CORPORATE DIRECTORY
MINOTAUR EXPLORATION LTD
ACN 108 483 601
ASX CODE MEP
DIRECTORS
Mr Derek N Carter Chairman
Mr Andrew Woskett Managing Director
Mr Richard M Bonython Executive Director
Dr Peter J Gower Non-Executive Director
Dr Antonio P Belperio Executive Director
COMPANY SECRETARY
Mr Donald Stephens
REGISTERED OFFICE
c/o HLB Mann Judd (SA) Pty Ltd
167-169 Fullarton Road
DULWICH SA 5065
PRINCIPAL PLACE OF BUSINESS
247 Greenhill Road
DULWICH SA 5065
SHARE REGISTER
Computershare Investor Securities Pty Ltd
Level 5, 115 Grenfell Street
ADELAIDE SA 5000
LEGAL ADVISORS
O’Loughlins Lawyers
Level 2, 99 Frome Street
ADELAIDE SA 5000
BANKERS
National Australia Bank
22–28 King William Street
ADELAIDE SA 5000
AUDITORS
Grant Thornton, South Australian Partnership
Chartered Accountants
Level 1, 67 Greenhill Road
WAYVILLE SA 5034
www.minotaurexploration.com.au
This annual report covers both Minotaur Exploration Ltd
(ABN 35 108 483 601) as an individual entity and
the consolidated group (‘Group’) comprising Minotaur
Exploration Ltd and its subsidiaries. The Group’s
functional and presentation currency is Australian dollars.
A description of the Group’s operations and of its
principal activities is included in the review of operations
and activities in the directors’ report on pages 14 to 16.
The directors’ report is not part of the financial report.
CONTENTS
Highlights
Chairman’s Report
Managing Director’s Report
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance
Financial Report
ASX Additional Information
Interests in Mining Tenements
Information on Shareholdings
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2
4
12
23
24
31
66
66
68
Cover image courtesy of Bryan Charlton
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Mutooroo Sunset – Photo: Bryan Charlton
Recognising the production history and contemporary prospectivity of the copper
belt around Cloncurry in northwest Queensland, Minotaur has strategically amassed a
tenement position exceeding 3,000km 2 in grants and applications.
Numerous exciting new copper geophysical targets were generated in joint venture
ground around Cloncurry, comprising 450km 2. An initial successful drill hole is being
followed up at the Cormorant prospect, where a new +10km mineralised discovery
zone was recently interpreted.
The Mutooroo Magnetite joint venture project in South Australia moved quickly from
discovery into Resource definition, with an Exploration Target of 2.4 – 4.0 billion tonnes
estimated, paving the way for an initial JORC level drill definition campaign.
1
Our wholly owned and sizeable Poochera kaolin project in western South Australia
continues to impress with its superior attributes and chemical purity, such that
development partner interest is emerging.
Also in South Australia, ore samples from the 55% controlled Tunkillia gold joint
venture project responded particularly favourably in laboratory testing, by CSIRO, to a
new in-situ leach process, potentially revealing a 'game changing' methodology for
the low-cost recovery of low grade oxide gold emplacements.
DEREK CARTER
Chairman
R e p o r t
Minotaur Exploration continued to develop its
Mutooroo iron and Poochera kaolin projects.
The Mutooroo iron ore project, in joint venture with
Sumitomo, is moving towards pre-feasibility, while
the Poochera kaolin project is examining marketing
strategies. Each will be moved into the next phase
of assessment as funding allows.
Magnetite, being lower in iron grade and needing extensive
beneficiation to create a saleable product, should be viewed
in a different way from hematite.
The Braemar Iron Alliance, an initiative for which I take
the opportunity to congratulate our Managing Director
Andrew Woskett, is actively pressing this point of view.
2
Global financial uncertainty has led to extreme market
volatility since the end of the financial year, affecting the
level of market support for companies such as Minotaur.
Moreover, federal government tax proposals have a
bearing on investor attitudes, especially while the ultimate
impacts remain undefined.
The impact of the ‘Carbon Tax’ has, whether considered
advisable or not, added more uncertainty. While the
Company has minimal CO2 emitting activities and would
not be expected to be directly liable for the tax at this time,
it will experience increases in its exploration costs as the
input costs rise.
Despite an apparent shallow understanding of the
magnetite industry in Canberra, Minotaur nonetheless
continues to be enthusiastic about the development
opportunity unfolding at Mutooroo. The proposed new
tax on iron ore (and coal) is approaching legislation
but industry efforts to have magnetite recognised and
appreciated as a special case remains unsatisfied.
The longer lead time, higher capital and higher processing
expense for magnetite, compared to hematite iron
operations, must be accounted for in the tax regime.
The national economic climate, being ‘two-speed’,
encourages the minerals industry but on the other hand
causes funding tightness. Firm economic guidance is
needed from government, but higher taxation on
our industry without commensurate re-investment and
encouragement is counter productive. It is time
for government to honour the promised ‘flow-through’
share scheme.
The very welcome break of the drought caused a long
postponement of our exploration efforts in the Cloncurry
district. I am most pleased that work has resumed and
some pleasing indications have been observed. We will
continue to add to our exploration areas in this important
copper province.
Through some exciting research work CSIRO developed
an in situ leaching process for extracting gold from oxide
ore and, in bench trials on samples from Tunkillia, very
encouraging results were achieved. Field trials of the
process will now be undertaken at Tunkillia to assess its
commercial potential.
During the year various prospects, notably Nova Scotia,
were dropped as results did not meet our expectations.
However, I do look to further enhancement of our other
projects and thank all who have participated, not the least
being our shareholders who continue to be supportive.
3
As always, we will continue to seek new opportunities to
grow the company.
On behalf of the Board, I would like to thank Andrew and
the management team, and Minotaur staff for their hard
work and commitment during the year.
Top: Ichiro Abe, Yu Yamato and Hiromichi Watanabe (Sumitomo Metal Mining)
inspecting drill samples at Mutooroo.
Bottom: Diamond drilling at Mutooroo.
Yours truly,
Derek Carter
Chairman
ANDREW WOSKETT
Managing Director
R e p o r t
I am delighted to deliver our report on activities within
the Company, covering a period in which we achieved a
number of significant advances.
Through application of cutting edge geophysical
techniques and skilled technical interpretative methods,
Minotaur strives to locate and prove up potentially
high-value mineral opportunities. The Company’s goals
are to seek, identify and develop new mineral deposits
and, where economically viable, advance resource assets
towards and into commercial production.
4
CORPORATE REVIEW
Minotaur invested $6.6 million in prospect origination,
exploration and project development during the
2011 financial year. Of this, $5.2 million was allocated to
exploration and $1.4 million to project development
studies (primarily on Poochera kaolin). Recoveries from
joint venture operations totalled $2.3 million, resulting in
a net cash outflow of $4.3 million over the 12 months
ended June 2011. Of that, $0.9 million was expended on
administration and overheads.
The Company placed 12.08 million new shares through a
private placement in September 2010, generating a cash
injection of $3.25 million after costs of the issue.
At the end of June 2011 the company had a market
valuation of $20.4 million (at $0.22 per share), comprising
cash of $2.25 million and mark to market valuation in
listed investments of $6.9 million. The Enterprise Value
(the value of the Company’s exploration assets) of Minotaur
Exploration was therefore $11.25 million, equivalent to
$0.12 per share. Clearly, a severe and protracted
deterioration in stock market conditions since the financial
year end has impacted the Company’s share price and
thus its capitalisation. While Minotaur has not experienced
this value downgrade alone, directors are concerned that
the underlying inherent value of the Company’s assets –
which continue to improve at the same time – should be
recognised and reflected in the stock price. The Board is
constantly testing the Company’s goals and performance
in order to position Minotaur as an attractive investment
destination and I appreciate the fine support, input and
guidance provided by each of the Directors.
INVESTMENTS
Shareholdings in listed investments were adjusted
through some minor trading and subscriptions and the
successful listing of Thomson Resources Ltd. Minotaur’s
equity investment interests as at 31 August 2011 were:
Company
ActivEX
ASX Code
Holding
% Holding Closing price
Valuation
AIV
5,300,000
3.21%
Mithril Resources
MTH
21,416,667
9.75%
Petratherm
Platsearch
PTR
PTS
22,707,397
15.61%
8,000,000
4.56%
Thomson Resources
TMZ
10,000,000
21.49%
Total
$0.034
$0.075
$0.110
$0.105
$0.140
$180,200
$1,606,250
$2,497,814
$840,000
$1,400,000
$6,524,264
AUSTRALIAN PROJECT AREAS
STRATEGIC DIRECTION
Directors constantly review
the Company’s performance
against internal and external
benchmarks, seeking ways
in which value can be enhanced
for shareholders. A significant
new discovery, development of
assets into sustainable production,
or acquisition of an external
opportunity, represent practical
options to achieve that objective.
A complementary strategy is to critically review the
Company’s portfolio and to periodically rebalance the asset
mix through relinquishment of tenements, cessation of
joint ventures or sale of assets.
Coolibah
Cloncurry
Acropolis/Roxby
Tunkillia
Poochera
Louth
Border
Yorke
Peninsula
Arthurville
Cowra/Boorowa
Heathcote
Maldon
Golden Mountain
5
Minotaur’s suite of industrial minerals comprises the
Poochera kaolin deposits, a large and high-grade gypsum
deposit (proximal to Poochera) and a most unusual halloysite
deposit (tenement under application). These ‘soft rock’
minerals require specialist technical production, sales and
marketing expertise and extensive logistical networks to
access customers around the world.
Accordingly, in the coming year, we intend to engage
with organisations possessing specific capabilities suited
to these particular commodities, with expectations that
the industrial minerals projects may be either divested
through a trade sale or vended into a new venture
adequately resourced and able to advance the assets to
commercial success.
The Company will keep its portfolio under review in order
to best capture value.
Figure 1: Airborne magnetic image for the Mutooroo area delineating strike extent of magnetic strata used for the
Exploration Target (in white bars).
Magnetite-bearing siltstone, Mutooroo.
OPERATIONS REVIEW
During the 2011 financial year, Minotaur advanced all of
its key projects, considered several new opportunities
and rationalised its tenement portfolio, such that our focus
is now wholly concentrated in Australia. The following
discussion is grouped according to the specific minerals
or commodities targeted.
MAGNETITE
6
Magnetite is an iron oxide that can occur within sedimentary
siltstone. This form is recognised to be pervasive throughout
the Braemar Iron Formation in northeast South Australia
where several listed and private companies are actively
working to define new magnetite deposits. Minotaur holds
EL3745 located centrally within the Braemar Iron Formation.
The Border Project, a contributing joint venture with
Sumitomo Metal Mining Oceania (59.1%), includes
the Mutooroo magnetite deposits; a group of four intensely
magnetic complexes sited some 35km south of the Barrier
Highway and the main east-west continental rail line and
only 100km from Broken Hill. Following positive initial drill
and metallurgical assessments in 2010 the joint venture
expanded the level of project activity and embarked on a
significant resource definition programme. Initial success
from this expanded investment was the release in May
2011 of an ‘Exploration Target1’, as defined by consultants
Hellman & Schofield, wherein tenement scale deposits of
2.4 billion to 4.0 billion tonnes of magnetite mineralised
sediments were estimated. Based on this assessment
a programme of reverse circulation, diamond drilling and
associated metallurgical analysis is nearing completion.
That work is expected to result in the publication, late in
2011, of an inaugural JORC Inferred resource for one of
the magnetite deposits, ‘Muster Dam’ (see deposit scale
graphic Fig 1, above).
Subject to those results the joint venture expects to
complete a scoping study of a future possible magnetite
mining and processing operation and thereafter consider
the investment rationale for a pre-feasibility study. In broad
terms, the scoping study will assess a project capable of
producing around 10 million tonnes per year of high-grade
magnetite concentrate, suitable for blast furnace feed.
Minotaur, on behalf of the joint venture, is a founding
member of the Braemar Iron Alliance, a consortium of six
companies seeking to coordinate and align their
infrastructure requirements for future export of iron
products from within the region encompassing the Braemar
Iron Formation.
Minotaur is presently unable to judge the possible impact
of the proposed MRRT on its nascent magnetite project
having only just received brief summaries of Treasury’s
600-odd page implementation synopsis of the tax regime.
Whether the MRRT results (counter productively) inhibit
new magnetite developments remains to be seen.
Andrew Woskett (Managing Director) and Ichiro Abe (Executive Vice President,
Sumitomo Metal Mining).
In South Australia, IOCG prospects are located south-east
and south-west of Olympic Dam at the Aphrodite and
Acropolis projects respectively, and on Yorke Peninsula.
Access to the Acropolis prospect, within the Woomera
Prohibited Area, has been denied for several years by the
Commonwealth Department of Defence, however a new
access protocol being negotiated between the Federal
and State governments promises to facilitate re-access at
some future stage.
The Aphrodite gravity anomaly was successfully drilled
at a second site, in basement rocks 645m below surface,
but the source of the gravity anomaly remains unresolved.
Further geophysical surveys are proposed to help
improve target definition and an application was made
to PIRSA for PACE co-funding of a 3D magnetotelluric
subsurface survey.
On Yorke Peninsula, SA, geophysical surveys across the
Maitland IOCG-REE project yielded positive results. Five
ground electrical survey locations have been prioritised for
bio-geochemical sampling of remnant vegetation tracts.
A significant tenement holding in excess of 3,000km2 has
been accumulated in the Cloncurry region of northwest
Queensland, an area with a proven copper-gold history of
discovery and large-scale mine production.
7
Andy Burtt (Senior Geologist) and Ian Garsed (Exploration Manager).
Tenements in Nova Scotia known to host magnetite
deposits were surveyed using ground ElectroMagnetic
methods in order to define size and distribution of the
magnetic anomalies.
The close resolution data acquired showed that magnetite
occurrences were likely to be small and poddy-discontinuous
with low potential for a single deposit of significant scale.
The tenements were subsequently relinquished.
COPPER - GOLD
Minotaur’s main sphere of project origination continues
to be in iron oxide-copper gold (IOCG) mineralisation,
where opportunities for new and significant copper-gold
deposits are identified. Our areas of interest are primarily
within the Gawler Craton of South Australia and the
Cloncurry district, northwest Queensland. Our interests in
IOCG prospective tenements in Nova Scotia, Canada, were
recently relinquished as initial drill exploration results did
not meet threshold expectations.
Drilling at Cormorant Prospect, Cloncurry.
Target generation work continued in joint venture
collaboration with the Japan Oil, Gas and Metals National
Corporation (JOGMEC) on the Cloncurry IOCG project,
where JOGMEC is contributing $4 million by 2013 to earn
a 51% interest in a suite of 14 tenements covering 546km2
(refer map Fig 2, at right) north of the Ernst Henry mine.
8
Geophysical surveys include regional gravity (2,400 stations),
ground magnetic (500 line km) and ground EM (42 line km)
on a variety of targeted structures, faults and interpreted
IOCG alteration zones. The exploration targets are variously
IOCG-style mineralisation, Eloise-style (pyrrhotite rich), and
Ernest Henry-style (magnetite rich).
Ground ElectroMagnetic (EM) surveys at Cormorant
and Cormorant North defined geophysical conductors
considered to reflect the presence of sulphide-rich
lithologies. A drillhole at nearby Gypsy Plains on a
similar EM response revealed multiple pyrrhotite- and
pyrite- rich breccias and it was predicted that a
chalcopyrite-rich breccia system (analogous to the
Eloise Cu-Au style of mineralisation) may be present at
Cormorant and Cormorant North.
Drill investigation of the Cormorant Prospect was initiated.
Assays from two holes drilled (2008) into the metasedimen-
tary basement returned strong copper grades, indicating
high prospectivity. Follow up diamond drilling resumed in
July 2011 with three holes completed into or proximal to
Figure 2: Location of Minotaur tenements (granted and applications) in the
Cloncurry district
conductive bodies within basement rocks at target depths
of ~300m below surface. These confirmed Cormorant to be
an extensive iron oxide copper-gold prospect characterised
by massive and brecciated iron sulphides displaying a
pyrrhotite + chalcopyrite association over a strike length
in excess of 10 kilometres. The joint venture plans follow
up drilling as soon as new land access agreements
with pastoral operators are secured, as required by recently
introduced state government legislation.
Coolibah Project
Core samples from the Tunkillia resource.
A new tenement (EL2733 Coolibah) in the Northern
Territory was granted. Initial field mapping and ground
magnetics were undertaken at the end of the financial year.
At the Border joint venture project in South Australia
the presence of copper, cobalt and rare earth elements in
magnetite encourages further drill investigations.
A VMS-style target was acquired in Victoria. Outcrop
sampling on the Rochester tenement returned anomalous
gold and zinc values at an airborne EM anomaly.
9
GOLD
Field activity on the Tunkillia gold project (Minotaur 54.94%)
was minimised pending renewal of the main licence, which
is proceeding through PIRSA. During 2009-2010, CSIRO
investigated samples from the Tunkillia gold oxide resource
for its amenability to solvent leaching.
At a laboratory scale, Tunkillia oxide material performed
exceptionally well, showing positive response to CSIRO’s
solvent extraction technology and high gold recoveries
from leach solution. The Tunkillia JORC resource (2009)
of 803,000 ounces Au includes an oxide gold component
of 224,000 ounces.
Minotaur and CSIRO are considering commercial
arrangements to trial CSIRO’s in-situ gold extraction
process at the Tunkillia oxide resource.
Figure 3: Magnetic image with three 2011 drillholes completed at and
north of the Cormorant Prospect, 2010 drillhole completed at Gypsy Plains
Prospect (solid black dots), historical drillholes (black triangles) and
interpreted sulphide-rich breccias (purple lines).
BASE METALS: COPPER, LEAD, ZINC
Two joint venture projects in New South Wales (Cowra,
Boorowa) were reviewed and mutually terminated. A new
tenement (Arthurville, NSW, EL7588), prospective for copper
mineralisation, was granted and prepared for new joint
venture participation. At Louth (NSW) ground access has
been denied for the past twelve months due to impediments
under evolving state land administration practices.
Fumba Donzo (Geologist) operating small-scale pilot plant at Streaky Bay.
Air Core Drilling at Carey’s Well, Poochera.
An option to acquire two gold tenements in Victoria
involved limited investigatory drilling of quartz reef targets
at Maldon and preparation of a maiden JORC resource
for Golden Mountain. Drill results did not warrant the
purchase option being exercised and Minotaur discontinued
its involvement.
KAOLIN
0
1
The Poochera Kaolin Deposits (EL4575: MEP 100%) are
located 50km east of Streaky Bay on South Australia’s Eyre
Peninsula. There are four known deposits, namely, Carey’s
Well, Condooringie Well, Tomney and Karcultaby South.
Minotaur previously announced an Inferred Resource of
20 million tonnes of bright white kaolinised granite at
Carey’s Well. Historical drilling has indicated potential for
further large resources at the other deposits, but there is
insufficient drilling to allow resources to be calculated in
compliance with the JORC code.
Ongoing assessment of kaolin from the large Carey’s Well
deposit has shown it to be of very high quality, at least
equal on all qualitative measures to other global sources of
high-brightness kaolin. Particular attributes of the Carey’s
Well deposit that are important for the production of high
value kaolin products include:
• Large uniform deposit easily extractable by simple,
open-cut mining techniques;
• Hydrous kaolin products can be readily produced
from kaolinised granite using conventional
wet-processing techniques;
• Kaolinite occurs as stacks which can be readily
delaminated and broken down to extremely
fine-grained crystalline kaolin platelets;
• Hydrous kaolin products are very fine grained,
very bright and white, with very low yellowness.
They exhibit a high degree of crystallinity and have
very low iron and titania values. These properties
are essential for the manufacture of premium,
high-value calcined kaolin.
Comparison of Poochera kaolin and currently available
premium commercial kaolin
Premium Premium
Poochera Commercial Poochera Commercial
Property Hydrous Hydrous Calcined Calcined
Brightness (ISO) 90.7 87.0 – 89.0 92.4 90.0 – 92.0
Yellowness (CIE b*) 1.7 3.0 – 5.0 1.6 1.0 – 3.0
Minus 2µm (wt%) 92 90 – 92 88 80 – 85
Kaolinite (wt%) 99 92 – 99 N/A* N/A*
Quartz (wt%) <1.0 <1.0 <1.0 <1.0
Fe2O3 (wt%) 0.4 0.50 – 0.70 0.5 0.60 – 0.80
Al2O3 (wt%) 38.9 38.0 45.4 43.3
TiO2 (wt%) 0.07 1.2 – 2.0 0.08 1.5 – 2.0
Lead (ppm) <4.0 20 – 60 <4.0 30 - 70
Granite prior to weathering and
kaolinisation, Poochera.
Typical chip tray and drill samples for Air Core holes at Carey’s Well, Poochera.
During the year Minotaur started a prefeasibility study of
the Carey’s Well Deposit. The Pilot Plant and laboratory
were relocated to Streaky Bay and were utilised through
the first half of calendar 2011 to produce several grades of
hydrous kaolin products.
An intensive air core drilling program was completed at
Carey’s Well in the first quarter of calendar 2011. Drilling
was undertaken at 100m centres over the central portion of
the previously delineated Inferred Resource. Additional
exploration drilling was undertaken north and south of this
central zone to add to the knowledge of the extent of the
deposit. Drilling was also undertaken at Tomney East and
at Condooringie Well, where no samples had previously
been available to Minotaur. The program comprised a total
of 224 holes and 7,064m of drilling. Geological logging
identified broad zones of high brightness kaolinised granite
at each deposit.
A small-scale pilot plant, suitable for handling air core drill
samples, was also installed at the Streaky Bay kaolin testing
facility, enabling determination of particle size distribution
(PSD) measurement and brightness, whiteness and colour.
These results, together with the calculated kaolin content of
the sample, are used to define the raw characteristics of
the deposit.
Over 200 drillhole samples were individually processed
through the plant and analysed in order to more accurately
characterise kaolin grades throughout the deposit.
Resource modelling using Vulcan software is underway.
The denser drilling pattern at Carey’s Well (100m centres)
represents a step improvement over the previous, mainly
400m centres drill pattern. A revised JORC resource
statement will be released in October 2011.
Finally, I would like to take this opportunity of thanking
shareholders for their continuing support and our
loyal staff, consultants, contractors and suppliers for their
dedication and professionalism throughout the year
of review.
I look forward to providing you with more encouraging
news on our Company activities over the challenging
year ahead.
1
1
Andrew Woskett
Managing Director
The information in this report that relates to Exploration Results,
Mineral Resources or Ore Reserves is based on information compiled
by Dr A. P. Belperio, who is a full-time employee of the Company and
a Fellow of the Australasian Institute of Mining and Metallurgy.
Dr A. P. Belperio has a minimum of 5 years experience which is relevant
to the style of mineralisation and type of deposit under consideration
and to the activity which he is undertaking to qualify as a Competent
Person as defined in the 2004 Edition of the “Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves”.
Dr A. P. Belperio consents to the inclusion in the report of the matters
based on his information in the form and context in which it appears.
R e p o r t
Your directors present their report on the consolidated
group for the financial year ended 30 June 2011.
DIRECTORS
The names of the Directors in office at any time during, or
since the end of, the year are:
Mr Derek N Carter Chairman
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1
Mr Andrew Woskett Managing Director
Mr Richard M Bonython Executive Director
Dr Peter J Gower Non-Executive Director
Dr Antonio P Belperio Executive Director
Petratherm Ltd, and a board member of Mithril Resources
Ltd and Toro Energy Ltd (all ASX Listed entities), and the
AusIMM. He is a member of the South Australian Resources
Industry Development Board and the South Australian
Minerals and Petroleum Experts Group. He served as
Chairman of the Minerals Exploration Advisory Group; as
Vice President and later President of the South Australian
Chamber of Mines and Energy, and was a board member of
the Australian Gold Council. He was awarded AMEC’s
Prospector of the Year Award (jointly) in 2003 and is a
Centenary Medalist.
As Chairman of Minotaur Exploration Ltd, he is responsible
for the management of the Board as well as the general
strategic direction of the Company.
Directors have been in office since the start of the financial
year to the date of this report unless otherwise stated.
Andrew Woskett B Civ Eng, M Comm Law
(Managing Director)
Names, qualifications, experience and
special responsibilites
Derek Carter BSc, MSc, FAusIMM (CP)
(Chairman)
Derek Carter has over 40 years experience in exploration
and mining geology and management. He held senior
positions in the Shell Group of Companies and Burmine Ltd
before founding Minotaur Gold Ltd in 1993 and is currently
Chairman of Minotaur Exploration. He is the Chairman of
Andrew Woskett has over 30 years project and corporate
experience in the mining industry. He has had senior
responsibility for a variety of Australian mining landmarks,
including development of the Kalgoorlie Super Pit,
Kanowna Belle and Marymia gold mines and numerous
expansions of the Bougainville copper/gold mine.
He advised on development strategies for the proposed
open pit expansion of the Olympic Dam mine and
formulated several new significant iron ore projects in
Western Australia. In his prior role as Managing Director of
Ballarat Goldfields he consolidated five regional goldfields
under single ownership and initiated the first modern
underground mine development beneath Ballarat.
Mutooroo Sunset – Photo: Bryan Charlton
Top from left: Peter Gower, Tony Belperio, Andrew Woskett (Managing Director), Derek Carter (Chairman).
Bottom from left: Donald Stephens (Company Secretary), Richard Bonython.
Mr Woskett was the founding managing director of Spitfire
Oil Ltd, a coal-to-liquids developer, which he listed on
AIM. He is a Fellow of the Australasian Institute of Mining
and Metallurgy and has a Masters in Commercial Law.
Richard Bonython B Ag Sc (Executive Director)
Richard Bonython was a director of Minotaur Gold Ltd for
seven years before retiring in 2001, was a director of
Minotaur Resources Ltd before it was acquired by Oxiana
Ltd (now OZ Minerals Ltd) in 2005 and retired as Chairman
of Diamin Resources NL in 1999 having been a director
of that company for 15 years. He was executive director
of Pioneer Property Group Ltd for over 15 years and
has experience of over 45 years in the building, rural and
mineral industries.
He is a member of the audit committee and provides
administration services to the company. He is also a
director of Mithril Resources Ltd and Petratherm Ltd (both
ASX Listed entities).
Peter Gower PhD, FGS (Non Executive Director)
Peter Gower holds a PhD in geology from the University of
Liverpool. His subsequent career in the mining industry
includes senior exploration positions in Australia, USA and
Africa, working for various subsidiaries of Billiton (including
Billiton International Services Ltd) and the Royal Dutch/Shell
Group of Companies. He is a member of the Company’s
audit committee and was previously a director of
Rey Resources Ltd (retired 19 February 2007) and Mithril
Resources Ltd (retired 18 November 2008).
3
1
Antonio Belperio BSc (Hons), PhD FAusIMM (Executive Director)
Dr Belperio has an Honours Degree in Geology from the
University of Adelaide, a PhD from James Cook University,
and a diverse background in a wide variety of geological
disciplines, including marine geology, environmental
geology and mineral exploration. He has 35 years of
experience in university, government and the mineral
exploration industry. This has included senior positions in
the South Australian Department of Minerals and Energy
where he led the regional geological investigations group
and was pivotal in the Department’s move to digital
geological information systems.
Dr Belperio has been Chief Geologist of the Minotaur
Group since 1997, when it originated as Minotaur Gold,
subsequently Minotaur Resources and currently Minotaur
Exploration. He played a key role in the strategic area
and target selection, and the exploration program that
led to the iron oxide copper-gold discovery at Prominent
Hill, 130 kilometres northwest of the Olympic Dam mine
in South Australia and was awarded (jointly) AMEC’s
Prospector of the Year Award in 2003.
He was recently awarded the Bruce Webb Medal by the
South Australian Division of the Geological Society of
Australia for his contributions to Earth Sciences. He is a
Non-Executive Director of ASX listed Thomson Resources
Ltd (ASX code TMZ).
COMPANY SECRETARY
Donald Stephens BAcc, FCA
Donald Stephens is a Chartered Accountant and corporate
adviser with over 25 years experience in the accounting
industry, including 14 years as a partner of HLB Mann Judd
(SA) Pty Ltd, Chartered Accountants. He is a director
of Papyrus Australia Ltd, Mithril Resources Ltd and CRW
Holdings Ltd and is company secretary to Toro Energy Ltd
and Petratherm Ltd. He holds other public company
secretarial positions and directorships with private
companies and provides corporate advisory services to a
wide range of organisations.
REVIEW OF OPERATIONS
CORPORATE
Minotaur invested $5.2 million in exploration prospects
and $1.4 million on project development during the
2011 financial year, the latter primarily on Poochera kaolin.
Recoveries from joint venture operations totalled
$2.3 million, resulting in a net cash outflow of $4.3 million.
Of that, $0.9 million was expended on administration
and overheads.
The company placed 12.08 million new shares through a
private placement in September 2010, generating a cash
injection of $3.25 million after costs of the issue.
4
1
At the end of June 2011 the company had cash of
$2.25 million and listed investments with a market valuation
of $6.9 million.
OPERATIONS
During the 2011 financial year, Minotaur advanced all of
its key projects, considered several new opportunities
and rationalised its tenement portfolio, such that focus is
now wholly concentrated in Australia. The following
summarises activities according to the specific minerals or
commodities targeted.
Magnetite
The Border Project, a contributing joint venture with
Sumitomo Metal Mining Oceania (59.1%), includes
the Mutooroo magnetite deposits; a group of four intensely
magnetic complexes sited some 35km south of the Barrier
Highway and the main east-west continental rail line and
only 100km from Broken Hill.
The joint venture embarked on a significant resource
definition programme initially resulting in the release of an
‘Exploration Target1’, as defined by consultants Hellman
& Schofield (May 2011), wherein tenement scale deposits
of 2.4 billion to 4.0 billion tonnes of magnetite mineralised
sediments were estimated. Based on this assessment
a programme of reverse circulation, diamond drilling and
associated metallurgical analysis is nearing completion.
That work is expected to result in the publication, late in
2011, of an inaugural JORC inferred resource for one of the
magnetite deposits.
Tenements in Nova Scotia known to host magnetite
deposits were surveyed using ground ElectroMagnetic
methods, revealing that magnetite occurrences
were likely to be small and with low potential for a single
deposit of significant scale. The tenements were
subsequently relinquished.
Copper-Gold
Minotaur’s main sphere of project origination continues to
be in iron oxide-copper gold (IOCG) mineralisation. Our areas
of interest are primarily within the Gawler Craton of South
Australia and the Cloncurry district, north Queensland.
Our interests in IOCG prospective tenements in Nova Scotia,
Canada, were recently relinquished.
In South Australia, IOCG prospects are located south-east
and south-west of Olympic Dam at the Aphrodite and
Acropolis projects respectively, and on Yorke Peninsula.
The Aphrodite gravity anomaly was successfully drilled at
a second site, in basement rocks 645m below surface,
but the source of the gravity anomaly remains unresolved.
Further geophysical surveys are proposed to help improve
target definition.
On Yorke Peninsula, SA, geophysical surveys across the
Maitland IOCG-REE project identified several locations for
bio-geochemical sampling of remnant vegetation tracts.
A significant tenement holding in excess of 3,000km2 has
been accumulated in the Cloncurry region of northwest
Queensland, an area with a proven copper-gold history of
discovery and large-scale mine production.
Our joint venture collaboration with the Japan Oil, Gas and
Metals National Corporation (JOGMEC) on the Cloncurry
IOCG project continues strongly. JOGMEC may earn a 51%
interest in a suite of 14 tenements covering 546km2 north
of the Ernst Henry mine.
1 Refer ASX release dated 23 May 2011 which states H&S estimated an Exploration
Target for the Mutooroo area of 2.4 - 4.0 billion tonnes at DTR magnetite recovery of
14.5 - 16.0% (nominal 10% DTR magnetite cut off ).
Ichiro Abe (right) and Yu Yamato (left) (Sumitomo Metal Mining) at Mutooroo
with Tony Belperio, Richard Bonython, Andrew Woskett and David Fox.
Drilling at Cormorant Prospect, Cloncurry.
Drill investigation of the Cormorant Prospect resumed
in July 2011 with three holes completed into or proximal to
conductive bodies within basement rocks at target depths
of ~300m below surface. These confirmed Cormorant to be
an extensive iron oxide copper-gold prospect over a strike
length in excess of 10 kilometres.
for its amenability to solvent leaching. At a laboratory
scale, Tunkillia oxide material performed exceptionally well,
showing positive response to CSIRO’s solvent extraction
technology and high gold recoveries from leach solution.
An option to acquire two gold tenements in Victoria was
terminated after limited investigatory drilling.
Base Metals: Copper, lead, zinc
Kaolin
Two joint venture projects in New South Wales (Cowra,
Boorowa) were reviewed and mutually terminated. A new
tenement (Arthurville, EL7588), prospective for copper
mineralisation, was granted and prepared for new joint
venture participation. At Louth (NSW) ground access has
been denied for the past twelve months due to impediments
under evolving state land administration practices.
A new tenement (EL2733 Coolibah) in the Northern
Territory was granted. Initial field mapping and ground
magnetics were undertaken at the end of the financial year.
A VMS-style target was acquired in Victoria. Outcrop
sampling on the Rochester tenement returned anomalous
gold and zinc values at an airborne EM anomaly.
Gold
Field activity on the Tunkillia gold project (Minotaur 54.94%)
was minimised pending renewal of the main licence, which
is proceeding through PIRSA. During 2009-2010, CSIRO
investigated samples from the Tunkillia gold oxide resource
Ongoing assessment of kaolin from the large Carey’s Well
deposit, near Poochera in South Australia, has shown it
to be of very high quality, at least equal on all qualitative
measures to other global sources of high-brightness kaolin.
5
1
An intensive air core drilling program was completed at
Carey’s Well in the first quarter of calendar 2011. Drilling
was undertaken at 100m centres over the central portion of
the previously delineated inferred resource. Drilling was
also undertaken at Tomney East and at Condooringie Well,
where no samples had previously been available to
Minotaur. The program comprised a total of 224 holes and
7,064m of drilling. Geological logging identified broad
zones of high brightness kaolinised granite at each deposit.
Over 200 drillhole samples were individually processed
through the plant and analysed in order to more accurately
characterise kaolin grades throughout the deposit.
A revised JORC resource statement will be released in
October 2011.
Operations are reviewed in greater detail in the Managing
Director’s Report on pages 6 to 11.
OPERATING RESULTS
The consolidated loss of the group after providing for
income tax amounted to ($1,239,194) [2010: ($4,776,318)].
INTERESTS IN THE SHARES AND OPTIONS OF THE
COMPANY AND RELATED BODIES CORPORATE
As at the date of this report, the interests of the directors in
the shares and options of Minotaur Exploration Ltd were:
RISK MANAGEMENT
Number of
Ordinary Shares
Number of Options over
Ordinary Shares
Mr Derek N Carter
Mr Andrew Woskett
Mr Richard M Bonython
Dr Peter J Gower
Dr Antonio P Belperio
2,056,805
-
1,452,000
600,000
680,306
1,200,000
2,000,000
900,000
900,000
1,300,000
6
1
DIVIDENDS PAID OR RECOMMENDED
No dividends were paid or declared since the start of
the financial year. No recommendation for payment of
dividends has been made.
PRINCIPAL ACTIVITIES
The principal activities of the consolidated group during
the financial year were:
• To continue to seek extensions of areas held and to seek
out new areas with potential for mineralisation; and
• To evaluate results achieved through surface sampling,
drilling and geophysical surveys carried out during
the year.
The Group takes a proactive approach to risk management.
The Board is responsible for ensuring that risks, and also
opportunities, are identified on a timely basis and that the
Group’s objectives and activities are aligned with the risks
and opportunities identified by the Board.
The Group believes that it is crucial for all Board members
to be a part of this process, and as such the Board has not
established a separate risk management committee.
The Board has a number of mechanisms in place to
ensure that management’s objectives and activities are
aligned with the risks identified by the Board.
These include the following:
• Board approval of a strategic plan, which encompasses
the Group’s vision, mission and strategy statements,
designed to meet stakeholders’ needs and manage
business risk.
• Implementation of Board approved operating plans
and budgets and Board monitoring of progress
against these budgets, including the establishment
and monitoring of performance indicators of both
a financial and non financial nature.
Resource drilling at Mutooroo.
FUTURE DEVELOPMENTS
Disclosure of information regarding likely developments in
the operations of the consolidated entity in future financial
years and the expected results of those operations is likely
to result in unreasonable prejudice to the consolidated
entity. Accordingly, this information has not been disclosed
in this report.
ENVIRONMENTAL REGULATIONS
7
1
The Group is aware of its responsibility to impact as little
as possible on the environment, and where there is any
disturbance, to rehabilitate sites. During the period under
review the majority of work carried out was in South
Australia and the entity followed procedures and pursued
objectives in line with guidelines published by the
South Australian Government. These guidelines are quite
detailed and encompass not only the impact on the
land and vegetation but covers such subjects as pollution,
approvals from relevant parties including land owners
and land users, heritage, health and safety and proper
restoration practices.
The Group supports this approach and is confident that it
properly monitors and adheres to these objectives, and any
local conditions applicable, both in South Australia and
elsewhere. The Group has not been in breach of any State
or Commonwealth environmental rules or regulations
during the period.
Alex Sen (Geologist) and Ian Garsed (Exploration Manager) at Mutooroo.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
No matters or circumstances have arisen since the end of
the financial 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.
The Company’s Canadian operations follow regulations out-
lined in the Nova Scotia Mining Laws. The Company is
in compliance with the relevant environmental laws in
Nova Scotia.
SUBSEQUENT EVENTS
On 23 August 2011, the Company announced the intention
to raise a maximum of $4,171,906 by way of a Share Purchase
Plan. The offer is due to close on 23 September 2011.
Unissued Shares
At the date of this report, the following options to acquire
ordinary shares in the Company were on issue:
Issue Date
Expiry Date
Exercise
Price
Balance at
1 July 2010
06/01/2006
10/12/2010
06/06/2006
11/05/2011
07/01/2007
12/01/2012
07/12/2007
12/12/2012
08/01/2008
13/01/2013
08/12/2008
13/12/2013
10/05/2010
15/05/2015
10/05/2010
15/08/2015
10/05/2010
16/02/2016
$0.40
$0.75
$0.80
$0.77
$0.55
$0.25
$0.40
$0.40
$0.55
110,000
50,000
460,000
400,000
120,000
540,000
4,300,000
1,000,000
1,000,000
Net Issued/
(Exercised or
expired) during
Year
Balance at
30 June 2011
(110,000)
(50,000)
(60,000)
-
-
(130,000)
-
-
-
-
-
400,000
400,000
120,000
410,000
4,300,000
1,000,000
1,000,000
7,980,000
(350,000)
7,630,000
SHARE OPTIONS
Shares issued as a result of exercise of options
During the financial year, 100,000 options were exercised
by an employee of the Company resulting in gross proceeds
of $25,000.
Lapse of options
On 5 April 2011 and 27 May 2011 respectively, the Group
announced that a total of 250,000 unlisted options issued
under the Company’s employee share option plan and
options on issue to employees lapsed.
8
1
Alex Sen (Geologist) field mapping, Coolibah.
New options issued
During the financial year, no additional options to acquire
ordinary fully paid shares were issued by the Company.
INDEMNIFICATION AND INSURANCE OF
DIRECTORS AND OFFICERS
To the extent permitted by law, the Company has
indemnified (fully insured) each Director and the Company
Secretary of the Company for a premium of $15,974.
The liabilities insured include costs and expenses that may
be incurred in defending civil or criminal proceedings (that
may be brought) against the officers in their capacity as
officers of the Company or a related body, and any other
payments arising from liabilities incurred by the officers in
connection with such proceedings, other than where such
liabilities arise out of conduct involving a wilful breach
of duty by the officers or the improper use by the officers
of their position or of information to gain advantage
for themselves or someone else or to cause detriment to
the Company.
Tony Belperio (Exploration Director), Richard Flint (Chief Geologist) and
Andrew Woskett (Managing Director), Tunkillia.
Employment contracts
The employment conditions of the Managing Director,
Mr Andrew Woskett, are formalised in a consultancy
agreement. Mr Woskett commenced as a consultant to
Minotaur Exploration Ltd on 1 March 2010 and his annual
retainer is $330,000 per annum, exclusive of GST (effective
from 13 February 2011). The Company may terminate the
consultancy agreement without cause by providing three
(3) months written notice or making payment in lieu of
notice, based on the annual retainer. Termination payments
are generally not payable on resignation or dismissal for
serious misconduct. In the instance of serious misconduct
the Company can terminate the agreement at any time.
The employment conditions of the Executive Director,
Dr Antonio Belperio, are formalised in a contract of
employment. Dr Belperio commenced employment on
1 January 2005 and his gross salary, inclusive of the 9%
superannuation guarantee, is $260,000 per annum (effective
from 13 February 2011). The Company may terminate the
employment contract without cause by providing six (6)
months written notice or making payment in lieu of notice,
based on the annual salary component. Termination
payments are generally not payable on resignation or
dismissal for serious misconduct. In the instance of serious
misconduct the Company can terminate employment
at any time.
9
1
REMUNERATION REPORT – AUDITED
This report outlines the remuneration arrangements
in place for Directors and executives of Minotaur
Exploration Ltd.
Remuneration philosophy
The Board is responsible for determining remuneration
policies applicable to Directors and senior executives of the
Group. The broad policy is to ensure that remuneration
properly reflects the individuals’ duties and responsibilities
and that remuneration is competitive in attracting,
retaining and motivating people with appropriate skills and
experience. At the time of determining remuneration
consideration is given by the Board to the Group’s financial
performance.
Termination payments are generally not payable on
resignation or dismissal for serious misconduct. In the
instance of serious misconduct the Company can terminate
employment at any time.
The employment conditions of the Commercial Manager,
Mr Varis Lidums, are formalised in a contract of employment.
Mr Lidums commenced employment on 1 March 2011
and his gross salary, inclusive of the 9% superannuation
guarantee, is $180,000 per annum. The Company may
terminate the employment contract without cause
by providing one (1) months written notice or making
payment in lieu of notice, based on the annual salary
component. Termination payments are generally not
payable on resignation or dismissal for serious misconduct.
In the instance of serious misconduct the Company can
terminate employment at any time.
Key management personnel remuneration
and equity holdings
The Board currently determines the nature and amount
of remuneration for Board members and senior executives
of the Group. The policy is to align director and executive
objectives with shareholder and business objectives by
providing a fixed remuneration component and offering
specific long-term incentives.
The non-executive directors and other executives receive a
superannuation guarantee contribution required by the
government, which is currently 9%, and do not receive any
other retirement benefits. Some individuals, however, may
choose to sacrifice part of their salary to increase payments
towards superannuation. All remuneration paid to directors
and executives is expensed as incurred. Executives are also
entitled to participate in the Group share option scheme.
Options are valued using the Black-Scholes methodology.
The board policy is to remunerate non-executive directors
at market rates based on comparable companies for time,
commitment and responsibilities. The Board determines
payments to non-executive directors and reviews their
remuneration annually, based on market practice, duties
and accountability. Independent external advice is sought
when required.
Drilling at Mutooroo magnetite project.
0
2
The employment conditions of the Chief Geologist,
Mr Richard Flint, are formalised in a contract of employment.
Mr Flint commenced employment on 1 January 2005
and his gross salary, inclusive of the 9% superannuation
guarantee, is $170,000 per annum (effective from 1 January
2011). The Company may terminate the employment
contract without cause by providing three (3) months
written notice or making payment in lieu of notice, based
on the annual salary component. Termination payments
are generally not payable on resignation or dismissal for
serious misconduct. In the instance of serious misconduct
the Company can terminate employment at any time.
The employment conditions of the Exploration Manager,
Mr Ian Garsed, are formalised in a contract of employment.
Mr Garsed commenced employment on 15 March 2011
and his gross salary, inclusive of the 9% superannuation
guarantee, is $185,300 per annum. The Company may
terminate the employment contract without cause by
providing one (1) months written notice or making payment
in lieu of notice, based on the annual salary component.
Table 1: Director remuneration for the year ended 30 June 2011 and 30 June 2010
Primary Benefits
Post Employment
Share-based Payments
Salary & Fees
Superannuation
Options
Mr Derek Carter
2011
2010**
Mr Andrew Woskett 2011
2010
Mr Richard Bonython 2011
2010
Dr Peter Gower
2011
2010
Dr Antonio Belperio 2011
2010
Mr Robert Annells
Total
2011
2010*
2011
2010
80,000
278,749
309,231
92,308
85,780
85,780
42,000
-
198,589
187,596
-
100,000
715,600
744,433
7,200
37,179
-
-
-
-
3,780
45,780
49,041
47,404
-
3,600
60,021
133,963
-
120,083
133,777
54,143
-
90,062
-
90,062
-
90,062
-
-
133,777
444,412
Total
$
87,200
436,011
443,008
146,451
85,780
175,842
45,780
135,842
247,630
325,062
-
103,600
909,398
1,322,808
*
Included in Mr Annells fees is the amount of $60,000 paid in recognition of his years of service to Minotaur.
** Included in Mr Carter’s salary for 2010 is the payment of $100,195 in relation to annual and long service leave paid out upon retirement.
Table 2: Remuneration of key management personnel for the year ended 30 June 2011 and 30 June 2010
Primary Benefits
Post Employment
Share-based Payments
Salary & Fees
Superannuation
Options
Mr Ian Garsed
Mr Richard Flint
Mr Varis Lidums
Total
2011
2010
2011
2010
2011
2010
2011
2010
50,269
-
146,082
132,321
55,046
-
251,397
132,321
4,524
-
16,417
15,179
4,954
-
25,895
15,179
-
-
-
-
-
-
-
-
Total
$
54,793
-
162,499
147,500
60,000
-
277,292
147,500
1
2
Table 3: Options granted as part of remuneration
30 June 2010
Grant
date
Grant
number
Vesting
date
Value per option
at grant date
Exercise
price
Total fair
value
% of
Remuneration
Mr Derek Carter
10/05/10
1,200,000
10/05/10
Mr Andrew Woskett
10/05/10
10/05/10
1,000,000
1,000,000
10/08/10
11/02/11
Mr Richard Bonython
10/05/10
900,000
10/05/10
Dr Peter Gower
10/05/10
900,000
10/05/10
Mr Donald Stephens
10/05/10
400,000
10/05/10
Dr Antonio Belperio
10/05/10
900,000
10/05/10
$ 0.100
$ 0.100
$ 0.088
$ 0.100
$ 0.100
$ 0.100
$ 0.100
0.40
0.40
0.55
0.40
0.40
0.40
0.40
120,083
87,850
100,069
90,062
90,062
27.54%
36.97%
51.22%
66.30%
40,028
100.00%
90,062
27.71%
No options were issued to any Key Management Personnel as part of remuneration for the year ended 30 June 2011.
PROCEEDINGS ON BEHALF OF THE GROUP
No person has applied for leave of Court to bring
proceedings on behalf of the Group or intervene in any
proceedings to which the Group is a party for the purpose
of taking responsibility on behalf of the Group for all or
any part of those proceedings.
AUDITOR INDEPENDENCE
AND NON-AUDIT SERVICES
Grant Thornton South Australian Partnership, in its capacity
as auditor for Minotaur Exploration Ltd, has not provided
any non-audit services throughout the reporting period.
The auditor’s independence declaration for the year
ended 30 June 2011 as required under section 307C of the
Corporations Act 2001 has been received and can be found
on page 23.
Signed in accordance with a resolution of the directors
Derek Carter
Chairman
23 September 2011
No portion of remuneration paid or payable to any
Key Management Personnel employed by the Group was
performance based in 2010 or 2011.
HLB Mann Judd (SA) Pty Ltd has received professional fees
for accounting, taxation and secretarial services provided
during the year amounting to $143,377 (2009: $113,929).
Donald Stephens, the Company Secretary, is a consultant
with HLB Mann Judd (SA) Pty Ltd.
DIRECTORS’ MEETINGS
The number of meetings of Directors (including meetings
of committees of Directors) held during the year and
the number of meetings attended by each Director were
as follows:
Director
Eligible
Attended
Eligible
Attended
Directors’ Meetings
Audit Committee
Mr Derek Carter
Mr Andrew Woskett
Mr Richard Bonython
Dr Peter Gower
Dr Antonio Belperio
Mr Robert Anells
9
9
9
9
9
3
9
9
8
8
8
-
-
-
2
2
-
-
-
-
2
2
-
-
2
2
Members acting on the audit committee of the board are:
Richard Bonython Executive Director
Peter Gower
Donald Stephens Company Secretary
Non-Executive Director
T O T H E D I R E C T O R S O F M I N O TA U R E X P L O R AT I O N L I M I T E D
Level 1,
67 Greenhill Rd
Wayville SA 5034
GPO Box 1270
Adelaide SA 5001
T 61 8 8372 6666
F 61 8 8372 6677
E info@gtsa.com.au
W www.grantthornton.com.au
AUDITOR’S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF MINOTAUR EXPLORATION LIMITED
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of
Minotaur Exploration Limited for the year ended 30 June 2011, I declare that, to the best of my knowledge and belief, there
have been:
a
no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
b no contraventions of any applicable code of professional conduct in relation to the audit.
GRANT THORNTON SOUTH AUSTRALIAN PARTNERSHIP
Chartered Accountants
J L Humphrey
Partner
Adelaide, 23 September 2011
3
2
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G o v e r n a n c e
INTRODUCTION
The board of directors is responsible for the corporate
governance of Minotaur Exploration Ltd (the Company) and
its controlled entities (the Group). The Group operates in
accordance with the corporate governance principles as set
out by the ASX corporate governance council and required
under ASX listing rules.
4
2
The Group details below the corporate governance
practices in place at the end of the financial year, all of
which comply with the principles and recommendations
of the ASX corporate governance council unless
otherwise stated. Some of the charters and policies that
form the basis of the corporate governance practices
of the Group may be located on the Group’s website,
www.minotaurexploration.com.au
The ASX Corporate Governance Council has released
amendments dated 30 June 2010 to the second edition
Corporate Governance Principles and Recommendations
(Principles and Recommendations) in relation to
diversity, remuneration, trading policies and briefings.
The Group has addressed the amended principles within
this statement.
PRINCIPLE 1: Lay solid foundations for
management and oversight
Board Responsibilities
The Board is accountable to the Shareholders for the
performance of the Group and has overall responsibility for
its operations. Day to day management of the Group’s
affairs and the implementation of the corporate strategy
and policy initiatives, are formally delegated by the Board to
the Managing Director and ultimately to senior executives.
The key responsibilities of the Board include:
• Approving the strategic direction and related
objectives of the Group and monitoring management
performance in the achievementof these objectives;
• Adopting budgets and monitoring the financial
performance of the Group;
• Reviewing annually the performance of the Managing
Director and senior executives against the objectives
and performance indicators established by the Board;
• Overseeing the establishment and maintenance
of adequate internal controls and effective
monitoring systems;
• Overseeing the implementation and management of
effective safety and environmental performance systems;
• Ensuring all major business risks are identified and
effectively managed; and
• Ensuring that the Group meets its legal and
statutory obligations.
For the purposes of the proper performance of their duties,
the Directors are entitled to seek independent professional
advice at the Group’s expense, unless the Board determines
otherwise. The Board schedules meetings on a regular basis
and other meetings as and when required.
The Board has not publicly disclosed a statement of matters
reserved for the Board, or the board charter and therefore
the Group has not complied with recommendation 1.3
of the Corporate Governance Council. Given the experience
and skills of the Board of Directors, the Group has not
considered it necessary to formulate a board charter.
Recommendation 1.2: Performance evaluation of
Senior Management
The Managing Director and senior management participate
in annual performance reviews. The performance of
staff is measured against the objectives and performance
indicators established by the Board. A performance
evaluation for senior management took place for the
current reporting period in accordance with the Group’s
documented process. The performance of senior
management is reviewed by comparing performance
against agreed measures, examining the effectiveness
and results of their contribution and identifying areas
for potential improvement. In accordance with
recommendations 1.2 and 1.3 of the ASX Corporate
Governance Council the Group has not disclosed a
description of the performance evaluation process in
addition to the disclosure above.
PRINCIPLE 2: Structure the Board to add value
Size and composition of the Board
At the date of this statement the Board consists of two
non-executive Directors and three Executives. Directors are
expected to bring independent views and judgement to
the Board’s deliberations.
• Mr Derek Carter
Non-Executive Chairman
• Mr Andrew Woskett
Managing Director
• Mr Richard Bonython
Executive Director
• Dr Antonio Belperio
Executive Director
• Dr Peter Gower
Non-Executive Director
The Board considers this to be an appropriate composition
given the size and development of the Group at the present
time. The names of Directors including details of their
qualifications and experience are set out in the Directors’
Report of this Annual Report.
5
2
Recommendation 2.1: Independence
The Board is conscious of the need for independence and
ensures that where a conflict of interest may arise, the
relevant Director(s) leave the meeting to ensure a full and
frank discussion of the matter(s) under consideration by
the rest of the Board.
Those Directors who have interests in specific transactions
or potential transactions do not receive board papers
related to those transactions or potential transactions, do
not participate in any part of a Directors’ meeting which
considers those transactions or potential transactions, are
not involved in the decision making process in respect of
those transactions or potential transactions, and are asked
not to discuss those transactions or potential transactions
with other Directors. Each Director is required by the
Company to declare on an annual basis the details of any
financial or other relevant interests that they may have in
the Company.
At the date of this statement the Board consists of two
non-executive Directors, Mr Derek Carter, who is also
Chairman of the Board and Dr Peter Gower. Dr Gower has
no other material relationship with the Group or its
subsidiaries other than his directorship. Mr Carter and
his associates beneficially hold 2.15% of the issued capital
of Minotaur Exploration Ltd. The Company therefore
has one independent director as that relationship is
currently defined.
The Board does not consist of a majority of independent
directors and therefore the Group has not complied with
recommendation 2.1 of the Corporate Governance
Council. The Company considers the current structure to
be an appropriate composition of the required skills and
experience, given the size and development of the Group
at the present time.
Recommendations 2.2, 2.3: Role of the Chairman
The role of the Chairman is to provide leadership to the
Board and facilitate the efficient organisation and conduct
of the Board’s functioning. Mr Derek Carter, the Chairman
of the Group, does not also perform the role of the
Managing Director, in accordance with recommendation 2.3
of the Corporate Governance Council. He is however not
independent and therefore the Group has not complied
with recommendation 2.2.
6
2
Recommendation 2.4: Nomination, retirement and
appointment of Directors
The Board has not established a nomination and
remuneration committee in accordance with
recommendation 2.4 of the Corporate Governance Council.
The Board takes ultimate responsibility for these matters
and continues to monitor the composition of the
committee and the roles and responsibilities of the
members. Accordingly, the Group has not established
remuneration and nomination committee charter in
accordance with recommendations 2.4 and 2.6 of the
ASX Corporate Governance Council.
Recommendation 2.5: Evaluation of Board performance
The Board continues to review performance against
appropriate measures and identify ways to improve
performance. A performance evaluation of the Board, its
committees and individual directors took place for the
current reporting period in accordance with the Group’s
documented process. The Board has not formally disclosed
the process in accordance with recommendations 2.5 and
2.6 of the ASX Corporate Governance Council. The Board
takes ultimate responsibility for these matters and does
not consider the disclosure of the performance evaluation
necessary at this stage.
Recommendation 2.6: Additional information
concerning the Board and Directors
The Company will include the disclosures required by
Recommendation 2.6 in its future annual reports. There
are procedures in place, agreed by the Board, to enable
Directors, in furtherance of their duties, to seek independent
professional advice at the Company’s expense.
PRINCIPLE 3: Promote ethical and responsible
decision making
Recommendation 3.1: Code of Conduct
The Board recognises the need for Directors and employees
to observe the highest standards of behaviour and business
ethics when engaging in corporate activity. The Group
intends to maintain a reputation for integrity and is highly
committed to demonstrating appropriate corporate
practices and decision making. The Group’s officers and
employees are required to act in accordance with the law
and with the highest ethical standards.
The Board has not adopted and disclosed a formal code
of conduct applying to the board and all employees
in accordance with recommendations 3.1 and 3.3 of the
Corporate Governance Council. The Board takes ultimate
responsibility for these matters and does not consider the
disclosure of the code necessary at this stage.
b) 24 hours after the following events:
i) Any major announcements;
ii) The release of the Company’s quarterly, half yearly
Securities Trading Policy
The Company has established a policy concerning trading
in the Company’s shares by the Company’s officers,
employees and contractors and consultants to the Company
while engaged in work for the Company (Representatives).
This policy provides that it is the responsibility of each
Representative to ensure they do not breach the insider
trading prohibition in the Corporations Act. Breaches of
the insider trading prohibition will result in disciplinary
action being taken by the Company.
Representatives must also obtain written consent from the
Chairman (or, in the case of the Chairman, from the Board)
prior to trading in the Company’s securities.
Subject to these restrictions, the policy provides that
Directors, the Company Secretary and employees of, or
contractors to, the Company that have access to the
Company’s financial information or drilling results are
permitted to trade in the Company’s securities throughout
the year except during the following periods:
a)
the period between the end of the March, June,
September and December quarters and the release of
the Company’s quarterly report to ASX for so long as
the Company is required by the Listing Rules to lodge
quarterly reports; and
and annual financial results to the ASX; and
iii) the Annual General Meeting and all other
General Meetings.
In exceptional circumstances the Board may waive the
requirements of the Share trading Policy to allow
Representatives to trade in the shares of the Company,
provided to do so would not be illegal.
Directors must advise the Company Secretary of changes to
their shareholdings in the Company within two (2) business
days of the change.
Recommendations 3.2, 3.3: Diversity Policy
The ASX Corporate Governance Council has released
amendments dated 30 June 2010 to the 2nd edition
Corporate Governance Principles and Recommendations in
relation to diversity. For the purpose of the amendments
diversity includes, but is not limited to, gender, age, ethnicity
and cultural background.
The Company continues to strive towards achieving
objectives established towards increasing gender diversity.
The Company will assess all staff and Board appointments
on their merits with consideration to diversity a driver in
decision making.
7
2
The Company has not yet developed or disclosed a formal
diversity policy and therefore has not complied with the
recommendations 3.2 and 3.3 of the Corporate Governance
Council effective from 1 January 2011.
8
2
The Board is ultimately responsible for reviewing the
achievement of this policy.
The Company will include the disclosures required by
Recommendation 3.3 in its future annual reports.
Recommendations 3.4: Reporting in Annual Report
The Company’s future annual reports will include a report
containing the proportion of women employees in the
whole organisation, women in senior executive positions
and women on the Board.
PRINCIPLE 4: Safeguard integrity
in financial reporting
The Group has structured financial management to
independently verify and safeguard the integrity of their
financial reporting. The structure established by the
Group includes:
• Review and consideration of the financial statements
by the audit committee; and
• A process to ensure the independence and competence
of the Group’s external auditors.
Recommendations 4.1, 4.2, 4.3: Audit Committee
The audit, risk and compliance committee comprises
Dr Peter Gower (Chairman) and Mr Richard Bonython, an
Executive Director. Dr Peter Gower is considered
independent. The board will annually confirm the
membership of the committee.
The committee’s primary responsibilities are to:
• oversee the existence and maintenance of internal
controls and accounting systems;
• oversee the management of risk within the Group;
• oversee the financial reporting process;
• review the annual and half-year financial reports
and recommend them for approval by the Board
of Directors;
• nominate external auditors;
• review the performance of the external auditors and
existing audit arrangements; and
• ensure compliance with laws, regulations and other
statutory or professional requirements, and the Group’s
governance policies.
The Group has not complied with recommendation 4.2
of the Corporate Governance Council because it does not
consist of a majority of independent directors and only
has two committee members. Given the skills and
experience of the audit committee, the Board believes the
structure and process to be adequate. The Board continues
to monitor the composition of the committee and the
roles and responsibilities of the members.
In addition, the Board has not adopted and
disclosed a formal committee charter in accordance,
with recommendations 4.3 and 4.4 of the Corporate
Governance Council.
PRINCIPLE 6: Respect the rights of shareholders
The Board strives to ensure that Shareholders are provided
with sufficient information to assess the performance
of the Group and its Directors and to make well-informed
investment decisions.
Recommendations 6.1: Communications policy
PRINCIPLE 5: Make timely and balanced disclosure
The Group has a policy that all shareholders and investors
have equal access to the Group’s information. The Board
ensures that all price sensitive information is disclosed
to the ASX in accordance with the continuous disclosure
requirements of the Corporation’s Act and ASX Listing
Rules. The Company Secretary has primary responsibility
for all communications with the ASX and is accountable
to the Board through the Chair for all governance matters.
Recommendations 5.1: Disclosure policy
The Group has not publicly disclosed a formal disclosure
policy in accordance with recommendations 5.1 and 5.2
of the Corporate Governance Council. The Board takes
ultimate responsibility for these matters and does not
consider disclosure of a disclosure policy to be appropriate
at this stage.
9
2
Information is communicated to Shareholders through:
• annual, half-yearly and quarterly financial reports;
• annual and other general meetings convened for
Shareholder review and approval of Board proposals;
• continuous disclosure of material changes to ASX for
open access to the public; and
• the Group maintains a website where all ASX
announcements, notices and financial reports are
published as soon as possible after release to ASX.
All information disclosed to the ASX is posted on the
Group’s website www.minotaurexploration.com.au
The auditor is invited to attend the annual general meeting
of Shareholders. The Chairman will permit Shareholders
to ask questions about the conduct of the audit and the
preparation and content of the audit report.
The Group has not publicly disclosed a communications
policy in accordance with recommendations 6.1 and 6.2
of the Corporate Governance Council. The Board takes
ultimate responsibility for these matters and does
not consider disclosure of a communications policy to be
appropriate at this stage.
PRINCIPLE 7: Recognise and manage risk
PRINCIPLE 8: Remunerate fairly and responsibly
The Chairman and the non-executive Directors are
entitled to draw Directors fees and receive reimbursement
of reasonable expenses for attendance at meetings.
The Group is required to disclose in its annual report details
of remuneration to Directors. The maximum aggregate
annual remuneration which may be paid to non-executive
Directors is $300,000. This amount cannot be increased
without the approval of the Group’s shareholders.
Please refer to the remuneration report within the directors’
report for details regarding the remuneration structure of
the managing director and senior management.
Recommendation 8.1: Remuneration Committee
The Board has not established a remuneration committee
or disclosed a committee charter on the Company website
and therefore has not complied with recommendations 8.1
and 8.3 of the Corporate Governance Council. The Board
takes ultimate responsibility for these matters and does
not consider a remuneration committee to be appropriate
at this stage.
The Board has identified the significant areas of potential
business and legal risk of the Group. In addition the Board
has developed the culture, processes and structures of the
Company to encourage a framework of risk management
which identifies, monitors and manages the material risks
facing the organisation.
Recommendations 7.1, 7.2: Risk management policy
The identification, monitoring and, where appropriate, the
reduction of significant risk to the Group is the responsibility
of the Managing Director and the Board. The Board has
also established the audit, risk and compliance committee
which addresses the risks of the Group.
The Board reviews and monitors the parameters under
which such risks will be managed. Management accounts
are prepared and reviewed with the Managing Director at
subsequent board meetings. Budgets are prepared and
compared against actual results.
Management and the Board monitor the Group’s
material business risks and reports are considered at
regular meetings.
The Group has not publicly disclosed a policy for the
oversight and management of material business risks in
accordance with recommendations 7.1 and 7.4 of the
Corporate Governance Council. The Board takes ultimate
responsibility for these matters and does not consider
disclosure of a risk management policy to be appropriate
at this stage.
Recommendations 7.3: Statement from Managing
Director and Company Secretary
The Managing Director and the Company Secretary are
required to state in writing to the Board that the Group’s
financial reports present a true and fair view, in all
material respects, of the Company’s financial condition
and operational results are in accordance with relevant
accounting standards. Included in this statement is a
confirmation that the Company’s risk management and
internal controls are operating efficiently and effectively.
This statement has been received for the year ended
30 June 2011.
0
3
R e p o r t
FOR THE YEAR ENDED 30 JUNE 2011
CONTENTS
Consolidated Statement of 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 Auditor’s Report
32
33
34
35
36
63
64
1
3
Consolidated Statement of Comprehensive Income
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
Revenue
Gain on reclassification of non-current assets
Other income
Impairment of investments
Impairment of exploration and evaluation assets
Employee benefits expense
Depreciation expense
Finance costs
Share of losses of associates accounted for using the equity method
Other expenses
Profit/(Loss) before income tax expense
Income tax benefit/(expense)
Profit/(Loss) from continuing operations
Profit/(Loss) for the year
Profit/(Loss) attributable to members of the parent entity
Other comprehensive income
Exchange differences arising on translation of foreign operations
Gain/(loss) on available-for-sale investments taken to equity
Total comprehensive income for the period
Note
4(a)
4(c)
4(b)
4(d)
4(d)
4(e)
4(d)
4(d)
4(d)
4(f)
5
Consolidated Group
2011
$
429,993
4,214,545
246,583
(2,299,000)
(1,730,333)
(306,565)
(149,259)
(13,251)
(743,806)
(1,156,250)
2010
$
401,435
-
370,715
-
(3,343,536)
(1,001,160)
(135,907)
(13,488)
(459,356)
(792,705)
(1,507,343)
(4,974,002)
268,149
197,684
(1,239,194)
(4,776,318)
(1,239,194)
(4,776,318)
(1,239,194)
(4,776,318)
(97,090)
48,000
27,448
(74,717)
(1,288,284)
(4,823,587)
Earnings per share:
Basic earnings per share
Diluted earnings per share
6
6
Cents
(1.38)
(1.38)
Cents
(6.15)
(6.15)
The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
Consolidated Statement of Financial Position
A S AT 3 0 J U N E 2 0 1 1
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
Held-for-sale assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Available-for-sale investments
Investments accounted for using the equity method
Property, plant and equipment
Exploration and evaluation assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Borrowings
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Borrowings
Provisions
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Retained earnings
TOTAL EQUITY
Note
Consolidated Group
2011
$
2010
$
7
8
9
10
11
12
13
14
16
17
18
17
18
19
20
21
2,231,064
764,906
376,349
142,345
4,122,122
734,421
51,257
-
3,514,664
4,907,800
4,605,000
-
549,995
11,345,820
993,068
1,884,261
467,753
9,398,169
16,500,815
12,743,251
20,015,479
17,651,051
684,306
33,898
317,229
1,035,433
118,936
62,070
181,006
540,158
31,398
264,244
835,800
152,834
65,446
218,280
1,216,439
1,054,080
18,799,040
16,596,971
29,213,124
1,120,401
(11,534,485)
25,930,647
991,449
(10,325,125)
18,799,040
16,596,971
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
Consolidated Statement of Changes in Equity
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
Issued
Capital
Ordinary
$
Retained
Earnings
$
Consolidated Group
Share
Option
Reserve
$
Available-
for-sale
Investment
Reserve
$
Foreign
Currency
Translation
Reserve
$
Total
$
Balance at 1 July 2009
23,556,063
(6,075,236)
862,382
508,611
(61,112) 18,790,708
Balance at 30 June 2010
25,930,647
(10,325,125)
820,394
204,719
(33,664) 16,596,971
Balance at 1 July 2010
25,930,647
(10,325,125)
820,394
-
(1,239,194)
204,719
48,000
(33,664) 16,596,971
(97,090)
(1,288,284)
Total comprehensive income for the year
Issue of shares by way of private placement
Transaction costs (net of tax)
Transfer from available-for-sale revaluation
reserve upon disposal of investments
Cost of share-based payment
Transfer from share-based payment reserve
upon lapse of options
Total comprehensive income for the year
Issue of shares by way of private placement
Transaction costs (net of tax)
Exercise of options
Transfer from share-based payments reserve
upon exercise of options
Cost of share-based payment
Transfer from share-based payment reserve
upon lapse of options
Transfer from available-for-sale revaluation
reserve upon disposal of investments
-
(4,776,318)
526,429
(526,429)
-
-
-
-
484,441
-
-
-
-
(11,182)
133,777
-
-
-
-
-
-
-
-
-
2,496,000
(121,416)
-
-
-
3,382,242
(135,947)
25,000
11,182
-
-
-
29,834
(29,834)
-
-
85,281
(74,717)
27,448
(4,823,587)
-
-
(229,175)
-
-
-
-
-
-
-
2,496,000
(121,416)
(229,175)
484,441
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,382,242
(135,947)
25,000
-
133,777
-
85,281
Balance at 30 June 2011
29,213,124 (11,534,485)
913,155
338,000
(130,754) 18,799,040
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Consolidated Statement of Cash Flows
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Interest received
Finance costs
Receipt of R&D Tax Offset
Note
Consolidated Group
2011
$
2010
$
227,611
(1,655,928)
234,325
(13,198)
312,150
209,637
(1,430,983)
198,249
(13,488)
-
NET CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES
(895,040)
(1,036,585)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of property, plant and equipment
Payments for property, plant and equipment
Purchase of investments in associates
Purchase of sale of available-for-sale investments
Proceeds from sale of available-for-sale investments
Government exploration related grants
Joint venture receipts
Proceeds from the sale of exploration assets
Payments for exploration activities
-
(219,526)
(500,000)
(24,000)
368,774
-
2,280,739
-
(6,045,992)
117,670
(297,940)
(862,000)
-
628,626
90,000
1,542,174
20,000
(4,422,614)
NET CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
(4,140,005)
(3,184,084)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Transaction costs of issue of shares
Proceeds from borrowings
Repayment of borrowings
3,407,242
(212,121)
-
(34,766)
2,496,000
(173,452)
192,703
(148,636)
NET CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES
3,160,355
2,366,615
Net increase/(decrease) in cash and cash equivalents
Net foreign exchange differences
Cash at the beginning of the period
CASH AT THE END OF THE PERIOD
(1,874,690)
(16,368)
4,122,122
2,231,064
(1,854,054)
-
5,976,176
4,122,122
7
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
These consolidated financial statements and notes represent
Where controlled entities have entered or left the Group
those of Minotaur Exploration Ltd and Controlled Entities (the
during the year, the financial performance of those entities is
”consolidated group” or “group”).
included only for the period of the year that they were
controlled. A list of controlled entities is contained in Note 25
The separate financial statements of the parent entity, Minotaur
to the financial statements.
Exploration Ltd, have not been presented within this financial
report as permitted by the Corporations Act 2001.
In preparing the consolidated financial statements, all
inter-group balances and transactions between entities
in the consolidated group have been eliminated in full
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
on consolidation.
Basis of Preparation
Non-controlling interests, being the equity in a subsidiary
not attributable, directly or indirectly, to a parent,
The financial statements are general purpose financial
are reported separately within the equity section of the
statements that have been prepared in accordance with Australian
consolidated statement of financial position and statement
Accounting Standards, Australian Accounting Interpretations,
of comprehensive income. The non-controlling interests in
other authoritative pronouncements of the Australian Accounting
the net assets comprise their interests at the date of the
Standards Board (AASB) and the Corporations Act 2001.
original business combination and their share of changes in
Australian Accounting Standards set out accounting policies that
equity since that date.
the AASB has concluded would result in financial statements
b)
Income Tax
containing relevant and reliable information about transactions,
events and conditions. Compliance with Australian Accounting
Standards ensures that the financial statements and notes also
comply with International Financial Reporting Standards as
The income tax expense (revenue) for the year comprises
current income tax expense (income) and deferred tax
expense (income).
issued by the IASB. Material accounting policies adopted in the
Current income tax expense charged to profit or loss is the tax
preparation of these financial statements are presented below
payable on taxable income. Current tax liabilities (assets) are
and have been consistently applied unless otherwise stated.
measured at the amounts expected to be paid to (recovered
The financial statements have been prepared on an accruals basis
from) the relevant taxation authority.
and are based on historical costs, modified, where applicable,
Deferred income tax expense reflects movements in deferred
by the measurement at fair value of selected non-current assets,
tax asset and deferred tax liability balances during the year as
financial assets and financial liabilities.
well unused tax losses.
New and Revised Accounting Standards
Current and deferred income tax expense (income) is charged
or credited outside profit or loss when the tax relates to items
The Company has adopted the following revisions and
that are recognised outside profit or loss.
amendments to AASB’s issued by the Australian Accounting
Standards Board and IFRS issued by the International
Accounting Standards Board, which are relevant to and effective
for the Company’s financial statements for the annual period
beginning 1 July 2010:
•
Further Amendments to Australian Accounting Standards
arising from the Annual Improvements Project AASB 2009-5.
Improvements to IFRSs- AASB 2010-03.
•
The adoption of new and revised Accounting Standards effective
for the financial statements for the annual period beginning
1 July 2010 did not have a material impact on the Company’s
financial statements.
a) Principle of Consolidation
The consolidated financial statements incorporate the assets,
Except for business combinations, no deferred income tax is
recognised from the initial recognition of an asset or liability,
where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax
rates that are expected to apply to the period when the asset
is realised or the liability is settled and 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,
liabilities and results of entities controlled by Minotaur
deferred tax assets and liabilities are not recognised where
Exploration Ltd at the end of the reporting period. A controlled
the timing of the reversal of the temporary difference can be
entity is any entity over which Minotaur Exploration Ltd has the
controlled and it is not probable that the reversal will occur
ability and right to govern the financial and operating policies
in the foreseeable future.
so as to obtain benefits from the entity’s activities.
Current tax assets and liabilities are offset where a legally
Depreciation
enforceable right of set-off exists and it is intended that net
settlement or simultaneous realisation and settlement of the
respective asset and liability will occur. Deferred tax assets
and liabilities are offset where:
a) a legally enforceable right of set-off exists; and
The depreciable amount of all fixed assets including buildings
and capitalised lease assets, but excluding freehold land, is
depreciated on a straight-line and dminishing value basis over
the asset’s useful life to the consolidated group commencing
from the time the asset is held ready for use. Leasehold
b)
the deferred tax assets and liabilities relate to income
improvements are depreciated over the shorter of either the
taxes levied by the same taxation authority on either the
unexpired period of the lease or the estimated useful lives of
same taxable entity or different taxable entities where it is
the improvements.
intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability will
The useful life for each class of depreciable assets are:
occur in future periods in which significant amounts of
Class of Fixed Asset
deferred tax assets or liabilities are expected to be
recovered or settled.
Plant and equipment
Motor Vehicles
Useful life
3 - 20 years
6 - 8 years
c) 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 and
therefore carried at cost less accumulated depreciation
and any accumulated impairment. In the event the carrying
amount of plant and equipment is greater than the estimated
recoverable amount, the carrying amount is written down
immediately to the estimated recoverable amount and
impairment losses are recognised either in profit or loss or as
The assets’ residual values and useful lives are reviewed, and
adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its
recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing
proceeds with the carrying amount. These gains and
losses are included in the statement of comprehensive income.
When revalued assets are sold, amounts included in the
revaluation surplus relating to that asset are transferred to
retained earnings.
a revaluation decrease if the impairment losses relate to a
d) Exploration and Development Expenditure
revalued asset. A formal assessment of recoverable amount is
made when impairment indicators are present (refer to Note
1(r) for details of impairment).
Exploration, evaluation and development expenditures
incurred are capitalised in respect of each identifiable area
of interest. These costs are only capitalised to the extent that
The carrying amount of plant and equipment is reviewed
they are expected to be recovered through the successful
annually by directors to ensure it is not in excess of the
development of the area or where activities in the area have
recoverable amount from these assets. The recoverable
not yet reached a stage that permits reasonable assessment
amount is assessed on the basis of the expected net cash
of the existence of economically recoverable reserves.
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.
The cost of fixed assets constructed within the consolidated
group includes the cost of materials, direct labour,
borrowing costs and an appropriate proportion of fixed
and variable overheads.
Subsequent costs are included in the asset’s carrying amount
or recognised as a separate asset, as appropriate, only when it
is probable that future economic benefits associated with
Accumulated costs in relation to an abandoned area are
written off in full against profit in the year in which the
decision to abandon the area is made.
When production commences, the accumulated costs for the
relevant area of interest are amortised over the life of the
area according to the rate of depletion of the economically
recoverable reserves.
A regular review is undertaken of each area of interest to
determine the appropriateness of continuing to capitalise
costs in relation to that area of interest.
the item will flow to the Group and the cost of the item can be
Costs of site restoration are provided over the life of the
measured reliably. All other repairs and maintenance are
project from when exploration commences and are included
charged to the statement of comprehensive income during
in the costs of that stage. Site restoration costs include the
the financial period in which they are incurred.
dismantling and removal of mining plant, equipment and
building structures, waste removal, and rehabilitation of the
site in accordance with local laws and regulations and clauses
of the permits.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
d) Exploration and Development Expenditure CONTINUED
Such costs have been determined using estimates of future
costs, current legal requirements and technology on an
undiscounted basis.
Any changes in the estimates for the costs are accounted on a
prospective basis. In determining the costs of site restoration,
there is uncertainty regarding the nature and extent of
the restoration due to community expectations and future
legislation. Accordingly the costs have been determined on
the basis that the restoration will be completed within one
year of abandoning the site.
e) Leases
Amortised cost is the amount at which the financial asset or
financial liability is measured at initial recognition less principal
repayments and any reduction for impairment, and adjusted
for any cumulative amortisation of the difference between
that initial amount and the maturity amount calculated using
the effective interest method.
Fair value is determined based on current bid prices for all
quoted investments. Valuation techniques are applied to
determine the fair value for all unlisted securities, including
recent arm’s length transactions, reference to similar
instruments and option pricing models.
The effective interest method is used to allocate interest
income or interest expense over the relevant period and
is equivalent to the rate that discounts estimated future cash
Leases of fixed assets where substantially all the risks and
payments or receipts (including fees, transaction costs and
benefits incidental to the ownership of the asset, but
not the legal ownership that is transferred to entities in the
consolidated group, are classified as finance leases.
Finance leases are capitalised by recognising 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 residual values.
other premiums or discounts) through the expected life (or
when this cannot be reliably predicted, the contractual term)
of the financial instrument to the net carrying amount of
the financial asset or financial liability. Revisions to expected
future net cash flows will necessitate an adjustment to the
carrying value with a consequential recognition of an income
or expense item in profit or loss.
Lease payments are allocated between the reduction of the
The Group does not designate any interests in subsidiaries,
lease liability and the lease interest expense for the period.
associates or joint venture entities as being subject to the
Leased assets are depreciated on a straight-line basis over the
shorter of their estimated useful lives or the lease term.
Lease payments for operating leases, where substantially all
the risks and benefits remain with the lessor, are recognised
as expenses in the periods in which they are incurred.
Lease incentives under operating leases are recognised
as a liability and amortised on a straight-line basis over the
lease term.
f) Financial Instruments
requirements of Accounting Standards specifically applicable
to financial instruments.
i)
Loans and receivables
Loans and receivables are non-derivative financial assets
with fixed or determinable payments that are not quoted
in an active market and are subsequently measured at
amortised cost.
Loans and receivables are included in current assets,
where they are expected to mature within 12 months
after the end of the reporting period.
Recognition and initial measurement
ii) Available-for-sale financial assets
Financial assets and financial liabilities are recognised when
the entity becomes a party to the contractual provisions to the
instrument. For financial assets, this is equivalent to the date
that the company commits itself to either the purchase or sale
of the asset (ie trade date accounting is adopted).
Financial instruments are initially measured at fair value plus
transaction costs, except where the instrument is classified
"at fair value through profit or loss", in which case transaction
costs are expensed to profit or loss immediately.
Classification and subsequent measurement
Financial instruments are subsequently measured at fair value,
amortised cost using the effective interest rate method, or cost.
Available-for-sale financial assets are non-derivative
financial assets that are either not suitable to be classified
into other categories of financial assets due to their
nature, or they are designated as such by management.
They comprise investments in the equity of other entities
where there is neither a fixed maturity nor fixed or
determinable payments.
They are subsequently measured at fair value with
changes in such fair value (ie gains or losses) recognised
in other comprehensive income (except for impairment
losses and foreign exchange gains and losses). When the
financial asset is derecognised, the cumulative gain or loss
pertaining to that asset previously recognised in other
comprehensive income is reclassified into profit or loss.
Available-for-sale financial assets are included in
i) Foreign Currency Transactions and Balances
non-current assets where they are not expected to be sold
within 12 months after the end of the reporting period.
Functional and presentation currency
All other financial assets are classified as current assets.
The functional currency of each of the Group’s entities is
g)
Investments in Associates
measured using the currency of the primary economic
environment in which that entity operates. The consolidated
Associates are companies in which the Group has significant
financial statements are presented in Australian dollars which
influence through holding, directly or indirectly, 20% or more
is the parent entity’s functional and presentation currency.
of the voting power of the Group. Investments in associates
are accounted for in the financial statements by applying
Transactions and balances
the equity method of accounting, whereby the investment is
Foreign currency transactions are translated into functional
initially recognised at cost and adjusted thereafter for the
currency using the exchange rates prevailing at the date of the
post-acquisition change in the Group’s share of net assets of
transaction. Foreign currency monetary items are translated
the associate company. In addition, the Group’s share of
at the year-end exchange rate. Non-monetary items measured
the profit or loss of the associate company is included in the
at historical cost continue to be carried at the exchange rate
Group’s profit or loss.
The carrying amount of the investment includes goodwill
relating to the associate. Any discount on acquisition whereby
at the date of the transaction. Non-monetary items measured
at fair value are reported at the exchange rate at the date
when fair values were determined.
the Group’s share of the net fair value of the associate exceeds
Exchange differences arising on the translation of monetary
the cost of investment is recognised in profit or loss in the
items are recognised in profit or loss, except where deferred
period in which the investment is acquired.
in equity as a qualifying cash flow or net investment hedge.
Profits and losses resulting from transactions between the
Exchange differences arising on the translation of non-monetary
Group and the associate are eliminated to the extent of the
items are recognised directly in other comprehensive income
Group’s interest in the associate.
When the Group’s share of losses in an associate equals or
exceeds its interest in the associate, the Group discontinues
to the extent that the underlying gain or loss is recognised in
other comprehensive income; otherwise the exchange
difference is recognised in profit or loss.
recognising its share of further losses unless it has incurred
Group companies
legal or constructive obligations or made payments on behalf
of the associate. When the associate subsequently makes
profits, the Group will resume recognising its share of those
profits once its share of the profits equals the share of the
losses not recognised.
Details of the Group’s investments in associates are provided
in Note 12.
h)
Interests in Joint Ventures
A joint venture is a contractual arrangement whereby two or
more parties undertake an economic activity that is subject to
joint control. A jointly controlled operation involves use of
assets and other resources of the venturers rather than
establishment of a separate entity. The Group recognises its
interest in the jointly controlled operations by recognising
the assets that it controls and the liabilities that it incurs.
The Group also recognises the expenses that it incurs and its
share of the income that it earns from the sale of goods or
services by the jointly controlled operation.
The Company has entered into a number of Joint Ventures
with various parties to explore on certain tenements that the
Group has a beneficial interest in. A full list of these Joint
Ventures, as well as the parties involved, can be found at the
end of this report.
The financial results and position of foreign operations, whose
functional currency is different from the Group’s presentation
currency, are translated as follows:
•
assets and liabilities are translated at exchange rates
prevailing at the end of the reporting period;
•
•
income and expenses are translated at average exchange
rates for the period; and
retained earnings are translated at the exchange rates
prevailing at the date of the transaction.
Exchange differences arising on translation of foreign
operations with functional currencies other than Australian
dollars are recognised in other comprehensive income
and included in the foreign currency translation reserve in
the statement of financial position. These differences
are recognised in profit or loss in the period in which the
operation is disposed.
j) 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 year have been measured at the amounts
expected to be paid when the liability is settled.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
j) Employee Benefits CONTINUED
Employee benefits payable later than year have been measured
at the present value of the estimated future cash outflows to
Revenue from the sale of goods is recognised at the point of
delivery as this corresponds to the transfer of significant risks
and rewards of ownership of the goods and the cessation of
all involvement in those goods.
be made for those benefits. In determining the liability,
Interest revenue is recognised using the effective interest
consideration is given to employee wages increases and the
rate method.
probability that the employee may satisfy vesting requirements.
Those cash flows are discounted using market yields on
national government bonds with terms to maturity that match
the expected timing of cash flows.
Equity-settled compensation
The Group operates an employee share option plan.
Share-based payments to employees are measured at the fair
value of the instruments issued and amortised over the
vesting periods. Share-based payments to non-employees are
measured at the fair value of goods or services received or the
fair value of the equity instruments issued, if it is determined
the fair value of the goods or services cannot be reliably
measured, and are recorded at the date the goods or services
Revenue recognition relating to the provision of services
is determined with reference to the stage of completion of
the transaction at the end of the reporting period, where
outcome of the contract can be estimated reliably. Stage
of completion is determined with reference to the services
performed to date as a percentage of total anticipated
services to be performed. Where the outcome cannot be
estimated reliably, revenue is recognised only to the extent
that related expenditure is recoverable.
All revenue is stated net of the amount of goods and services
tax (GST).
n) Borrowing Costs
are received. The corresponding amount is recorded to the
Borrowing costs directly attributable to the acquisition,
option reserve. The fair value of options is determined using the
construction or production of assets that necessarily take a
Black-Scholes pricing model. The number of options expected
substantial period of time to prepare for their intended use or
to vest is reviewed and adjusted at the end of each reporting
sale are added to the cost of those assets, until such time as
period such that the amount recognised for services received
the assets are substantially ready for their intended use or sale.
as consideration for the equity instruments granted is based on
the number of equity instruments that eventually vest.
k) 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 using the best estimate of the
amounts required to settle the obligation at the end of the
reporting period.
l) Cash and Cash Equivalents
All other borrowing costs are recognised in profit or loss in
the period in which they are incurred.
o) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the
amount of GST, except where the amount of GST incurred is
not recoverable from the Australian Taxation Office (ATO).
Receivables and payables are stated inclusive of the amount of
GST receivable or payable. The net amount of GST recoverable
from, or payable to, the ATO is included with other receivables
or payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST
Cash and cash equivalents include cash on hand, deposits
components of cash flows arising from investing or financing
available on demand with banks, other short-term highly
activities which are recoverable from, or payable to, the ATO
liquid investments with original maturities of 6 months or
are presented as operating cash flows included in receipts
less, and bank overdrafts. Bank overdrafts are reported within
from customers or payments to suppliers.
short-term borrowings in current liabilities in the statement
of financial position.
m) Revenue and Other Income
p) Government Grants
Government grants are recognised at fair value where there is
reasonable assurance that the grant will be received and all
Revenue is measured at the fair value of the consideration
grant conditions will be met. Grants relating to expense items
received or receivable after taking into account any trade
are recognised as income over the periods necessary to match
discounts and volume rebates allowed. When the inflow of
consideration is deferred, it is treated as the provision of
the grant to the costs they are compensating. Grants relating
to assets are credited to deferred income at fair value and are
financing and is discounted at a rate of interest that is generally
credited to income over the expected useful life of the asset
accepted in the market for similar arrangements. The difference
on a straight-line basis.
between the amount initially recognised and the amount
ultimately received is interest revenue.
q) Comparative Figures
When required by Accounting Standards, comparative figures
have been adjusted to conform to changes in presentation for
the current financial year.
r) 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.
Key estimates
i)
Impairment
The Group assesses impairment at the end of each
Minotaur Exploration Ltd in future reporting periods, are
detailed below. Apart from these standards, we have considered
other accounting standards that will be applicable in future
periods, however they have been considered insignificant to
Minotaur Exploration Ltd.
a) Consolidated Financial Statements
IFRS 10: "Consolidated Financial Statements" was issued
by the IASB in May 2011 and replaces both the existing
IAS 27: "Consolidated and Separate Financial Statements"
and SIC 12: "Consolidation - Special Purpose Entities".
This new standard revises the definition of control and
related application guidance so that a single control
model can be applied to all entities. This standard will
apply to Minotaur Exploration Ltd from 1 July 2013
and it is believed there will be insignificant impact for
Minotaur Exploration Ltd.
reporting period by evaluating conditions and events
b)
Joint Arrangements
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.
ii) Exploration and evaluation expenditure
The Group capitalises expenditure relating to exploration
and evaluation where it is considered likely to be
recoverable or where the activities have not reached a
stage that permits a reasonable assessment of the
existence of reserves. While there are certain areas of
interest from which no reserves have been extracted, the
directors are of the continued belief that such expenditure
should not be written off since feasibility studies in
such areas have not yet concluded. Such capitalised
expenditure is carried at the end of the reporting period
at $11,345,820.
s) New and Revised Accounting Standards
The Group has adopted the following revisions and
amendments to AASB’s issued by the Australian Accounting
Standards Board and IFRS issued by the International
Accounting Standards Board, which are relevant to and
effective for the Group’s financial statements for the annual
period beginning 1 July 2010:
•
Further Amendments to Australian Accounting
Standards arising from the Annual Improvements
Project - AASB 2009-5.
Improvements to IFRSs - AASB 2010-03.
•
The adoption of new and revised Accounting Standards
effective for the financial statements for the annual period
beginning 1 July 2010 did not have a material impact on
the Group’s financial statements.
t) Accounting standards not yet effective
The accounting standards that have not been early adopted
for the year ended 30 June 2011, but will be applicable to
IFRS 11: "Joint Arrangements" was also issued by the IASB
in May 2011 and provides for a more realistic reflection of
joint arrangements by focussing on the rights and
obligations of the arrangement, rather than its legal form.
The standard addresses inconsistencies in the reporting
of joint arrangements by requiring a single method to
account for interests in jointly controlled entities.
This standard is applicable from 1 July 2013, with early
adoption permitted. Management is assessing the impact
on Minotaur Exploration Ltd but at this stage it is believed
there will be insignificant impact on the company.
c) Disclosure of Interests in Other Entities
IFRS 12: "Disclosure of Interests in other Entities" was
issued by the IASB in May 2011 and is a new and
comprehensive standard on disclosure requirements for all
forms of interests in other entities, including subsidiaries,
joint arrangements, associates, special purpose vehicles
and other off balance sheet vehicles. This standard is
applicable from 1 July 2013 and management is currently
assessing the impacts of the standard, which will be
limited to disclosure impacts only. There have also been
consequential amendments to IAS 28: "Investment
in Associates" as a result of the above new standard.
These amendments are applicable from 1 July 2013
and at this stage it is believed there will be no impact on
the company.
d) Fair Value Measurement
IFRS 13: "Fair Value Measurement" was issued by the IASB
in May 2011 and provides a precise definition of a fair
value, is a single source of fair value measurement and
prescribes disclosure requirements for use across IFRSs.
The requirements do not extend the use of fair value
accounting, but provide guidance on how it should be
applied where its use is already required or permitted by
other standards within IFRS. The standard will apply to
Minotaur Exploration Ltd from 1 July 2013 and at this stage
it is believed there will be no impact on the company.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
t) Accounting standards not yet effective CONTINUED
e) Other
In addition to the above recently issued accounting
standards that are applicable in future years, we note the
following new accounting standards that are applicable
in future years:
• AASB 124: "Related Party Disclosures";
• AASB 2009-12: "Amendments to Australian
Accounting Standards";
• AASB 2010-4: "Further Amendments to Australian
Accounting Standards arising from the Annual
Improvements Project";
• AASB 2010-5: "Amendments to Australian
Accounting Standards";
• AASB 2010-8: "Amendments to Australian Accounting
Standards - Deferred Tax: Recovery of Underlying
Assets"; and
• AASB 2011-4 "Amendments to Australian Accounting
Standards to Remove Individual Key Management
Personnel Disclosure Requirements".
We do not expect these accounting standards to
materially impact our financial results upon adoption.
2011
$
2010
$
2 PARENT INFORMATION
The following information has been extracted from the books and records of
the parent and has been prepared in accordance with Accounting Standards.
STATEMENT OF FINANCIAL POSITION
Assets
Current Assets
Non-current Assets
Total Assets
Liabilities
Current Liabilities
Non-current Liabilities
Total Liabilities
Equity
Issued Capital
Reserves
Retained Earnings
Total Equity
STATEMENT OF COMPREHENSIVE INCOME
(Loss) for the year
Other Comprehensive Income
Total Comprehensive Income
Guarantees
2,370,380
17,161,146
3,993,377
13,227,300
19,531,526
17,220,677
551,480
181,006
732,486
405,426
218,280
623,706
29,213,124
913,154
(11,327,238)
25,930,647
820,393
(10,154,069)
18,799,040
16,596,971
(1,203,003)
(5,052,762)
-
-
(1,203,003)
(5,052,762)
Minotaur Exploration Ltd has not entered into any guarantees, in the current or previous financial year, in relation to the debts of its subsidiaries.
Contingent Liabilities
Contingent liabilities of the parent entity have been incorporated into the Group information in Note 23. The contingent liabilities of the
parent are consistent with that of the Group.
Contractual Commitments
Contractual Commitments of the parent entity have been incorporated into the Group information in Note 22. The contractual commitments
of the parent are consistent with that of the Group.
3 OPERATING SEGMENTS
Information reported to the chief operating decision maker
(identified as the board) for the purposes of resource allocation
and assessment of segment performance focuses on types of
business segments encountered by the Group. The Group’s
reportable segments under AASB 8 are therefore as follows:
•
Investment: that being strategic investment by the Group in
equity instruments of associates and other similar entities;
Exploration activities conducted in Australia; and
•
•
The following is an analysis of the Group’s revenue and results
Exploration activities conducted in Canada.
Segment Revenue
Segment Result
Financial Year ended
30 June
2010
$
30 June
2011
$
Financial Year ended
30 June
2011
$
30 June
2010
$
4,528,277
362,844
-
584,810
191,331
4,970
1,485,471
125,454
(222,192)
(3,152,205)
(1,145,297)
4,970
4,891,121
781,111
117,982
(3,021,781)
-
-
-
-
(8,961)
-
(13,251)
(13,488)
(1,462,815)
(1,802,826)
(149,259)
(135,907)
4,891,121
772,150
(1,507,343)
(4,974,002)
268,149
197,684
(1,239,194)
(4,776,318)
from continuing operation by reportable segment.
Continuing Operations
Investments
Mineral Exploration – Australia
Mineral Exploration – Canada
Finance costs
Administration/Corporate
Depreciation
Consolidated revenue
Profit/(Loss) before income tax
Income tax benefit/(expense)
Profit/(Loss) for period
The revenue reported above represents revenue generated from
financial institutions and joint venture partners. There were no
intersegment sales during the period.
Segment profit/(loss) represents the profit earned by each segment
without allocation of central administration costs, finance costs,
depreciation and income tax(expense)/benefit. This is the measure
reported to the chief operating decision maker for the purposes of
resources allocation and assessment of segment performance.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
3 OPERATING SEGMENTS CONTINUED
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. The Group
has not reported on segment liabilities as
such amounts are not regularly provided
to the chief operating decision maker.
The following is an analysis of the Group’s
assets by reportable operating segment.
Opening
Balance
1 July 2009
$
Capital
Expenditure/
Investment
$
Impairment and
Share of loss
$
Revaluations
Disposals
$
$
Investments
Mineral Exploration – Australia
Mineral Exploration – Canada
6,147,526
262,001
(459,356)
(74,717)
(498,125)
10,531,393
1,362,306
(3,343,536)
662,813
185,193
-
-
-
-
-
Closing
Balance
30 June 2010
$
5,377,329
8,550,163
848,006
Total Segment Assets
17,341,732
1,809,500
(3,802,892)
(74,717)
(498,125)
14,775,498
Administration/Corporate
3,173,584
20,515,316
Opening
Balance
1 July 2010
$
Capital
Expenditure/
Investment
$
Impairment and
Share of loss
$
Revaluations
Disposals
$
$
2,875,553
17,651,051
Closing
Balance
30 June 2011
$
Investments
Mineral Exploration – Australia
Mineral Exploration – Canada
5,377,329
8,550,163
848,006
695,000
(3,042,806)
4,262,545
(1,487,068)
5,805,000
3,424,154
(585,036)
297,291
(1,145,297)
-
-
(43,461)
11,345,820
-
-
Total Segment Assets
14,775,498
4,372,984
(4,773,139)
4,262,545
(1,487,068)
17,150,820
Administration/Corporate
2,875,553
17,651,051
1,648,220
18,799,040
4 REVENUE AND EXPENSES
a) Revenue
Administration fees
Bank interest received or receivable
b) Other income
Other income
Net gains on disposal of tenements
Net profit/(loss) on disposal of property, plant and equipment
Net gains on disposal of available-for-sale investments
c) Gain on reclassification of non-current asset
Gain on reclassification of investment in Thomson Resources Ltd – refer Note 11
Gain on reclassification of investment in Mithril Resources Ltd – refer Note 11
d) Expenses
Impairment of non-current assets
Capitalised tenement costs written off
Impairment of available-for-sale financial assets
Total impairment of non-current assets
Depreciation of non-current assets
Plant and equipment
Motor vehicles
Total depreciation
Finance expenses
Finance costs
Interest applicable to hire-purchase
Total borrowing costs
Losses from associates
Mithril Resources Ltd
Petratherm Ltd
Thomson Resources Ltd
Total losses from associates
Consolidated Group
2011
$
2010
$
212,686
217,307
429,993
-
150,158
-
96,425
246,583
1,784,951
2,429,594
4,214,545
196,301
205,134
401,435
20,000
-
(8,961)
359,676
370,715
-
-
-
1,730,333
2,299,000
3,343,536
-
4,029,333
3,343,536
102,431
46,828
149,259
180
13,071
13,251
403,893
300,000
39,913
743,806
104,417
31,490
135,907
190
13,298
13,488
117,952
196,365
145,039
459,356
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
4 REVENUE AND EXPENSES CONTINUED
e) Employees benefits expense
Wages, salaries, directors fees and other remuneration expenses
Superannuation expense
Transfer to/(from) annual leave provision
Transfer to/(from) long service leave provision
Share-based payments expense
Transfer to capitalised tenements
f) Other expenses
Secretarial, professional and consultancy
Employee taxes and levies
Occupancy costs
Insurance costs
ASX/ASIC costs
Share register maintenance
Communication costs
Promotion and advertising
Audit fees
Other expenses
5
INCOME TAX
The major components of income tax expense are:
Statement of Comprehensive Income
Current income tax charge/(benefit)
R&D Tax offset
Income tax expense/(benefit) reported in the income statement
A reconciliation between tax expense and the product of accounting profit before
income tax multiplied by theGroup’s applicable income tax rate is as follows:
Consolidated Group
2011
$
2010
$
1,924,903
161,163
17,003
32,606
133,777
1,939,168
154,226
(55,873)
(60,473)
484,440
(1,962,887)
(1,460,328)
306,565
1,001,160
576,875
110,091
154,350
39,674
29,379
29,950
47,413
22,946
30,520
115,052
1,156,250
281,847
87,401
140,518
52,951
27,798
19,854
15,888
7,851
35,400
123,197
792,705
58,263
(326,412)
(268,149)
52,036
(249,720)
(197,684)
Accounting profit before income tax
(1,507,343)
(4,974,002)
At the Group’s statutory income tax rate of 30% (2010: 30%)
Immediate write off of capital expenditure
Expenditure not allowable for income tax purposes
Non-assessable income
Capital gains
Tax losses not recognised due to not meeting recognition criteria
Tax portion of share issue costs
(452,203)
(1,153,689)
1,489,079
(1,338,337)
170,632
1,284,518
58,263
58,263
(1,492,201)
(454,255)
1,253,351
-
160,183
532,922
52,036
52,036
The Group has tax losses arising in Australia of $11,331,547 (2010: $7,049,822) that are available
indefinitely for offset against future taxable profits of the companies in which the losses arose.
Tax consolidation
Minotaur Exploration Ltd and its 100% owned Australian resident subsidiaries have formed a tax
consolidated group with effect from 5 February 2005. Minotaur Exploration Ltd is the head entity
of the tax consolidated group.
Consolidated Group
2011
$
2010
$
6 EARNINGS PER SHARE
Basic earnings per share amounts are calculated by dividing net profit for the year
attributable to ordinary equity holders of the parent by the weighted average
number of ordinary shares outstanding during the year.
Diluted earnings per share amounts are calculated by dividing the net profit
attributable to ordinary equity holders of the parent by the weighted average
number of ordinary shares outstanding during the year plus the weighted average
number of ordinary shares that would be issued on the conversion of all the
dilutive potential ordinary shares into ordinary shares.
The following reflects the income and share data used in the basic and diluted
earnings per share computations:
Net loss attributable to ordinary equity holders of the parent entity
(1,239,194)
(4,776,318)
Weighted average number of ordinary shares for basic earnings per share
89,639,133
77,680,266
Effect of dilution
Share options
N/A
N/A
Weighted average number of ordinary shares adjusted for the effect of dilution
89,639,133
77,680,266
In accordance with AASB 133 ‘Earnings per Share’, as potential ordinary shares may
only result in a situation where their conversion results in an increase in loss per
share or decrease in profit per share from continuing operations, no dilutive effect
has been taken into account.
There have been no other transactions involving ordinary shares or potential
ordinary shares between the reporting date and the date of completion of these
financial statements.
7 CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Short-term deposits
Cash at bank earns interest at floating rates based on daily bank deposit rates.
Short-term deposits are made for varying periods between one day and six
months, depending on the immediate cash requirements of the Group, and
earn interest at the respective short-term deposit rate.
Reconciliation to Statement of Cash Flows
For the purposes of the Statement of Cash Flows, cash and cash equivalents
comprise the following at 30 June:
Cash at banks and in hand
Short-term deposits
870,064
1,361,000
2,231,064
2,683,500
1,438,622
4,122,122
870,064
1,361,000
2,231,064
2,683,500
1,438,622
4,122,122
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
7 CASH AND CASH EQUIVALENTS CONTINUED
Reconciliation of net loss after tax to net cash flows from operations
Net profit/(loss)
Adjustments for non-cash items:
Depreciation
Impairment of non-current assets
Gain on reclassification of non-current asset
Share of associates’ net (profits)/losses
Net (gain)/loss on disposal property plant and equipment and
available-for-sale financial instruments
Non-cash income tax expense/(benefit)
Share options expensed
Changes in assets and liabilities:
(Increase)/decrease in trade and other receivables
(Increase)/decrease in prepayments
(Decrease)/increase in trade and other payables
(Decrease)/increase in withholding tax payable
(Decrease)/increase in employee provisions
Consolidated Group
2011
$
2010
$
(1,239,194)
(4,776,318)
149,259
4,029,333
(4,214,545)
743,806
(246,583)
58,263
133,777
(89,075)
(32,087)
(261,159)
23,556
49,609
135,907
3,343,536
-
459,356
(359,676)
52,036
484,440
(224,991)
19,867
(66,509)
12,383
(116,616)
Net cash from operating activities
(895,040)
(1,036,585)
8 TRADE AND OTHER RECEIVABLES
Trade receivables (i)
R&D Receivable
Goods and Services Tax Receivable
Sundry debtors
i)
Trade receivables are non-interest bearing and are generally on 30-90 day terms.
An allowance for doubtful debts is made when there is objective evidence that a trade
receivable is impaired. No impairment was recognised in 2010 and 2011 and no
receivables are past due at balance date.
Information regarding the credit risk of current receivables is set out in Note 26.
9 OTHER CURRENT ASSETS
Prepayments
Accrued income
76,708
409,614
72,270
206,314
764,906
400,453
312,150
21,818
-
734,421
59,729
316,620
376,349
27,642
23,615
51,257
Consolidated Group
2011
$
2010
$
142,345
142,345
-
-
993,068
48,000
(187,068)
195,000
(2,299,000)
1,640,455
4,214,545
1,565,910
(74,717)
(498,125)
-
-
-
-
4,605,000
993,068
10 HELD-FOR-SALE ASSETS
Exploration and evaluation phase costs
As announced on the ASX on 28 July 2011, the Company intends to dispose
of certain Gawler Ranges tenements. Accordingly, these assets have been
classified as held for sale. At 30 June 2011, no impairment was recognised in
relation to these tenements as their carrying amount did not exceed their
estimated recovevable amount.
11 AVAILABLE-FOR-SALE INVESTMENTS
At fair value – Shares and rights, listed:
Opening balance
Revaluations
Disposals
Acquisitions
Impairments
Transfer from investments in associates
Gain on reclassification of non-current assets (a)
Available-for-sale investments consist of investments in ordinary shares in listed
entities. The investments are 5,300,000 fully paid ordinary shares in the capital
of ActivEX Limited (ASX code AIV), 8,000,000 fully paid ordinary shares in the
capital of Platsearch NL (ASX Code PTS), 10,000,000 fully paid ordinary shares in
the capital of Thomson Resources Ltd (ASX Code TMZ) and 21,466,667 fully paid
ordinary shares in the capital of Mithril Resources Ltd (ASX Code MTH).
In accordance with AASB 139 ’Financial Instruments: Recognition and Measurement’,
the securities are measured at fair value, which is determined to be closing bid
price for the securities. As at 30 June 2011, the closing bid price was $0.05, $0.10,
$0.15 and $0.096 respectively.
a) During the year the Company changed the classification of its investments
in Mithril Resources Ltd and Thomson Resources Ltd due to dilution of
Minotaur’s interest in both entities following a share placement and initial
public offering respectively.
In accordance with Accounting Standards both investments were revalued to
their market value on the date of the change in classification with a gain of
$2,429,594 for Mithril and $1,784,951 for Thomson recognised in the Statement
of Comprehensive Income.
At balance date, these investments were revalued to their market value. Given the
significant reduction in market value between the date of reclassification to
available for sale investments and balance date the directors have assessed that
the movement reflects an impairment of the assets and has recognised a write
down directly to the Statement of Comprehensive Income of $1,799,000 for Mithril
and $500,000 for Thomson.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
12 INVESTMENT ACCOUNTED FOR USING THE EQUITY METHOD
Investments in associates
Investment in Associates
Consolidated Group
2011
$
2010
$
-
1,884,261
Name
Principal Activities
Country of Incorporation
Shares
Ownership interest
Listed:
Mithril Resources Ltd *
Mining exploration
Petratherm Ltd
Geothermal exploration
Thomson Resources Ltd *
Mining exploration
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Accounted for as investments available for sale at 30 June 2011 (refer to Note 11).
Share of associates’ statements of financial position
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Share of associates commitments
Operating Leases
Hire Purchases
Exploration licences
Reconciliation of movement in carrying amount of investment in associates:
Balance at beginning of year
Acquisitions of investments in associates
Share of net profit/(loss) after income tax
Transfer to available for sale investments
2011
%
9.75
18.54
14.25
2011
$
Consolidated
2010
%
16.57
18.35
21.13
2010
$
392,378
3,322,880
3,715,258
(128,805)
(552,831)
2,565,561
4,579,855
7,145,416
(810,183)
(570,618)
(681,636)
(1,380,801)
3,033,622
5,764,615
< 1 year
> 1 year but
< 5 years
-
-
-
-
-
-
-
-
1,884,261
500,000
(743,806)
(1,640,455)
1,081,616
1,262,001
(459,356)
-
-
1,884,261
13 PROPERTY, PLANT AND EQUIPMENT
Plant and equipment
Cost
Opening balance
Additions
Transfer to Kaolin Pilot Plant
Accumulated depreciation
Opening balance
Depreciation for the year
Net book value of plant and equipment
Motor Vehicles
Cost
Opening balance
Additions
Disposals
Accumulated depreciation
Opening balance
Depreciation for the year
Disposals
Net book value of motor vehicles
Kaolin Pilot Plant
Cost
Opening balance
Transfer from plant and equipment
Additions
Accumulated depreciation
Opening balance
Depreciation for the year
Net book value of kaolin pilot plant
Total net book value of property, plant and equipment
Consolidated Group
2011
$
2010
$
683,942
66,937
(7,467)
743,412
409,931
102,431
512,362
231,050
231,401
1,600
-
233,001
37,659
46,828
-
84,487
148,514
-
7,467
162,964
170,431
-
-
-
170,431
549,995
563,608
120,334
-
683,942
305,514
104,417
409,931
274,011
202,383
185,073
(156,055)
231,401
55,478
31,490
(49,309)
37,659
193,742
-
-
-
-
-
-
-
-
467,753
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
Consolidated Group
2011
$
2010
$
13 PROPERTY, PLANT AND EQUIPMENT CONTINUED
The useful life of the assets was estimated as follows both for 2010
and 2011:
Plant and equipment 3 to 20 years
Motor Vehicles 6 - 8 years
The carrying value of plant and equipment held under hire purchase
contracts at 30 June 2011 is $131,472 (2010: $175,295). There were no
additions of plant and equipment held under hire purchase contracts
made during the year (2010: $180,150).
14 EXPLORATION AND EVALUATION ASSETS
Exploration, evaluation and development costs carried forward in
respect of mining areas of interest
Exploration and evaluation phases – Joint Ventures
Exploration and evaluation phases – Other
The ultimate recoupment of costs carried forward for exploration
and evaluation phases is dependent on the successful development
and commercial exploitation or sale of the respective mining areas.
Consolidated Group
Capitalised tenement expenditure movement reconciliation
Balance at beginning of year
Additions through expenditure capitalised
Reductions through joint venture contributions
Exploration related government grants
Write off of tenements relinquished
R&D Tax offset directly attributable to tenements
Transfer from Joint Ventures to other
Transfer to held for sale assets
Disposal of tenements
Balance at end of year
Exploration and Evaluation expenditure has been carried forward
to the extent that they are expected to be recouped through the
successful development of the area or where activities in the area
have not yet reached a stage that permits reasonable assessment of
the existence of economically recovered reserves. Management
assessment of carried forward expenditure resulted in impairment
of $1,730,333.
7,003,800
4,342,020
11,345,820
6,485,735
2,912,434
9,398,169
Exploration
Joint Venture
$
Exploration
Total
Other
$
$
6,485,735
3,363,994
(2,320,849)
-
(36,866)
(81,603)
(406,611)
-
-
2,912,434
2,966,486
-
(64,238)
(1,693,467)
-
406,611
(142,345)
(43,461)
9,398,169
6,330,480
(2,320,849)
(64,238)
(1,730,333)
(81,603)
-
(142,345)
(43,461)
7,003,800
4,342,020
11,345,820
15 SHARE-BASED PAYMENTS
Employee Share Option Plan
The Company has established the Minotaur Exploration Ltd Employee Share Option Plan and a summary of the Rules of the Plan are set
out below:
•
All employees (full and part time) will be eligible to participate in the Plan after a qualifying period of 12 months employment by a
member of the Group, although the Board may waive this requirement.
• Options are granted under the Plan at the discretion of the board and if permitted by the Board, may be issued to an
employee’s nominee.
•
•
Each option is to subscribe for one fully paid ordinary share in the Company and will expire 5 years from its date of issue. An option is
exercisable at any time from its date of issue. Options will be issued free. The exercise price of options will be determined by the Board,
subject to a minimum price equal to the market value of the Company’s shares at the time the Board resolves to offer those options.
The total number of shares the subject of options issued under the Plan, when aggregated with issues during the previous 5 years
pursuant to the Plan and any other employee share plan, must not exceed 5% of the Company’s issued share capital.
If, prior to the expiry date of options, a person ceases to be an employee of a Group company for any reason other than retirement at
age 60 or more (or such earlier age as the Board permits), permanent disability, redundancy or death, the options held by that
person (or that person’s nominee) automatically lapse on the first to occur of a) the expiry of the period of 6 months from the date of
such occurrence, and b) the expiry date. If a person dies, the options held by that person will be exercisable by that person’s legal
personal representative.
The Company will not apply for official quotation of any options.
• Options cannot be transferred other than to the legal personal representative of a deceased option holder.
•
•
• Option holders may only participate in new issues of securities by first exercising their options.
Shares issued as a result of the exercise of options will rank equally with the Company’s previously issued shares.
The Board may amend the Plan Rules subject to the requirements of the Listing Rules.
The expense recognised in the Statement of Comprehensive Income in relation to share-based payments is disclosed in Note 4 (e).
The following table illustrates the number (No.) and weighted average exercise prices (WAEP) and movements in share options under the
Company’s Employee Share Option Plan issued during the year:
Outstanding at the beginning of the year
Exercised during the year
Expired or lapsed during the year
Outstanding at the end of the year
Exercisable at the end of the year
No.
2011
1,280,000
(100,000)
(250,000)
930,000
930,000
WAEP
2011
0.52
0.25
0.61
0.53
0.52
No.
2010
2,600,000
-
(1,320,000)
1,280,000
1,280,000
WAEP
2010
0.46
-
0.40
0.52
0.52
400,000 options exercisable at any time until 18 January 2012 with an exercise price of $0.80.
The outstanding balance as at 30 June 2011 is represented by:
•
•
•
120,000 options exercisable at any time until 30 Jan 2013 with an exercise price of $0.55.
410,000 options exercisable at any time until 2 Dec 2013 with an exercise price of $0.25.
The weighted average remaining contractual life for the share options outstanding as at 30 June 2011 is 1.969 years (2010: 2.300 years).
The range of exercise prices for options outstanding at the end of the year was $0.25 - $0.80 (2010: $0.25 - $0.80).
The weighted average fair value of options granted during the year was nil, as no options were issued (2010: $0.097).
The fair value of the equity-settled share options granted under the option plan is estimated as at the date of grant using a Black-Scholes
model taking into account the terms and conditions upon which the options were granted.
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
16 TRADE AND OTHER PAYABLES
Trade payables (i)
Other payables (ii)
i)
Trade payables are non-interest bearing and are normally settled on 30-day terms.
ii) Other payables are non-interest bearing and are normally settled within 30 – 90 days.
Information regarding the credit risk of current payables is set out in Note 26.
17 BORROWINGS
Current
Obligations hire purchase contracts
Non-current
Obligations hire purchase contracts
18 PROVISIONS
Current
Annual leave provision
Balance at 1 July
Net increase/(decrease in provision)
Closing Balance 30 June
Long Service Leave
Balance at 1 July
Net increase/(decrease in provision)
Closing Balance 30 June
Non-current
Long Service Leave
Balance at 1 July
Net increase/(decrease in provision)
Closing Balance 30 June
Consolidated Group
2011
$
2010
$
510,525
173,781
684,306
344,638
195,520
540,158
33,898
33,898
118,936
118,936
105,206
17,003
122,209
159,038
35,982
195,020
317,229
65,446
3,376
62,070
31,398
31,398
152,834
152,834
161,079
55,873
105,206
220,172
61,134
159,038
264,244
65,055
391
65,446
19 ISSUED CAPITAL
92,709,018 fully paid ordinary shares (2010: 80,529,581)
Consolidated Group
2011
$
2010
$
29,213,124
25,930,647
29,213,124
25,930,647
2011
2010
Number
$
Number
$
Ordinary shares
Balance at beginning of financial year
Issued 9 October 2009 pursuant to private placement
80,529,581
25,930,647
-
-
70,129,581
10,400,000
23,556,063
2,496,000
Issued 1 October 2010 pursuant to private placement
12,079,437
3,382,242
Issued 1 October 2010 to an employee upon exercise of options
100,000
Transaction from share based payments reserve
Transaction costs on shares issued
-
-
25,000
11,182
(135,947)
-
-
-
-
-
-
-
(121,416)
Balance at end of financial year
92,709,018
29,213,124
80,529,581
25,930,647
Effective 1 July 1998, the Corporations legislation in place abolished the concepts of authorised capital and par value shares.
Accordingly, the Parent does not have authorised capital nor par value in respect of its issued shares.
Fully paid ordinary shares carry one vote per share and carry the right to dividends (in the event such a dividend was declared).
20 RESERVES
Share option reserve (a)
Foreign currency translation reserve (b)
Available-for-sale revaluation (c)
a) Share option reserve
Balance at beginning of financial year
Issue of options to employees and officers under Employee Share Option Plan
Transfer to issued capital upon exercise of options
Transfer to retained earnings upon lapse of options
Balance at end of financial year
b) Foreign currency translation reserve
Balance at beginning of financial year
Translation of foreign subsidiary
Balance at end of financial year
c) Available-for-sale revaluation
Balance at beginning of financial year
Revaluation increment
Transfer to Statement of Comprehensive Income upon sale of available-for-sale investments
Balance at end of financial year
Consolidated Group
2011
$
2010
$
913,155
(130,754)
338,000
1,120,401
820,394
133,777
(11,182)
(29,834)
913,155
(33,664)
(97,090)
(130,754)
204,719
48,000
85,281
338,000
820,394
(33,664)
204,719
991,449
862,382
484,441
-
(526,429)
820,394
(61,112)
27,448
(33,664)
508,611
(74,717)
(229,175)
204,719
Consolidated Group
2011
$
2010
$
(10,325,125)
(1,239,194)
29,834
(6,075,236)
(4,776,318)
526,429
(11,534,485)
(10,325,125)
133,467
90,740
224,207
44,468
124,897
169,365
(16,531)
152,834
129,580
224,207
353,787
44,469
169,365
213,834
(29,602)
184,232
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
21 RETAINED EARNINGS
Retained Earnings
Balance at beginning of financial year
Net loss attributable to members of the parent entity
Transfer from share option reserve
Balance at end of financial year
22 COMMITMENTS FOR EXPENDITURE
Operating leases
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Hire purchase commitments
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Less: future finance charges
Terms of lease arrangements
The Group has an operating lease in place for its principal place of business. The lease
commenced 1 March 2008 and expires within 5 years from commencement. The lease has
a term for renewal and has an escalation clause linked to CPI.
Future minimum lease payments under hire purchase contracts together with the present
value of the net minimum lease payments are listed in the above table.
Exploration leases
In order to maintain current rights of tenure to exploration tenements the Group will be
required to outlay in the year ending 30 June 2012 amounts of approximately $5,200,000
in respect of tenement lease rentals and to meet minimum expenditure requirements.
Pursuant to various Joint Venture agreements, it is expected that of this minimum
expenditure requirement, $2,600,000 will be funded by Minotaur’s Joint Venture partners.
In addition to the Joint Venture contributions, pursuant to the Tenement Access Agreement
made between Minotaur Operations Pty Ltd and Minotaur Uranium Pty Ltd (a wholly-owned
subsidiary of Toro Energy Ltd), the Toro Energy Group is expected to meet approximately
50% of the expenditure requirement on Minotaur Operations tenements under the Access
Agreement. For the year ended 30 June 2011, $125,000 is expected to be incurred by the
Toro Energy Group which reduces Minotaur Operations expenditure requirements under its
leases. The net obligation to the Minotaur Exploration Group is expected to be fulfilled in
the normal course of operations.
23 CONTINGENT LIABILITIES AND CONTINGENT ASSETS
At the date of signing this report, the Group is not aware of any Contingent
Asset or Liability that should be disclosed in accordance with AASB 137.
It is however noted that the Company has established various bank
guarantees in place with a number of State Governments in Australia,
totalling $161,000 at 30 June 2011 (2010: $183,500). These guarantees are
designed to act as collateral over the tenements which Minotaur explores
on and can be used by the relevant Government authorities in the event
that Minotaur does not sufficiently rehabilitate the land it explores on.
It is noted that the bank guarantees have as at the date of signing this
report never been utilised by any State Government.
24 AUDITOR’S REMUNERATION
Audit or review of the financial report
No other services have been provided.
25 CONTROLLED ENTITIES
Parent entity
Minotaur Exploration Limited (i)
Subsidiaries
Minotaur Operations Pty Ltd (ii)
Minotaur Ventures Pty Ltd (ii)
Minotaur Resources Investments Pty Ltd (ii)
Minotaur Industrial Minerals Pty Ltd (ii)
Great Southern Kaolin Pty Ltd (ii)
Minotaur Atlantic Exploration Ltd
Minotaur New Resources Spain S.L.
i) Minotaur Exploration Ltd is the head entity within the tax-consolidated group.
ii)
These companies are members of the tax-consolidated group.
Consolidated Group
2011
$
2010
$
29,620
29,620
35,400
35,400
Country of
incorporation
2011
%
2010
%
Ownership interest
Australia
Australia
Australia
Australia
Australia
Australia
Canada
Spain
100
100
100
100
100
100
-
100
100
100
100
100
100
100
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
26 FINANCIAL RISK MANAGEMENT
Credit risk management
The Group manages its capital to ensure that entities in the Group will be able to
continue as a going concern while maximising the return to stakeholders.
The capital structure of the Group consists of cash and cash equivalents and equity
attributable to equity holders of the parent, comprising issued capital, reserves and
accumulated losses as disclosed in Notes 19, 20 and 21 respectively.
Proceeds from share issues are used to maintain and expand the Group’s exploration
activities and fund operating costs.
Financial assets
Cash and cash equivalents
Trade receivables
Available-for-sale financial instruments
Investment in associates
Financial liabilities
Payables
Borrowings
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual
obligations resulting in financial loss to the Group. The Group has adopted a policy
of only dealing with creditworthy counterparties as a means of mitigating the risk
of financial loss from activities.
The Group does not have any significant credit risk exposure to any single
counterparty or any Group of counterparties having similar characteristics.
The credit risk on liquid funds is limited because the counterparties are banks with
high credit-ratings assigned by international credit-rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of
any allowances for losses, represents the Group’s maximum exposure to credit risk.
Interest rate risk
The tables listed below detail the Group’s interest bearing assets, consisting solely
of cash on hand and on short term deposit (with all maturities less than one year
in duration).
2010
Variable interest rate
2011
Variable interest rate
At reporting date, if interest rates had been 50 basis points higher or lower and all
other variables were held constant, the Group’s:
–
net loss would increase or decrease by $22,715 which is mainly attributable to
the Group’s exposure to interest rates on its variable bank deposits.
Consolidated Group
2011
$
2010
$
2,231,064
764,906
4,605,000
-
684,306
152,834
4,122,122
734,421
993,068
1,884,261
540,158
184,232
Weighted average
effective interest rate
Less than
1 year
%
$
4.71
4,122,122
4.78
2,231,064
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with
the Board, which has built an appropriate liquidity risk
management framework for the management of the Group’s
short, medium and long-term funding and liquidity management
requirements. The Group manages liquidity risk by maintaining
adequate reserves.
Liquidity and interest risk tables
The following table details the Company’s and the Group’s
remaining contractual maturity for its non-derivative financial
liabilities. The table has been drawn up based on the
undiscounted cash flows of financial liabilities based on the
earliest date on which the Group can be required to pay.
The table includes both interest and principal cash flows.
Consolidated
2010
Interest bearing
Non-interest bearing
2011
Interest bearing
Non-interest bearing
Available-for-sale financial instrument risk management
Ultimate responsibility for the Group’s investments in available-
for-sale financial instruments rests with the Board. The Board
actively manages its investments by reviewing the market value
of the Group’s portfolio at each board meeting and making
appropriate investment decisions.
Fair value measurements
The financial instruments recognised at fair value in the
statement of financial position have been analysed and
classified using a fair value hierarchy reflecting the significance
of the inputs used in making the measurements. The fair value
hierarchy consists of the following levels:
a) quoted prices in active markets for identical assets (level 1);
b)
inputs other than quoted prices included within level 1
that are observable for the assetor liability, either directly
(as prices) or indirectly (derived from prices)(level 2); and
c)
inputs for the asset or liability that are not based on
observable market data (unobservable inputs)(level 3).
Weighted average
effective interest rate
Less than
1 year than
Longer than 1 year
and not longer
5 years
%
$
$
7.69
0.00
7.69
0.00
31,398
540,158
152,834
-
33,898
684,306
118,936
-
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
26 FINANCIAL RISK MANAGEMENT CONTINUED
Consolidated Group
2011
Level 1
$
Level 2
$
Level 3
$
Total
$
Financial assets at fair value
Available-for-sale investments
–
–
ActiveX Ltd - 5,300,000 Shares
Platsearch NL - 8,000,000 Shares
– Mithril Resources Ltd - 21,466,667 Shares
–
Thomson Resources Ltd - 10,000,000 Shares
Investments in associates
–
Petratherm Ltd - 20,498,397 shares
Included within Level 1 of the hierarchy are listed investments.
The fair values of these financial assets have been based on the
closing quoted bid prices at the end of the reporting period,
excluding transaction costs.
The fair value of financial instruments that are not traded in an active
market is determined using valuation methodologies. Quoted market
prices for similar instruments is a method used to determine the fair
value. These instruments are included in Level 2.
In the circumstances where a valuation technique is based on
significant unobservable inputs, such instruments are included
in Level 3.
27 RELATED PARTY DISCLOSURE AND KEY MANAGEMENT
PERSONNEL REMUNERATION
The following individuals are classified as key management personnel
in accordance with AASB 124 ‘Related Party Disclosures’:
Mr Derek N Carter, Chairman
Mr Andrew Woskett, Managing Director
Mr Richard M Bonython, Executive Director
Dr Peter J Gower, Non-Executive Director
Dr Antonio P Belperio, Executive Director
Mr Donald Stephens, Company Secretary
Mr Richard Flint, Chief Geologist
Mr Varis Lidums, Commercial Manager
Mr Ian Garsed, Exploration Manager
Short-term employee benefits
Post employment benefits
Share-based payments
265,000
784,000
2,056,000
1,500,000
-
4,605,000
-
-
-
-
-
-
-
-
-
-
-
-
265,000
784,000
2,056,000
1,500,000
-
4,605,000
Consolidated Group
2011
$
966,997
85,916
133,777
2010
$
876,754
149,142
444,412
1,186,690
1,470,308
a) Option holdings of Key Management Personnel
Balance at
beginning
of period
Granted as
remuneration
Exercised
Net change
other
Balance
at end of
period
Expiry
Date
First
Exercise
Date
Last
Exercise
Date
30 June 2011
Directors
Derek Carter
1,200,000
Richard Bonython
Peter Gower
Antonio Belperio
Andrew Woskett
Executives
Donald Stephens
Richard Flint
Varis Lidums
Ian Garsed
30 June 2010
Directors
Derek Carter
Richard Bonython
Peter Gower
Antonio Belperio
Andrew Woskett
Executives
Donald Stephens
Richard Flint
900,000
900,000
900,000
400,000
1,000,000
1,000,000
400,000
-
100,000
50,000
100,000
-
-
-
-
-
-
-
-
-
-
200,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(200,000)
-
-
-
-
-
1,200,000
17/05/15
18/05/10
17/05/15
900,000
900,000
900,000
400,000
1,000,000
1,000,000
400,000
-
100,000
50,000
100,000
-
-
17/05/15
18/05/10
17/05/15
17/05/15
18/05/10
17/05/15
17/05/15
02/12/12
29/08/15
27/02/16
18/05/10
03/12/07
30/08/10
28/02/11
17/05/15
02/12/12
29/08/15
27/02/16
17/05/15
11/11/12
18/01/12
30/01/13
02/12/13
18/05/10
12/11/09
19/01/07
31/01/08
03/12/08
N/A
N/A
N/A
N/A
17/05/15
11/11/12
18/01/12
30/01/13
02/12/13
N/A
N/A
Balance at
beginning
of period
Granted as
remuneration*
Exercised
Net change
other
Balance
at end of
period
Expiry
Date
First
Exercise
Date
Last
Exercise
Date
1,800,000
-
-
1,200,000
900,000
-
900,000
-
500,000
-
400,000
-
900,000
-
900,000
-
900,000
-
-
-
1,000,000
1,000,000
400,000
-
100,000
50,000
100,000
50,000
-
400,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,800,000)
-
-
1,200,000
(900,000)
-
(900,000)
-
(500,000)
-
-
-
900,000
-
900,000
-
900,000
400,000
-
-
1,000,000
1,000,000
(400,000)
-
(100,000)
-
-
-
-
400,000
-
50,000
100,000
50,000
01/01/10
17/05/15
01/01/10
17/05/15
01/01/10
17/05/15
15/02/10
17/05/15
02/12/12
29/08/15
27/02/16
15/02/10
17/05/15
15/02/10
31/12/10
18/01/12
30/01/13
01/01/05
18/05/10
01/01/05
18/05/10
01/01/05
18/05/10
15/02/05
18/05/10
03/12/07
30/08/10
28/02/11
15/02/05
18/05/10
15/02/05
01/01/06
19/01/07
31/01/08
31/12/09
17/05/15
31/12/09
17/05/15
31/12/09
17/05/15
14/02/10
17/05/15
02/12/12
29/08/15
27/02/16
14/02/10
17/05/15
15/02/10
31/12/10
18/01/12
30/01/13
Notes to the Financial Statements
F O R T H E F I N A N C I A L Y E A R E N D E D 3 0 J U N E 2 0 1 1
27 RELATED PARTY DISCLOSURE AND KEY MANAGEMENT
PERSONNEL REMUNERATION CONTINUED
b) Shareholdings of Key Management Personnel
30 June 11
Directors
Derek Carter
Andrew Woskett
Richard Bonython
Peter Gower
Antonio Belperio
Executives
Donald Stephens
Richard Flint
Varis Lidums
Ian Garsed
30 June 10
Directors
Robert Annells
Derek Carter
Richard Bonython
Peter Gower
Antonio Belperio
Executives
Donald Stephens
Richard Flint
Associates
Balance at
1 July 10
On Exercise
of Options
Net Change
Other
Balance
30 June 11
2,056,805
-
1,452,000
600,000
680,306
305,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,056,805
-
1,452,000
600,000
680,306
305,000
-
-
-
Balance at
1 July 09
On Exercise
of Options
Net Change
Other
Balance
30 June 10
412,534
2,056,805
1,452,000
600,000
680,306
305,000
-
-
-
-
-
-
-
-
(50,000)
-
-
-
-
-
-
362,534
2,056,805
1,452,000
600,000
680,306
305,000
-
Throughout the year, Minotaur Exploration Ltd invoiced its associates Mithril Resources Ltd (’Mithril’), Petratherm Ltd ("Petratherm") and
Thomson Resources Ltd ("Thomson") for the provision of technical staff and equipment, as well as reimbursements for expenditure
jointly incurred. These transactions were undertaken on an arms length basis and in aggregate for the year ended 30 June 2011 totalled
$29,420 (2010: $219,090) exclusive of GST. No amounts were owed by any associate at the end of the year (2010: $12,322).
Director related entities
In addition, Minotaur Exploration Ltd invoiced Toro Energy Ltd and its wholly owned subsidiary Minotaur Uranium Pty Ltd (Derek Carter, the
Company’s Chairman is a board member of Toro) for reimbursements relating to exploration expenditure jointly incurred. These transactions
were undertaken on an arms length basis and in aggregate for the year ended 30 June 2011 totalled $7,315 (2010: $33,094), exclusive of GST.
Wholly owned group transactions
The wholly owned Group consists of Minotaur Exploration Ltd and its wholly owned controlled entities Minotaur Operations Pty Ltd,
Minotaur Ventures Pty Ltd, Minotaur Resources Investments Pty Ltd, Minotaur Atlantic Ltd, Minotaur Industrial Minerals Pty Ltd and
Great Southern Kaolin Pty Ltd. Ownership interests in these controlled entities are set out in Note 25. Transactions between Minotaur
Exploration Ltd and other entities in the wholly owned Group during the year consisted of loans advanced by Minotaur Exploration Ltd
to fund exploration and investment activities.
Directors’ Declaration
The Directors of the Company declare that:
1
the financial statements and notes, as set out on pages 32 to 62, are in accordance with the Corporations Act 2001 and:
a)
comply with Accounting Standards, which, as stated in accounting policy Note 1 to the financial statements,
constitutes explicit and unreserved compliance with International Financial Reporting Standards (IFRS); and
b) give a true and fair view of the financial position as at 30 June 2011 and of the performance for the year ended on
that date of the Company and consolidated Group;
2
the Managing Director and Company Secretary have each declared that:
a)
the financial records of the Company for the financial year have been properly maintained in accordance with
section 286 of the Corporations Act 2001;
b)
the financial statements and notes for the financial year comply with the Accounting Standards; and
c)
the financial statements and notes for the financial year give a true and fair view; and
3
in the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Mr Derek N Carter
Director
23 September 2011
Independent Auditor’s Report
T O T H E M E M B E R S O F M I N O TA U R E X P L O R AT I O N L I M I T E D
Level 1,
67 Greenhill Rd
Wayville SA 5034
GPO Box 1270
Adelaide SA 5001
T 61 8 8372 6666
F 61 8 8372 6677
E info@gtsa.com.au
W www.grantthornton.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF MINOTAUR EXPLORATION LIMITED
Report on the financial report
We have audited the accompanying financial report of Minotaur Exploration Limited (the “Company”), which comprises
the consolidated statement of financial position as at 30 June 2011, consolidated the statement of comprehensive income,
the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended,
notes comprising a summmary of significant accounting policies and other explanatory information and the directors’
declaration of the consolidated entity comprising the Company and the entities it controlled at the year’s end or from time
to time during the financial year.
Directors’ responsibility for the financial report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view of
the financial report in accordance with Australian Accounting Standards and the Corporations Act 2001. This responsibility
inclues such internal controls as the Directors determine are necessary to enable the preparation of the financial report
to be free from material misstatement, whether due to fraud or error. The directors also state, in the notes to the financial
report, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that compliance with
the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the
financial statements and notes, complies with International Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards which require us to 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 judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error.
in making those risk assesments, the auditor considers internal control relevant to the Company’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 Company’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.
Grant Thornton South Australia Partnership ABN 27 244 906 724
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
Grant Thornton Australia Limited is a member firm within Grant Thornton International Ltd. Grant Thornton International Ltd and the member firms are not a worldwide partnership.
Grant Thornton Australia Limited, together with its subsidiaries and related entities, delivers its services independently in Australia.
Liability limited by a scheme approved under Professional Standards Legislation.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
Auditor’s opinion
In our opinion:
a
the financial report of Minotaur Exploration Limited is in accordance with the Corporations Act 2001, including:
i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2011 and of its performance
for the year ended on that date; and
ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
b the financial report also complies with International Financial Reporting Standards as disclosed in the notes to the
financial statements.
Report on the remuneration report
We have audited the remuneration report included in the directors’ report for the year ended
30 June 2011. 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.
Auditor’s opinion on the remuneration report
In our opinion, the remuneration report of Minotaur Exploration Limited for the year ended 30 June 2011, complies with
section 300A of the Corporations Act 2001.
GRANT THORNTON SOUTH AUSTRALIAN PARTNERSHIP
Chartered Accountants
J L Humphrey
Partner
Adelaide, 23 September 2011
ASX Additional Information
I N T E R E S T S I N M I N I N G T E N E M E N T S
Lease ID
Lease Name
State
Holding Company
MinotaurEquity
or EquityEarned
JV Partner
EL3745
EL3761
EL3762
EL4203
EL4270
EL4352
EL4388
EL4435
EL4439
EL4478
EL4495
EL4541
EL4575
EL4596
EL4616
EL4692
EL4696
EL4697
EL4708
EL4745
EL4762
EL4763
EL4776
MUTOOROO
ROXBY NORTH
ACROPOLIS SOUTH
SCEALES
WOODVILLE DAM
COLLINS TANK
BLINMAN
WHITING
DECEPTION HILL
WILKAWILLINA
LAKE EVERARD WEST
ANNA VILLA
TOOTLA
YELLABINNA
MAITLAND
PANDURRA
COORITTA
YANERBIE
KOOLCUTTA
BONYTHON HILL
BURT LAGOON
KALLIOOTA
MT DOUBLE
ELA74/2009
PARAKYLIA
ELA183/2010
LAKE EVERARD
ELA200/2010
YANERBIE
ELA232/2010
EDIACARA
ELA281/2010
MOUNT DOUBLE
ELA367/2010
CAMEL LAKE
ELA14/2011
NONNING
ELA69/2011
OOLGELIMA CREEK
ELA71/2011
LAKE CADI
ELA95/2011
YUDNAPINNA
ELA153/2011
MINGARY
ML4386
ML5856
THIRD PLAIN
EAREA DAM
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
SA
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Perilya
Minotaur Operations
Minotaur Operations
Perilya
Helix Resources
Red Metal
Great Southern Kaolin
Helix Resources
Red Metal
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Helix Resources
Minotaur Operations
Perilya
Minotaur Operations
Minotaur Operations
Menninnie Metals Pty Ltd
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Perilya
Minotaur Operations
41%
100%
100%
100%
41%
41%
49%
100%
100%
49%
54%
0%
100%
54%
0%
100%
100%
100%
100%
55%
100%
100%
100%
100%
54%
100%
49%
100%
100%
100%
100%
100%
100%
100%
49%
100%
Sumitomo 59%
Sumitomo 59%
Sumitomo 59%
Perilya 51%
Perilya 51%
Helix 46%
Red Metal 100%
Helix 46%
Red Metal 100%
Subject to Spencer
Resources Tenement
Purchase Agreement
Subject to Spencer
Resources Tenement
Purchase Agreement
BHPB 44%
Subject to Spencer
Resources Tenement
Purchase Agreement
Helix 46%
Perilya 51%
Subject to sale deed –
Nonning Joint Venture
Subject to Spencer
Resources Tenement
Purchase Agreement
Sumitomo 59%
Perilya 51%
Lease ID
Lease Name
State
Holding Company
MinotaurEquity
or EquityEarned
JV Partner
Sumitomo 59%
Mitsubishi 32%
JOGMEC 0%
BHPBilliton NSR,
JOGMEC 0%
BHPBilliton NSR,
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
JOGMEC 0%
EL6496
EL6882
EL7169
EL7588
ELA4529
EPM8608
OAKDALE
BOOROWA
LOUTH
ARTHURVILLE
WALLABY CREEK
BENDIGO PARK
NSW
NSW
NSW
NSW
NSW
QLD
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
EPM12463
CLONAGH
QLD
Minotaur Operations
EPM14296
EPM16479
EPM16594
EPM16927
EPM16975
EPM16977
EPM17286
EPM18017
EPM18268
EPM18283
CLONAGH NORTH
SHAG ROCK
FOUR MILE BORE
RACECOURSE
CATTLE CREEK
DRY CREEK
JACKYS CREEK
COTSWOLD
MOUSE
HINKLER WELL
EPMA18315
CAMEL WELL
EPM18367
EPM18624
COTSWOLD HOMESTEAD
OORINDI PARK
EPMA16396
ERNEST HENRY NORTH
EPMA18068
GIDYEA BORE
EPMA18317
NINE MILE BORE
EPMA18571
SANDY CREEK
EPMA18572
NORTH OSBORNE
EPMA18573
GUM CREEK
EPMA18574
MOMEDAH CREEK
EPMA18575
CARBO CREEK
EPMA18576
PATHUNGA CREEK
EPMA18720
CUCKADOO
EPMA18802
EAST RACECOURSE
EPMA18861
DONALDSON WELL
EPMA19050
DATCHET
EPMA19061
WINDSOR
EPMA19066
LUCIA
EPMA19096
STRATHFIELD
EPMA19205
ERNEST HENRY WEST
EL5253
EL5296
EL27733
ELA28789
DOOKIE
ROCHESTER
COOLIBAH
MIDNIGHT CREEK
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
VIC
VIC
NT
NT
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
41%
68%
100%
100%
100%
99%
99%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
ASX Additional Information
S H A R E H O L D I N G S A S AT 2 8 S E P T E M B E R 2 0 1 1
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as
follows. The information is current as at 28 September 2011.
Distribution of equity securities
Ordinary share capital
92,709,018 fully paid ordinary shares are held by 2,826 individual shareholders. There are no restricted and unquoted
ordinary shares.
All issued ordinary fully paid shares carry one vote per share.
Options
7,630,000 unlisted options are held by 14 individual option holders. One holder, Mr Andrew Woskett, holds 2,000,000 options
(equivalent to 26.21% of the total unlisted options on issue).
The number of shareholders, by size of holding, in each class are:
Fully paid ordinary shares
Unlisted Options
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Holding less than a marketable parcel
Substantial shareholders
Ordinary shareholders
OZ Minerals Limited
Newmont Capital Pty Ltd
425
931
456
881
133
2,826
1,085
-
-
-
4
10
14
-
Fully paid
Number
8,041,670
5,320,000
13,361,670
Percentage
8.67%
5.74%
14.41%
Fully Paid Ordinary Shares
TWENTY LARGEST HOLDERS OF QUOTED EQUITY SECURITIES
Oxiana Ltd
Newmont Capital Pty Ltd
Yarraandoo Pty Ltd
Lam Speculative Limited
Bell Potter Nominees Ltd
Dorica Nominees Pty Ltd
Kimbriki Nominees Pty Ltd
HSBC Custody Nominees (Australia) Limited
OZ Minerals Limited
Mr Nicholas James Carter + Mrs Susan Mary Carter
Mr Derek Northleigh Carter
JP Morgan Nominees Australia Limited
Valnera Holdings Pty Ltd
Mr Nicholas Carter
Romadak Pty Ltd
Dr Peter John Gower
Maniciti Pte Ltd
Mr Derek Northleigh Carter + Mrs Carlsa Joyce Carter
PFH Super Pty Ltd
KABT Holdings Pty Ltd
Number
7,000,000
5,320,000
3,662,129
3,332,647
3,090,109
1,402,000
1,387,677
1,359,036
1,041,670
954,000
900,000
800,387
800,000
771,445
608,334
600,000
580,000
551,249
550,000
500,000
Percentage
7.55%
5.74%
3.95%
3.60%
3.33%
1.51%
1.50%
1.47%
1.12%
1.03%
0.97%
0.86%
0.86%
0.83%
0.66%
0.65%
0.63%
0.59%
0.59%
0.54%
35,210,683
37.98%
www.minotaurexploration.com.au