current and deferred income tax expense is charged or credited directly to equity instead of the profit or loss
when the tax relates to items that are credited or charged directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases
of  assets  and  liabilities  and  their  carrying  amounts  in  the  financial  statements.  Deferred  tax  assets  also  result
where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be
recognised from the initial recognition of an asset or liability, excluding a business combination, where there is
no effect on accounting or taxable profit or loss.

Deferred tax 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, based on tax rates enacted or substantively enacted at the end of
the  reporting  year.  Their  measurement  also  reflects  the  manner  in  which  management  expects  to  recover  or
settle the carrying amount of the related asset or liability.

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.

Deferred  income  tax  assets  are  recognised  to  the  extent  that  it  is  probable  that  future  tax  profits  will  be
available against which deductible temporary differences can be utilised.

Current 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 legally enforceable right of set-off exists, 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.

(I)

LEASES

Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but
not the legal ownership that are transferred to the Group are classified as finance leases.

Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair
value  of  the  leased  property  or  the  present  value  of  the  minimum  lease  payments,  including  any  guaranteed

35

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(I)

LEASES  (CONTINUED)

residual values. Lease payments are allocated between the reduction of the lease liability and the lease interest
expense for that period.

Leased assets are depreciated on a straight-line basis over their estimated useful lives where it is likely that the
Group will obtain ownership of the asset or over the term of the lease.

Lease payments for operating leases, where substantially all of the risks and benefits remain with the lessor, are
charged as expenses on a straight-line basis over the life of the lease term. 

(J)

IMPAIRMENT OF NON-FINANCIAL 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. 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 value.
Value  in  use  is  calculated  by  discounting  the  estimated  future  cash  flows  of  the  asset  or  cash-generating  unit
(CGU) at a pre-tax discount rate reflecting the specific risks in the asset / CGU. Any excess of the asset's carrying
value  over  its  recoverable  amount  is  expensed  to  the  consolidated  statement  of  profit  or  loss  and  other
comprehensive income.

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.

Where  the  future  economic  benefits  of  the  asset  are  not  primarily  dependent  upon  the  asset's  ability  to
generate  net  cash  inflows  and  when  Genesis  Minerals  Limited  would,  if  deprived  of  the  asset,  replace  its
remaining future economic benefits, value in use is determined as the depreciated replacement cost of an asset.

Impairment losses recognised in respect of CGU's are allocated first to reduce the carrying amount of goodwill to
nil and then to the other assets in the unit in proportion to their carrying amount.

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.

Assets, other  than  goodwill  that  have  an  allocated  impairment  loss  are reviewed for reversal indicators at the
end of each reporting period. After recognition of an impairment loss, the amortisation charge for the asset is
adjusted  in  future  periods  to  allocate  the  asset's  revised  carrying  amount  on  a  systematic  basis  over  its
remaining useful life.

Impairment  losses  are  recognised  as  an  expense  immediately,  unless  the  relevant asset  is  property, plant  and
equipment held at fair value (other than investment property carried at a revalued amount) in which case the
impairment loss is treated as a revaluation decrease as described in the accounting policy for property, plant and
equipment.

Where  an  impairment  loss  on  a  revalued  asset  is  identified,  this  is  debited  against  the  revaluation  surplus  in
respect  of  the  same  class  of  asset  to  the  extent  that  the  impairment  loss  does  not  exceed the  amount  in  the

36

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(J)

IMPAIRMENT OF NON-FINANCIAL ASSETS  (CONTINUED)

revaluation surplus for that same class of asset.

(K) CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less which are convertible to a known amount of cash
and  subject  to  an  insignificant  risk  of  change  in  value,  and  bank  overdrafts.  Bank overdrafts  are shown  within
short-term borrowings in current liabilities on the consolidated statement of financial position.

(L) 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 the equivalent to the date that the Group commits itself
to either the purchase or sale of the asset.

Financial instruments are initially measured at fair value plus transactions 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 either fair value, amortised cost using the effective interest
rate  method,  or  cost.  Fair  value  represents  the  amount  for  which  an  asset  could  be  exchanged  or  a  liability
settled, between knowledgeable, willing parties in arm's length transaction. Where available, quoted prices in an
active market are used to determine fair value. In other circumstances, valuation techniques are adopted.

The  classification  of  financial  instruments  depends  on  the  purpose  for  which  the  investments  were  acquired.
Management  determines  the  classification  of  its  investments  at  initial  recognition  and  at  the  end  of  each
reporting period for held-to-maturity assets.

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 .

Loans and receivables are included in current assets, except for those which are not expected to mature within
12 months after the end of the reporting period.

SHARE CAPITAL

Ordinary  shares  are  classified  as  equity.  Incremental  costs  directly  attributable  to  the  issue  of  ordinary  shares
and share options for immediate are recognised as a deduction from equity, net of any tax effects.

37

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(L) FINANCIAL INSTRUMENTS  (CONTINUED)

DERECOGNITION

Financial  assets  are  derecognised  where  the  contractual  rights  to  receipt  of  cash  flows  expires  or  the  asset  is
transferred to another party whereby the entity no longer has any significant continuing involvement in the risks
and  benefits  associated  with  the  asset.  Financial  liabilities  are  derecognised  where  the  related  obligations  are
either  discharged,  cancelled  or  expired.  The  difference  between  the  carrying  value  of  the  financial  liability
extinguished  or  transferred to  another  party and  the  fair  value of consideration paid, including the transfer of
non-cash assets or liabilities assumed, is recognised in profit or loss.

(M) PROPERTY, PLANT AND EQUIPMENT

Each class of property, plant and equipment is carried at cost or fair value as indicated less, where applicable,
any accumulated depreciation and impairment losses.

PLANT AND EQUIPMENT

Plant and equipment are measured on the cost basis. Cost includes expenditure that is directly attributable to
the asset.

The carrying amount of plant and equipment is reviewed annually by Directors to ensure it is not in excess of the
recoverable  amount  from  these  assets.  The  recoverable  amount  is  assessed  on  the  basis  of  the  expected  net
cash flows that will be received from the asset's employment and subsequent disposal. The expected net cash
flows have been discounted to their present values in determining recoverable amounts.

DEPRECIATION

The  depreciable  amount  of  all  fixed  assets  including  buildings  and  capitalised  leased  assets,  but  excluding
freehold land, is depreciated on a straight-line basis over the asset's useful life to the Group commencing from
the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the
unexpired period of the lease or the estimated useful lives of the improvements. Land is not depreciated.

The estimated useful lives used for each class of depreciable assets are:

CLASS OF FIXED ASSET

Plant and Equipment

USEFUL LIFE (YEARS)

2 to 5

The assets' residual values, depreciation methods and useful lives are reviewed, and adjusted if appropriate, at
the end of each reporting period.

(N) EXPLORATION AND DEVELOPMENT EXPENDITURE

Exploration, evaluation costs are expensed as incurred.

38

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(O) TRADE AND OTHER PAYABLES

Trade  and  other  payables  represent  the  liability  outstanding  at  the  end  of  the  reporting period  for  goods  and
services received by the Group during the reporting period which remain unpaid. The balance is recognised as a
current liability with the amounts normally paid within 30 days of recognition of the liability.

(P) 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. 

Provisions are measured at the present value of management's best estimate of the outflow required to settle
the obligation at the end of the reporting period. The discount rate used is a pre-tax rate that reflects current
market  assessments  of  the  time  value  of  money  and  the  risks  specific  to  the  liability.  The  increase  in  the
provision due to the unwinding of the discount is taken to finance costs in the consolidated statement of profit
or loss and other comprehensive income.

Provisions recognised represent the best estimate of the amounts required to settle the obligation at the end of
the reporting period.

(Q) 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  vesting  requirements.  Those  cashflows  are
discounted using market yields on national government bonds with terms to maturity that match the expected
timing of cashflows. 

EQUITY-SETTLED COMPENSATION

The Group operates equity-settled share-based payment share, right and option schemes. The fair value of the
equity  to  which  personnel  become  entitled  is  measured  at  grant  date  and  recognised  as  an  expense  over the
vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the
market bid price. The fair value of options is ascertained using a Black-Scholes pricing model which incorporates
all  market  vesting  conditions.  The  amount  to  be expensed is  determined  by  reference to  the  fair  value  of  the
options,  rights  or  shares  granted.  This  expense  takes  in  account  any  market  performance  conditions  and  the
impact of any non-vesting conditions but ignores the effect of any service and non-market performance vesting
conditions.

Non-market vesting conditions are taken into account when considering the number of options expected to vest.
At the end of each reporting period, the Group revises its estimate of the number of options or rights which are

39

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(Q) EMPLOYEE BENEFITS  (CONTINUED)

EQUITY-SETTLED COMPENSATION  (CONTINUED)
expected  to  vest  based  on  the  non-market  vesting  conditions.  Revisions  to  the  prior  period  estimate  are
recognised in profit or loss and equity.

(R) BORROWING COSTS

Borrowing  costs  directly  attributable  to  the  acquisition,  construction  or  production  of  assets  that  necessarily
take a substantial period of time to prepare for their intended use or sale, are added to the cost of those assets,
until such time as the assets are substantially ready for their intended use or sale.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

(S) EARNINGS PER SHARE

Genesis Minerals Limited presents basic and diluted earnings per share information for its ordinary shares.

Basic  earnings  per  share  is  calculated  by  dividing  the  profit  attributable  to  owners  of  the  company  by  the
weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share adjusts the basic earnings per share to take into account the after income tax effect
of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average
number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive
potential ordinary shares.

(T) GOODS AND SERVICES TAX (GST)

Revenues,  expenses  and  assets  are  recognised  net  of  the  amount  of  GST,  except  where  the  amount  of  GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part
of  the  cost  of  acquisition  of  the  asset  or  as  part  of  an  item  of  the  expense.  Receivables  and  payables  in  the
consolidated statement of financial position are shown inclusive of GST.

Cash  flows  are  presented  in  the  consolidated  statement  of  cash  flows  on  a  gross  basis,  except  for  the  GST
component of investing and financing activities, which are disclosed as operating cash flows.

(U) CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The directors evaluate estimates and judgments incorporated into the financial statements based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events
and are based on current trends and economic data, obtained both externally and within the Group.

40

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(U) CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS  (CONTINUED)

KEY ESTIMATES - IMPAIRMENT

The Group assesses impairment at the end of each reporting year by evaluating conditions specific to the Group
that  may  be  indicative  of  impairment  triggers.  Recoverable  amounts  of  relevant  assets  are  reassessed  using
value-in-use calculations which incorporate various key assumptions.

KEY ESTIMATES - SHARE BASED PAYMENTS

The Group measures the cost of equity-settled transactions with personnel by reference to the fair value of the
equity  instruments  at  the  date  at  which  they  are  granted.  The  fair  value  is  determined  by  an  external  valuer
using  a  Black  and  Scholes  model  in  the  case  of  options  and,  in  the  case  of  performance rights, a  hybrid  share
option  pricing  model  that  simulates  the  share  price  as  at  the  expiry  date  using  a  Monte-Carlo  model.  The
valuation involves making key estimates such as volatility and expected exercise date.

(V) ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS

STANDARDS AND INTERPRETATIONS AFFECTING AMOUNTS REPORTED IN THE CURRENT PERIOD

The following new and revised Standards and Interpretations have been adopted in the current year and have
affected the amounts reported in these financial statements.

STANDARDS AFFECTING PRESENTATION AND DISCLOSURE

Amendments to AASB 101 ‘Presentation of Financial Statements’

The amendment (part of AASB 2011-9 ‘Amendments to Australian Accounting Standards - Presentation of Items
of  Other Comprehensive Income’ introduce new terminology for the statement of comprehensive income and
income statement. Under the amendments to AASB 101, the statement of comprehensive income is renamed as
a statement of profit or loss and other comprehensive income.  The amendments to AASB 101 require items of
other comprehensive income to be grouped into two categories in the other comprehensive income section: (a)
items  that  will  not  be  reclassified  subsequently  to  profit  or  loss  and  (b)  items  that  may  be  reclassified
subsequently  to  profit  or  loss  when  specific  conditions  are  met.  Income  tax  on  items  of  other  comprehensive
income  is required to be allocated on the same basis – the amendments do not change the option to present
items  of  other  comprehensive  income  either  before  tax  or  net  of  tax.  The  amendments  have  been  applied
retrospectively,  and  hence  the  presentation  of  items  of  other  comprehensive  income  has  been  modified  to
reflect the changes. Other than the above mentioned presentation changes, the application of the amendments
to  AASB  101  does  not  result  in  any  impact  on  profit  or  loss,  other  comprehensive  income  and  total
comprehensive income.

STANDARDS AND INTERPRETATIONS AFFECTING THE REPORTED RESULTS OR FINANCIAL POSITION

Amendments to AASB 112
The  Company  is  not  affected  by  the  adoption  of  this  standard  as  the  Company  does  not  hold  investment
property.

'Income Taxes’

41

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(V) ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS  (CONTINUED)

AT THE DATE OF AUTHORISATION OF THE FINANCIAL STATEMENTS, THE STANDARDS AND INTERPRETATIONS LISTED BELOW WERE IN
ISSUE BUT NOT YET EFFECTIVE.
The  company  does  not  anticipate  the  adoption  of  these  standards  will  have  a  material  effect  on  the  financial
report.

AASB 9 ‘Financial Instruments’, and the relevant amending standards

Standard

Effective from Applied From
30 June 2016

1 January 2015

AASB 10 ‘Consolidated Financial Statements’ and AASB 2011-7 ‘Amendments to Australian Accounting Standards
arising from the consolidation and Joint Arrangements standards’

1 January 2013

30 June 2014

AASB 11 ‘Joint Arrangements’ and AASB 2011-7 ‘Amendments to Australian Accounting Standards arising from
the consolidation and Joint Arrangements standards’

1 January 2013

30 June 2014

AASB  12  ‘Disclosure  of  Interests  in  Other  Entities’  and  AASB  2011-7  ‘Amendments  to  Australian  Accounting
Standards arising from the
consolidation and Joint Arrangements standards’

1 January 2013

30 June 2014

AASB  127  ‘Separate  Financial  Statements’  (2011)  and  AASB  2011-7  ‘Amendments  to  Australian  Accounting
Standards arising from the consolidation and Joint Arrangements standards’

1 January 2013   30 June 2014

AASB  128  ‘Investments  in  Associates  and  Joint  Ventures’  (2011)  and  AASB  2011-7  ‘Amendments  to  Australian
Accounting Standards arising from the consolidation and Joint Arrangements standards’
1 January 2013

30 June 2014

AASB 13 ‘Fair Value  Measurement’ and  AASB 2011-8 ‘Amendments to  Australian Accounting Standards arising
from AASB 13’

1 January 2013

30 June 2014

AASB  119  ‘Employee  Benefits’  (2011)  and  AASB  2011-10  ‘Amendments  to  Australian  Accounting  Standards
arising from AASB 119 (2011)’

1 January 2013

30 June 2014

AASB  2011-4  ‘Amendments  to  Australian  Accounting  Standards  to  Remove  Individual  Key  Management
Personnel Disclosure Requirements’

30 June 2014

1 July 2013

AASB  2012-2  ‘Amendments  to  Australian  Accounting  Standards  –  Disclosures  –  Offsetting  Financial  Assets and
Financial Liabilities’

1 January 2013

30 June 2014

AASB  2012-3  ‘Amendments  to  Australian  Accounting  Standards  –  Offsetting  Financial  Assets  and  Financial
Liabilities’

1 January 2014

30 June 2015

AASB 2012-5 ‘Amendments to  Australian  Accounting  Standards  arising  from  Annual  Improvements 2009–2011
Cycle’

1 January 2013

30 June 2014

AASB 2012-10 ‘Amendments to Australian Accounting Standards – Transition Guidance and Other Amendments’

1 January 2013

30 June 2014

42

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

2

INCOME TAX EXPENSE

(a) The prima facie tax on loss from ordinary activities before income tax is reconciled to the income tax expense as
follows:

Statement of comprehensive income

Current income tax

Deferred tax

2013

$

2012

$

-

-

-

-

(b) The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax expense as
follows:

Prima facie tax payable on profit from

ordinary activities before income tax at
30% (2012: 30%)

Add:

Tax effect of:
- share based payments

- expenses incurred in deriving non-
assessable non-exempt income

- sundry

- movements in unrecognised temporary

differences

Tax effect of current year losses for which

no deferred tax asset has been
recognised

Income tax expense

2013

$

2012

$

(885,688)

(1,535,259)

17,205

252,056

602,238

626,141

1,276

7,695

23,540

1,327

(241,429)

(648,040)

241,429

648,040

-

-

At 30 June 2013 Genesis Minerals Limited had unused tax losses for which no deferred tax asset has been recognised in
the  amount  of  approximately  $2,690,317  (2012:  $2,448,888).  The  availability  of  these  losses  is  subject  to  satisfying
Australian taxation legislation requirements. The deferred tax asset attributable to tax losses has not been brought to
account in these financial statements because the Directors believe it is not presently appropriate to regard realisation
of the future income tax benefits probable.

43

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

3

CASH AND CASH EQUIVALENTS

The  following  table  details  the  components  of  cash  and  cash  equivalents  as  reported  in  the  statement  of  financial
position.

Cash on hand

Short-term bank deposits

4

TRADE AND OTHER RECEIVABLES

2013

$

2012

$

50,251

540,132

1,059,068

1,500,000

1,109,319

2,040,132

The following table details the major components of current trade and other receivables as reported in the statement
of financial position.

Government taxes receivable

Other receivables

2013

$

2012

$

-

638

4,477

17,911

4,477

18,549

The  Group  expects  the  above  trade  and  other  receivables  to  be  recovered  within  12  months  of  30  June  2013  and
therefore considers the amounts shown above at cost to be a close approximation of fair value.

Trade and other receivables expose Genesis Minerals Limited to credit risk as potential for financial loss arises should a
debtor fail to repay their debt in a timely manner. Disclosure on credit risk can be found at Note 11(a). 

5

PLANT AND EQUIPMENT

Plant and equipment

At cost

Accumulated depreciation

2013

$

2012

$

28,194

27,265

(18,861)

(14,359)

9,333

12,906

44

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

5

PLANT AND EQUIPMENT  (CONTINUED)

MOVEMENTS IN CARRYING AMOUNTS

Movement in the carrying amounts for each class of plant and equipment between the beginning and the end of the
current financial year:

Balance at 30 June 2013
Balance at the beginning of  year

Depreciation expense

Balance at 30 June 2013

Balance at 30 June 2012
Balance at the beginning of  year

Additions

Depreciation expense

Foreign exchange movements

Balance at 30 June 2012

6

TRADE AND OTHER PAYABLES

Trade payables

Other payables

PLANT AND
EQUIPMENT

$

TOTAL

$

12,906

(3,573)

12,906

(3,573)

9,333

9,333

13,196

4,036

(4,142)

(184)

13,196

4,036

(4,142)

(184)

12,906

12,906

2013

$

2012

$

78,177

50,167

169,697

97,786

128,344

267,483

45

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

7

ISSUED CAPITAL

165,657,799 (30 June 2012: 121,783,379) Ordinary shares

Value of conversion rights - Convertible Notes Ordinary

Share issue costs written off against issued capital

MOVEMENT IN ORDINARY SHARES

Balance at 1 July 2011

Issued at consideration for tenement acquisition

Issued on conversion of convertible notes at 10 cents per share

Issued for cash at 10 cents per share

Issued for cash at 15 cents per share

Less: transaction costs

Balance at 30 June 2012

Share based payment 14 Nov 2012

Capital raising - 7 March 2013

Share Issue

Issue to Teck Resources Ltd - 3 April 2013

Less share issued costs

2013

$

2012

$

15,243,924

13,042,632

25,633

25,633

(829,166)

(670,690)

14,440,391

12,397,575

NO.

$

77,408,477

7,849,148

510,000

5,000,000

56,100

500,000

35,531,569

3,541,157

3,333,333

-

500,000

(74,463)

121,783,379

12,371,942

342,860

25,714

33,031,560

1,651,578

10,000,000

500,000

500,000

24,000

-

(158,476)

165,657,799

14,414,758

Ordinary  shares  participate  in  dividends  and  the  proceeds  on  winding  up  of  the  parent  entity  in  proportion  to  the
number of shares held.

At  the  shareholders  meetings  each  ordinary  share  is  entitled  to  one  vote  when  a  poll  is  called,  otherwise  each
shareholder has one vote on a show of hands.

The amount shown for other equity securities is the value of the conversion rights relating to the convertible notes
that were issued, and then converted, during prior reporting period. 

46

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

7

ISSUED CAPITAL (CONTINUED)
OPTIONS

At the beginning of the year

Movement during the year
Exercisable at 12 cents, on or before 1 March 2013

Exercisable at 15 cents, on or before 1 March 2014

Exercisable at 20 cents, on or before 1 March 2015

Exercisable at 22 cents, on or before 31 December 2014

Expired on 15 May 2013, exercisable at 20 cents

Exercisable at 12 cents, on or before 7 November 2012

Expired on 15 May 2013, exercisable at 20 cents

Expired on 15 May 2013, exercisable at 20 cents

Expired on 15 May 2013, exercisable at 20 cents

At the end of the year

CAPITAL MANAGEMENT

2013

NO.

2012

NO.

53,681,788

12,900,000

-

-

-

-

-

13,510,596

13,510,596

13,510,596

9,500,000

(9,250,000)

750,000

(600,000)

(13,510,596)

(500,000)

-

-

-

-

39,821,192

53,681,788

The Group's objectives when managing capital are to safeguard their ability to continue as a going concern, so that
they may continue to provide returns for shareholders and benefits for other stakeholders.

Due to the nature of the Group's activities being mineral exploration, the Group does not have ready access to credit
facilities, with the primary source of funding being equity raisings. Therefore, the focus of the the Group's capital risk
management  is  the  current  working  capital  position  against  the  requirements  of  the  Group  to  meet  exploration
programmes and corporate overheads. The Group's strategy is to ensure appropriate liquidity is maintained to meet
anticipated operating requirements, with a view to initiating appropriate capital raising as required.

The Group’s working capital position is $932,105 (2012: $1,746,444).

There are no externally imposed capital requirements.

8

RESERVES

(A)

FOREIGN CURRENCY TRANSLATION RESERVE

Exchange  differences arising  on  translation  of  the  foreign  controlled  entities  are taken to the foreign currency
translation reserve. The reserve is recognised in the profit and loss when the net investment is diposed of.

47

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

8

RESERVES  (CONTINUED)

(B)

SHARE BASED PAYMENT RESERVE

This reserve records the cumulative value of services received for the issue of share options. When the options
are exercised the amount in the share option reserve is transferred to share capital.

9

EARNINGS PER SHARE

Earnings used to calculate overall earnings per share

2013

$

2012

$

(2,952,294)

(5,117,531)

(a) Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS

Weighted average number of ordinary shares

outstanding during the year used in calculating basic
EPS

10 COMMITMENTS

(A)

EXPLORATION EXPENDITURE COMMITMENTS

Payable:
- no later than 1 year

11 FINANCIAL RISK MANAGEMENT

2013

NO.

2012

NO.

135,675,986

86,601,519

2013

$

2012

$

500,000

2,200,000

500,000

2,200,000

The  Group's  overall  risk  management  programme  focuses  on  the  unpredictability  of  financial  markets  and  seeks  to
minimise  potential  adverse  effects  and  ensure  that  net  cash  flows  are  sufficient  to  support  the  delivery  of  the
Company's  financial  targets  whilst  protecting  future  financial  security.    The  Group  continually  monitors  and  tests  its
forecasted financial position against these objectives.

48

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

11 FINANCIAL RISK MANAGEMENT  (CONTINUED)

The main risks Genesis Minerals Limited is exposed to through its financial instruments are credit risk, liquidity risk and
market risk consisting of interest rate risk, currency risk and commodity price risk.

The Group's financial instruments consist mainly of deposits with banks,  accounts receivable and payable and loans to
subsidiaries.

The  totals  for  each  category  of  financial  instruments,  measured  in  accordance  with  AASB  139  as  detailed  in  the
accounting policies to these financial statements, are as follows:

Financial Assets
Cash and cash equivalents

Trade and other receivables

Total financial assets

Financial Liabilities
Trade and other payables

Total financial liabilities

FINANCIAL RISK MANAGEMENT POLICIES

2013

$

2012

$

1,109,319

2,040,132

4,477

18,549

1,113,796

2,058,681

128,344

267,483

128,344

267,483

The  Board  of  Directors  has  overall  responsibility  for  the  establishment  of  Genesis  Minerals  Limited’s  financial  risk
management framework. This  includes  the  development  of  policies  covering specific  areas such  as  foreign exchange
risk, interest rate risk, credit risk and the use of derivatives.

Mitigation strategies for specific risks faced are described below:

The main risks Genesis Minerals Limited is exposed to through its financial instruments are credit risk, liquidity risk and
market risk relating to interest rate risk, currency risk and commodity price risk.

(A)

CREDIT RISK

Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties
of contract obligations that could lead to a financial loss to Genesis Minerals Limited and arises principally from
Genesis Minerals Limited's receivables.

The  Group’s  maximum  exposure  to  credit  risk  at  the  reporting  date  in  relation  to  each  class  of  recognised
financial assets is the carrying amount of those assets as indicated in the statement of financial position. Other
than cash balances and term deposits held at bank the Group does not have any significant credit risk exposure
to any single counterparty or any group of counterparties having similar characteristics.

49

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

11 FINANCIAL RISK MANAGEMENT  (CONTINUED)

(A)

CREDIT RISK  (CONTINUED)
The Group's policy for reducing credit risk is to ensure cash is only invested with counterparties with Standards
and Poor rating of at least -AA.

(B)

LIQUIDITY RISK

Liquidity  risk  arises  from  the  possibility  that  Genesis  Minerals  Limited  might  encounter  difficulty  in  settling  its
debts or otherwise meeting its obligations related to financial liabilities. The Group manages this risk through the
following mechanisms:











preparing  forward-looking  cash  flow  analysis  in  relation  to  its  operational,  investing  and  financial
activities which are monitored on a monthly basis;

monitoring  the  state  of  equity  markets  in  conjuction  with  the  Group's  current  and  future  funding
requirements, with a view to appropriate capital raisings as required;

managing credit risk related to financial assets;

only investing surplus cash with major financial institutions; and

comparing  the  maturity  profile  of  current  financial  liabilities  with  the  realisation  profile  of  current
financial assets.

(C) MARKET RISK

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market prices.

i. Price risk

Given the current level of operations, the Group is not exposed to price risk.

Foreign exchange risk

The  Group  operates  internationally  and  is  exposed  to  foreign  exchange  risk  arising  from  various  currency
exposures,  primarily  with  respect  to  the  Chilean  Peso  ("CLP").  Foreign  exchange  risk  arises  from  future
commercial transactions and recognises assets and liabilities denominated in a currency that is not the Group's
functional currency and net investments in foreign operations. The Group has not formalised a foreign currency
risk  management  policy  however,  it  monitors  its  foreign  currency  expenditure  in  light  of  exchange  rate
movements.  At  2013,  the  Group's  Net  CLP  exposure  was  $1,541,672  (2012:  (4,109,645))  which  translated  to
$3,237 (2012: (8,092)) AUD.

Had the AUD weakened/strengthened by 10% against the CLP, there would have been a nil (2012: nil) impact on
the Group's post tax losses and an immaterial movement to the Group's equity for both years.

50

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

11 FINANCIAL RISK MANAGEMENT  (CONTINUED)

(C) MARKET RISK  (CONTINUED)

iii. Interest rate risk

Exposure  to  interest  rate  risk  arises  on  financial  assets  and  financial  liabilities  recognised  at  the  end  of  the
reporting period, whereby a future change in interest rates will affect future cash flows or the fair value of fixed
rate financial instruments. The Group is also exposed to earnings volatility on floating rate instruments.

Interest  rate  risk  is  managed  by  maintaining  cash  in  interest  bearing  accounts  and  having  no  interest  bearing
liabilities. 

ii.  Sensitivity analysis

The  following  sensitivity  analysis  is  based  on  the  interest  rate  risk  exposures  in  existence  at  the  end  of  the
reporting period.

An increase/(decrease) of 80 basis points during the period would have increased/(decreased) equity and profit
or loss by the amounts shown below. This analysis assumes that other variables are held constant.

2013

2012

PROFIT

EQUITY

80 BASIS POINTS
INCREASE

80 BASIS POINTS
DECREASE

80 BASIS POINTS
INCREASE

80 BASIS POINTS
DECREASE

9,500

8,850

(9,500)

(8,850)

9,500

8,850

(9,500)

(8,850)

The net exposure at the end of the reporting period is representative of what Genesis Minerals Limited was and
is expecting to be exposed to at the end of the next twelve months.

The sensitivity analysis is performed on the same basis as in 2012.

(D)      FAIR VALUE ESTIMATION

The fair values of financial assets and financial liabilities can be compared to their carrying values as presented in
the  consolidated  statement  of  financial  position.  Fair  values  are  those  amounts  at  which  an  asset  could  be
exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction.

12 OPERATING SEGMENTS

For management purposes, the Group is organised into two main operating segments, the exploration of minerals in
Chile  and  the  corporate  activities  and  administrative  costs  in  Australia.  The  accounting  policies  applied  for  internal
reporting purposes are consistent with those applied in the preparation of these financial statements.

51

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013
12 OPERATING SEGMENTS (CONTINUED)

BASIS OF ACCOUNTING FOR PURPOSES OF REPORTING BY OPERATING SEGMENTS

(A)

ACCOUNTING POLICIES ADOPTED

Unless stated below, all amounts reported to the Board of Directors, being the chief operating decision maker
with respect to operating segments, are determined in accordance with accounting policies that are consistent
to those adopted in the annual financial statements of Genesis Minerals Limited.

INTER-SEGMENT TRANSACTIONS

An internally determined transfer price is set for all inter-entity sales. This price is reset quarterly and is based on
what would be realised in the event the sale was made to an external party at arm's-length. All such transactions
are eliminated on consolidation of Genesis Minerals Limited's financial statements.

Inter-segment loans payable and receivable are initially recognised at the consideration received/to be received
net of transaction costs. If inter-segment loans receivable and payable are not on commercial terms, these are
not adjusted to fair value based on market interest rates. This policy represents a departure from that applied to
the statutory financial statements.

SEGMENT ASSETS

Where  an  asset  is  used  across  multiple  segments,  the  asset  is  allocated  to  the  segment  that  receives  the
majority of economic value from the asset. In the majority of instances, segment assets are clearly identifiable
on the basis of their nature and physical location.

SEGMENT LIABILITIES

Liabilities are allocated to segments where there is direct nexus between the incurrence of the liability and the
operations of the segment. Borrowings and tax liabilities are generally considered to relate to Genesis Minerals
Limited as a whole and are not allocated. Segment liabilities include trade and other payables and certain direct
borrowings.

UNALLOCATED ITEMS

The following items of revenue, expense, assets and liabilities are not allocated to operating segments as they
are not considered part of the core operations of any segment:



Head office and administration costs;

52

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013
12 OPERATING SEGMENTS (CONTINUED)

(B)

SEGMENT PERFORMANCE

REVENUE
Corporate interest revenue

Interest - investment

Total segment revenue

SEGMENT RESULTS

Depreciation expense

Employee benefits expense

Share based payments

Other expenses

(C)

SEGMENT ASSETS

CHILE

AUSTRALIA

TOTAL

2013

$

2012

$

2013

$

2012

$

2013

$

2012

$

-

-

-

-

-

-

39,850

57

37,942

10,115

39,850

57

37,942

10,115

39,907

48,057

39,907

48,057

(690,244)

(3,448,550)

-

-

(690,244)

(3,448,550)

-

-

-

-

-

-

-

-

(2,241)

(4,142)

(2,241)

(4,142)

(459,759)

(440,658)

(459,759)

(440,658)

(31,636)

(864,238)

(31,636)

(864,238)

(1,808,321)

(359,943)

(1,808,321)

(359,943)

(690,244)

(3,448,550)

(2,262,050)

(1,620,924)

(2,952,294)

(5,069,474)

Segment operang assets

28,210

21,647

-

-

28,210

21,647

Other assets

-

-

1,094,919

2,049,940

1,094,919

2,049,940

28,210

21,647

1,094,919

2,049,940

1,123,129

2,071,587

(D)

SEGMENT LIABILITIES

Segment operating

liabilies

Inter-segment
elimintaons

Other corporate and

adminstrative liabilities

Total segment liabilities

CHILE

AUSTRALIA

TOTAL

2013

$

2012

$

2013

$

2012

$

2013

$

2012

$

(4,237,890)

(4,197,645)

-

-

(4,237,890)

(4,197,645)

-

-

-

-

4,201,499

4,167,906

4,201,499

4,167,906

(170,718)

(282,498)

(170,718)

(282,498)

(4,237,890)

(4,197,645)

4,030,781

3,885,408

(207,109)

(312,237)

53

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

13 INTERESTS OF KEY MANAGEMENT PERSONNEL

The totals of remuneration paid to the key management personnel of Genesis Minerals Limited during the year are as
follows:

Short-term employee benefits

Post-employment benefits

Share-based payments

2013

$

395,689

25,000

-

2012

$

359,500

21,981

606,637

420,689

988,118

The Remuneration Report contained in the Directors' Report contains details of the remuneration paid or payable to
each member of Genesis Minerals Limited's key management personnel for the year ended 30 June 2013.

54

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

13 INTERESTS OF KEY MANAGEMENT PERSONNEL  (CONTINUED)

KEY MANAGEMENT PERSONNEL OPTION HOLDINGS

Details of options provided as remuneration and shares issued on the exercise of such options together with terms and
conditions of the options can be found in the Remuneration Report within the Director's Report.

BALANCE AT
BEGINNING

OF YEAR

GRANTED AS
REMUN-
ERATION

EXERCISED

OTHER
CHANGES

BALANCE AT
THE END OF

VESTED
DURING THE

YEAR

YEAR

VESTED AND
EXERCISABLE

30 JUNE 2013

Directors
Michael Haynes

Michael Fowler

Damian Delaney

Richard Hill

30 JUNE 2012

Directors
Michael Haynes

Michael Fowler

Damian Delaney

Graham Smith

1,000,000

3,581,252

4,345,003

-

-

8,926,255

-

-

-

-

-

-

-

-

-

-

-

-

(1,000,000)

-

(27,084) 3,554,168

-

-

-

4,345,003

-

-

(1,027,084) 7,899,171

-

-

-

-

-

-

-

3,554,168

4,345,003

-

-

7,899,171

BALANCE AT
BEGINNING

OF YEAR

GRANTED AS
REMUN-
ERATION

EXERCISED

OTHER
CHANGES

BALANCE AT
THE END OF

VESTED
DURING THE

YEAR

YEAR

VESTED AND
EXERCISABLE

1,500,000

500,000

6,500,000 2,000,000

-

4,000,000

900,000

-

8,900,000 6,500,000

-

-

-

-

-

(1,000,000) 1,000,000

(4,918,748) 3,581,252

345,003 4,345,003

(900,000)

-

(6,473,745) 8,926,255

-

-

-

-

-

750,000

2,831,252

4,345,003

-

7,926,255

Graeme Smith resigned on 21 March 2012.

55

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

13 INTERESTS OF KEY MANAGEMENT PERSONNEL  (CONTINUED)

KEY MANAGEMENT PERSONNEL SHAREHOLDINGS

The number of ordinary shares in Genesis Minerals Limited held by each key management person of Genesis Minerals
Limited during the financial year is as follows:

30 June 2013

Michael Haynes

Michael Fowler

Damian Delaney

Richard Hill

30 June 2012

Directors
Michael Haynes

Michael Fowler

Damian Delaney

Graeme Smith

Graeme Smith resigned on 21 March 2012.

BALANCE AT
BEGINNING OF

YEAR

OTHER
CHANGES

ON EXERCISE
OF OPTIONS

DURING THE

YEAR

BALANCE AT
END OF YEAR

993,334

3,247,917

345,000

-

-

4,586,251

-

-

-

-

-

-

(993,334)

-

182,813

3,430,730

755,000

1,100,000

448,822

448,822

-

-

393,301

4,979,552

BALANCE AT
BEGINNING OF

YEAR

OTHER
CHANGES

ON EXERCISE
OF OPTIONS

DURING THE

YEAR

BALANCE AT
END OF YEAR

993,334

3,166,667

-

100,001

-

4,260,002

-

-

-

-

-

-

-

993,334

81,250

3,247,917

345,000

345,000

(100,001)

-

-

-

326,249

4,586,251

56

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013
14 AUDITORS' REMUNERATION

Remuneration of the auditor of the Group, Bentleys, for:

- auditing or reviewing the financial statements

15 CONTROLLED ENTITIES

Subsidiaries:
Genesis Minerals (Chile) S.A.

* Percentage of voting power is in proportion to ownership

16 CONTINGENT LIABILITIES AND CONTINGENT ASSETS

2013

$

2012

$

27,500

26,100

COUNTRY OF INCORPORATION

PERCENTAGE
OWNED (%)*

PERCENTAGE
OWNED (%)*

2013

2012

Chile

100

100

In  the  opinion  of  the  Directors,  Genesis  Minerals  Limited  did  not  have  any  contingencies  at  30  June  2013  (30  June
2012: Nil).

17 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  (whether  executive  or  otherwise)  of  that  entity  are  considered  key
management personnel.

For  details  of  remuneration  disclosures  relating  to  key  management  personnel,  refer  to  Note  13:  Interests  of  Key
Management Personnel (KMP) and the remuneration report in the Directors' Report.

There were no other related party transactions during the year.

57

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

18 CASH FLOW INFORMATION

Reconciliation of net income to net cash provided by operating activities:

Net loss for the period

Non-cash flows in profit:

 - share based payments

 - depreciation

 - accretion expense on convertible

notes

Changes in assets and liabilities, net of

the effects of purchase and disposal of
subsidiaries:

 - (increase)/decrease in trade and

other receivables

 - increase/(decrease) in trade and

other payables

 - increase in provisions

Cashflow from operations

19 SHARE-BASED PAYMENTS

2013

$

2012

$

(2,952,294)

(5,117,531)

81,350

3,573

920,338

4,142

-

25,633

14,072

(11,112)

(83,411)

201,454

34,011

-

(2,902,699)

(3,977,076)

The  Group  established  the  Genesis  Minerals  Limited  Option  Plan  on  15  May  2007.  On  7  November  2012 the  Group
came to an agreement to grant 750,000 options to the Chilean Manager of the Group's South American asset base.

The  fair  value  fo  the  options  granted  is  deemed  to  represent  the  value  of  the  employee  services  received  over  the
vesting  period.  The  750,000  options  were  issued  in  3  tranches,  each  containing  250,000  options.  Each  tranche
contained the following vesting conditions:







Tranche 1 - vest immeditately

Tranche 2 - vest on 1 November 2013

Tranche 3 - vest on 1 November 2014

The  expense  arising  from  the  options  issued  during  year  was  $31,637.  The  value  was  calculated  by  using  a  Black-
Scholes option pricing model applying the following inputs:

58

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

19 SHARE-BASED PAYMENTS  (CONTINUED)

Underlying share price (cents):

Weighted average exercise price (cents):

Weighted average life of the option (years):

Expected share price volatility (%):

Risk-free interest rate (%):

2013

2012

9.0

12

3

128.00

2.79

-

-

-

-

-

Historical  volatility  has  been  the  basis  for  determining  expected  share  price  volatility  as  it  assumed  that  this  is
indicative of future movements.

Th life of the options is based on the historical exercise patterns, which may not eventuate in the future.

In  addition  to  the  above  share  based  payment,  342,860  fully  paid  ordinary  shares  were  issued  to  the  vendor  of  the
Cerro Verde acquisition and in accordance with the agreement under which the acquisition was made. The shares were
valued at grant date, 30 September 2012, using the closing price of 7.5 cents. On 3 April 2013, 500,000 ordinary shares
were issued to a vendor at 5 cents. The expense recognised during the year was $49,714 and this amount is included
within exploration expenses.

Options outstanding at 1 July 2011

Granted

Options oustanding at 30 June 2012

Granted

Options oustanding at 30 June 2013

20 EVENTS AFTER THE END OF THE REPORTING PERIOD

No of Options

Weighted ave
exercise price (cents)

3,650,000

9,500,000

13,150,000

750,000

13,900,000

25.5

22.0

23.0

12.0

23.7

No other matters or circumstances have arisen since the end of the financial year which significantly affected or could
significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in
future financial years. 

59

GENESIS MINERALS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2013

21 PARENT ENTITY

The following information has been extracted from the books and records of the parent, Genesis Minerals Limited and
has been prepared in accordance with Australian Accounting Standards.

The financial information for the parent entity, Genesis Minerals Limited has been prepared on the same basis as the
consolidated financial statements.

Statement of Financial Position
Assets

Current assets

Non-current assets

Total Assets

Liabilities

Current liabilities

Non-current liabilities

Total Liabilities

Equity

Issued capital

Accumulated losses

Reserves

Total Equity

Statement of Comprehensive Income
Total comprehensive income

Total comprehensive income

CONTINGENT LIABILITIES

2013

$

2012

$

1,094,382

2,037,034

535

2,777

1,094,917

2,039,811

(145,299)

282,498

(25,417)

-

(170,716)

282,498

14,440,391

12,397,575

(14,686,901)

(11,779,337)

1,170,711

1,139,075

924,201

1,757,313

(2,871,464)

(5,054,644)

(2,871,464)

(5,054,644)

The parent entity did not have any contingent liabilities as at 30 June 2013 or 30 June 2012.

CONTRACTUAL COMMITMENTS

The  parent  entity  did  not  have  any  commitments  as  at  30 June  2013 or 30 June  2012 other than  those  disclosed  in
note 10.

60

GENESIS MINERALS LIMITED

DIRECTORS' DECLARATION

The directors of the Group declare that:

1.

The financial statements and notes, as set out on pages 27 to 60, are in accordance with the Corporations Act 2001
and:

(a) comply with International Financial Reporting Standards and Corporations Regulations 2001; and

(b) give a true and fair view of the financial position as at 30 June 2013 and of the performance for the year ended on

that date of the Group;

2.

3.

4.

In the directors' opinion, there are reasonable grounds to believe that the Group will be able to pay its debts as and
when they become due and payable.

The remuneration disclosures included in the Directors' Report (as part of the audited Remuneration Report), for the
year ended 30 June 2013, comply with Section 300A of the Corporations Act 2001, and

the Directors have been given the declarations by the chief executive officer and chief financial officer pursuant to
Section 295(5) of the Corporations Act 2001.

This declaration is made in accordance with a resolution of the Board of Directors.

Director ..................................................................

Dated 

61

26 September 2013We  have  audited  the  accompanying  financial  report  of  Genesis  Minerals  Limited    (“the 

Company”)  and  Controlled  Entities  (“the  Consolidated  Entity”),  which  comprises  the 

consolidated  statement  of  financial  position  as  at  30  June  2013,  and  the  consolidated 

statement  of  profit  or loss and  other comprehensive  income,  consolidated statement  of 

changes  in  equity  and  consolidated  statement  of  cash  flows  for  the  year  then  ended, 

notes  comprising  a  summary  of  significant  accounting  policies  and  other  explanatory 

information,  and  the  directors’  declaration  of  the  Consolidated  Entity,  comprising  the 

Company and the entities it controlled at the year’s end or from time to time during the 

financial year. 

The directors of the Company are responsible for the preparation and fair presentation of 

the  financial  report  in  accordance  with  Australian  Accounting  Standards  and  the 

Corporations  Act  2001  and  for  such  internal  control  as  the  directors  determine  is 

necessary  to  enable  the  preparation  of  the  financial  report  that  is  free  from  material 

misstatement,  whether  due  to  fraud  or  error.  In  Note  1,  the  directors  also  state,  in 

accordance with Accounting Standards AASB 101: Presentation of Financial Statements, 

that the financial statements comply with International Financial Reporting Standards. 

Our responsibility is to express an opinion on the financial report based on our audit.  We 

conducted our audit in accordance with Australian  Auditing Standards.  These Auditing 

Standards  require  that  we  comply  with  relevant  ethical  requirements  relating  to  audit 

engagements  and  plan  and  perform  the  audit  to  obtain  reasonable  assurance  whether 

the financial report is free from material misstatement. 

An audit involves performing procedures to obtain audit evidence about the amounts and 

disclosures  in  the  financial  report.  The  procedures  selected  depend  on  the  auditor’s 

judgment, including the assessment of the risks of material misstatement of the financial 

report,  whether  due  to  fraud  or  error.    In  making  those  risk  assessments,  the  auditor 

considers internal control relevant to the entity’s preparation and fair presentation of the 

financial  report  in  order  to  design  audit  procedures  that  are  appropriate  in  the 

circumstances, but not for the purpose of expressing an opinion on the effectiveness of 

the  entity’s  internal  control.   An  audit  also  includes  evaluating  the  appropriateness  of 

accounting policies used and the reasonableness of accounting estimates made by the 

directors, as well as evaluating the overall presentation of the financial report. 

We  believe  that  the  audit  evidence  we  have  obtained  is  sufficient  and  appropriate  to 

provide a basis for our audit opinion. 

62 
 
 
 
 
 
 
 
 
 
In conducting our audit, we followed applicable independence requirements of Australian professional ethical 

pronouncements and the Corporations Act 2001.  

In our opinion: 

a.  The  financial  report  of  Genesis  Minerals  Limited  and  Controlled  Entities  is  in  accordance  with  the 

Corporations Act 2001, including: 

i. 

giving a true and fair view of the Consolidated Entity‘s financial position as at 30 June 2013 and of its 

performance for the year ended on that date; and 

ii. 

complying with Australian Accounting Standards and the Corporations Regulations 2001;  

b.  The financial report also complies with International Financial Reporting Standards as disclosed in Note 1. 

Without  qualifying  our  opinion,  we  draw  attention  to  Note  1  in  the  financial  report  which  indicates  that  the 

Consolidated  Entity  incurred  a  net  loss  of  $2,952,294  during  the  year  ended  30  June  2013.    This  condition, 

along with other matters as set forth in Note 1, indicate the existence of a material uncertainty which may cast 

significant doubt about the ability of the Consolidated Entity to continue as a going concern and whether it will 

realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the 

financial report. 

We have audited the Remuneration Report included in directors’ report of the year ended 30 June 2013.  The 

directors of the Company are responsible for the preparation and presentation of the Remuneration Report in 

accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the 

Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. 

In  our  opinion,  the  Remuneration  Report  of  Genesis  Minerals  Limited  for  the  year  ended  30  June  2013, 

complies with section 300A of the Corporations Act 2001. 

BENTLEYS 

Chartered Accountants 

DOUG BELL CA 

Director 

DATED at PERTH this 26th day of September 2013 

63 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

ASX ADDITIONAL INFORMATION 

Additional information required by Australian Stock Exchange Ltd and not shown elsewhere in this report is as follows.  The information 
is current as at 25 September 2013.  

(a)  Distribution of equity securities 

Analysis of numbers of equity security holders by size of holding: 

1 
1,001 
5,001 
10,001 
100,001 

‐ 
‐ 
‐ 
‐ 

1,000 
5,000 
10,000 
100,000 
and over 

The number of shareholders holding less than a marketable parcel of shares are: 

(b)  Twenty largest shareholders 

The names of the twenty largest holders of quoted ordinary shares are: 

1 
2 
3 
4 
5 
6 
7 
8 
9 
10 

11 
12 
13 
14 
15 
16 
17 
18 

19 
20 

INVESTMET LIMITED 
MR DENIS JOHN REYNOLDS 
WYLLIE GROUP PTY LTD 
ARGONAUT EQUITY PARTNERS PTY LIMITED 
MR MICHAEL GEORGE FOTIOS  
WESTORIA RESOURCE INVESTMENTS LTD 
ARGONAUT SECURITIES (NOMINEES) PTY LTD
PERSHING AUSTRALIA NOMINEES PTY LTD  
DELTA RESOURCE MANAGEMENT PTY LTD 
MR MICHAEL JOHN FOWLER + MRS FIONA LEE FOWLER  
ARGONAUT INVESTMENTS PTY LTD 
PERTH SELECT SEAFOODS PTY LTD 
STATELINE INVESTMENTS PTY LTD  
MRS CAMILLE DIANNE BROOKS 
SCINTILLA STRATEGIC INVESTMENTS LIMITED
MR ADRIAN HILL  
MR JASON LEONARD BOLADERAS 
MR MICHAEL JOHN FOWLER + MRS FIONA LEE DIXON FOWLER CANNING VIEW 
SUPER FUND A/C 
MR ANDREW WILLIAM SPENCER 
MONTANA REALTY PTY LTD 

Ordinary shares 

Number of holders 

Number of shares 

16 
27 
47 
273 
181 
544 

52 

1,793 
90,085 
417,600 
11,143,018 
154,005,303 
165,657,799 

Listed ordinary shares 

Number of shares 
29,243,928 
7,296,331 
5,992,501 
5,535,939 
5,535,003 
5,062,500 
5,000,000 
4,416,666 
2,937,500 
2,516,667 

Percentage of 
17.65
4.40
3.62 
3.34 
3.34 
3.06
3.02
2.67 
1.77 
1.52 

2,343,751 
1,831,251 
1,781,000 
1,540,000 
1,500,000 
1,229,259 
1,225,000 
1,214,063 

1,212,253 
1,163,751 
88,577,363 

1.41
1.11 
1.08 
0.93 
0.91
0.74
0.74 
0.73 

0.73
0.70
53.47

(c)  Substantial shareholders 

The names of substantial shareholders who have notified the Company in accordance with section 671B of the Corporations Act 2001
are: 

Investmet Ltd 

(d)  Voting rights 

All ordinary shares (whether fully paid or not) carry one vote per share without restriction. 

Number of Shares 

29,243,928

64 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

ASX ADDITIONAL INFORMATION 

(e)  Options 

As at September 2013, the Company has a total of unlisted options as follows: 

Number of Options 

Number of Holders 

Exercise Price 

2,400,000 

9,500,000 

13,510,596 

13,510,596 

750,000 

39,671,192 

3 

5 

207 

207 

1 

423 

$0.31 

$0.22 

$0.15 

$0.20 

$0.12 

Unlisted Option holder holding greater than 20% of a class of unlisted options 

Expiry Date 

30/11/2013 

31/12/2014 

01/03/2014 

01/03/2015 

30/11/2015 

Unlisted Options Exercisable at $0.31 expiring on 30/11/2013 

No of Options Held 

% Held 

Mr M Fowler 

Mr M Haynes 

1,500,000

500,000 

63% 

21% 

Unlisted options exercisable at $0.22 expiring on 31/12/2014 

No of Options Held 

% Held 

Mr M Delaney 

Mr M Fowler 

Mr M Fotios 

4,000,000

2,000,000 

2,000,000 

Unlisted Options exercisable at $0.15 expiring on 01/03/2014

No of Options Held

Investment Pty Ltd 

6,458,381 

Unlisted Options exercisable at $0.20 expiring on 01/03/2015 

No of Options Held 

Investment Pty Ltd 

6,458,381

Unlisted Options exercisable at $0.12 expiring on 30/11/2015 

No of Options Held 

Mr S Mandujano 

750,000 

42% 

21% 

21% 

% Held 

48% 

% Held 

48% 

% Held 

100% 

65 

 
 
 
 
 
 
 
 
GENESIS MINERALS LIMITED 

ASX ADDITIONAL INFORMATION 

(f)  Schedule of interests in mining tenements 
Project 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Cerro Verde 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Las Opeñas 
Poncha 
Poncha 

Country 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Chile 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 
Argentina 

Tenement ID 
AGUA AMARILLA
VISCACHA 
LINDEROS 
SERENA 
COQUIMBANA
SIERRALTA 
MERCEDITAS
SANTA FE 
PIMIENTA 1 al 2
TIFUCA 
VISCACHITA 2/7
VISCACHITA II
MEJICANA 
ESPINA DE UNA FLOR
JORGE IGNACIO 1‐4
MARIA INES 
NUEVA ESPERANZA
NUEVA FARELLON 1‐3
SAN JOSE 
BUENOS AIRES
RINCON 3‐5 
GUIAS 
VIRGEN 7 1 ‐ 60 
SARA I/II 
CARMEN 
CATALINA 1   1‐220
CATALINA 2   1‐278
CATALINA 3   1‐149
CATALINA 4   1‐60
CATALINA 5   1‐60
CATALINA 6   1‐40
CATALINA 7   1‐40
CATALINA 8   1‐15
CATALINA 9 
CATALINA 10
CATALINA 11 
CATALINA 12
CATALINA 13
CATALINA 14
CATALINA 15 
CATALINA 16
Gladys Natalia
San Antonio 
Nancy Noemi
San Judas Tadeo
Lila 
Patrocino 
San Jose 
Vega Redonda 

Melinda 
Colanguil 

National Roll Number 
032010397‐5
032011066‐1
032011094‐7
032011205‐2
032010394‐0
032011206‐0
032011546‐9
032011220‐6
032011474‐8
032010262‐6 
032010248‐0
032012081‐0
032011780‐1
032010585‐4
032011113‐7
032011753‐4
032010524‐2
032011024‐6
032010459‐9
032010124‐7
032011760‐7
032010320‐7
032016975‐5 
032030073‐8
032010935‐3
032017287‐K
032017289‐6
032017288‐8
032018779‐6
032018780‐K
032018781‐8
032018782‐6
032018783‐4
03201E263‐0
03201E264‐9
03201E265‐7 
03201E266‐5
03201E267‐3
03201E268‐1
03201E269‐K 
03201E284‐3
194.459‐A‐81
295.240‐E‐89
194.265‐H‐81
14‐BIS‐H‐46
184.171‐H‐82
306.498‐P‐88
306.499‐P‐88
1124.354‐H‐07 
306.492‐H‐88
1249‐T‐05
1467‐M‐05
0483‐R‐95 

Status 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Granted 
Pending 
Pending 
Pending 
Granted 
Pending 
Pending 
Pending 
Pending 
Pending 
Granted 
Granted 
Granted 

Equity 
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100% 
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100% 
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100%
RTE 100% 
RTE 100%
RTE 100%
RTE 100%
RTE 100% 
RTE 100%
100%
100%
100%
100%
100%
100%
100%
100% 
100%
100%
RTE 100%
RTE 100% 

66