NAVARRE MINERALS LIMITED
ABN 66 125 140 105
Annual Report 2013
Navarre Minerals Limited
ABN 66 125 140 105
Corporate Directory
Contents
Company
Navarre Minerals Limited
ABN 66 125 140 105
and subsidiary:
Black Range Metals Pty Ltd
ABN 31 158 123 687
Directors
Kevin Wilson (Chairman)
Geoff McDermott (Managing Director)
John Dorward
Colin Naylor
Company Secretary
Jane Nosworthy
Registered Office & Principal Operations Office
40-44 Wimmera Street
PO Box 385
Stawell Victoria 3380 Australia
Chairman’s Report
Managing Director’s Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Remuneration Report
Corporate Governance Statement
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Review Report
Additional Shareholder Information
2
3
7
14
15
25
31
32
33
34
35
61
62
64
Telephone +61 (3) 5358 8625
Email
info@navarre.com.au
Website www.navarre.com.au
Share Registrar
Boardroom Pty Limited
Level 7, 207 Kent Street
Sydney NSW 2000 Australia
Telephone +61 (2) 9290 9600
+61 (3) 9279 0664
Facsimile
Auditor
RSM Bird Cameron Partners
Level 8, South Tower, Rialto
525 Collins Street
Melbourne Victoria 3000 Australia
Stock Exchange Listing
ASX Limited
Level 4, North Tower, Rialto
525 Collins Street
Melbourne Victoria 3000 Australia
ASX Code: NML
Incorporated 30 April 2007
Victoria, Australia
FORWARD LOOKING STATEMENTS
about
that have been based on
includes certain forward-looking
This Annual Report
current
statements
expectations
and
future
circumstances. These forward-looking statements are,
however, subject to risks, uncertainties and assumptions
that could cause those acts, events and circumstances to
differ materially from the expectations described in such
forward-looking statements.
events
acts,
These factors include, among other things, commercial
and other risks associated with the meeting of objectives
and other investment considerations, as well as other
matters not yet known to the Company or not currently
considered material by the Company.
1
Navarre Minerals Limited
ABN 66 125 140 105
CHAIRMAN’S REPORT
It is my pleasure to report on your company’s progress for the 2013 financial year, our second full year listed on the
Australian Securities Exchange.
The past 12 months have been characterised by equity market volatility and poor sentiment towards the mineral
exploration sector in general. Nevertheless, we continued to seek new discoveries and invest for growth while adding
value to our exciting project portfolio. We remain committed to capitalising on the opportunities and meeting the
challenges that lie ahead, and to achieving our goal of defining a maiden mineral resource of significant economic value
through exploration success.
During 2013, exploration expenditures have been prioritised on key targets at Tandarra, Black Range and Stavely. Our
achievements in the past twelve months at Tandarra include:
extending the total strike length of the gold mineralisation to over two kilometres through drilling on the northern
extensions of the established lines of reef;
recording our highest gold result for the Macnaughtan line from a depth of 69m with an intercept of 4.5m @ 23.1g
Au/t, including an interval of 1.5m containing visible gold up to 4.5mm in length; and
achieving full ownership of the Tandarra project in return for a 2% royalty.
At our Western Victoria Copper Project, the Eclipse prospect was recognised as a large-tonnage porphyry-style copper-
gold target containing potential ore grade mineralisation. Most recently, a new porphyry-style copper and molybdenum
target was identified on the recently granted Stavely licence. The Lexington prospect, as it is now known, was uncovered
from historical records revealed by the Geological Survey of Victoria.
These exciting developments highlight the emergence of interest in copper in western Victoria during the year. This is an
area your management have been monitoring and observing for several years. Recent work from the Geological Survey
of Victoria suggests that this region represents an old tectonic plate boundary, similar to that seen in New South Wales
where the large copper-gold porphyry deposit at Cadia is hosted. Our Western Victoria Copper Project comprises
1,200km2 of tenements, capturing over 130 kilometres of highly prospective volcanic rocks. We see a significant
opportunity for a large-scale porphyry copper and gold discovery in these rocks and we are currently planning our search
strategy for 2014.
We remain positive for the company’s prospects. In the year ahead, we will continue to focus on developing our mineral
opportunities at Tandarra and within our Western Victoria Copper Project. We will also continue to explore opportunities
to develop your company’s existing assets through investment partnerships with other industry participants and to build
our asset portfolio through transactional opportunities.
My particular thanks go to our Managing Director, Geoff McDermott, for his strong leadership and to our first-rate team
of employees for their efforts and commitment towards growing Navarre into a leading Victorian mineral explorer. I also
thank my fellow directors, John Dorward and Colin Naylor, for their commitment to Navarre and our company secretary
Jane Nosworthy. I am confident that the contributions of this dedicated group of individuals will ensure a sound future
for Navarre.
I would also like to thank the people in the communities in which we explore. In particular, I would like to thank our
farming neighbours at our Tandarra and Black Range -Stavely project areas for their assistance during our work programs
in the last twelve months.
Finally, I would like to thank my fellow shareholders for their continued support in a difficult economic environment, and
our largest shareholder, Crocodile Gold, for their assistance with the construction and commissioning of our bulk
sampling plant at Stawell.
Kevin Wilson
Chairman
24 September 2013
2
Navarre Minerals Limited
ABN 66 125 140 105
MANAGING DIRECTOR’S REVIEW OF OPERATIONS 2013
Navarre Minerals maintained an active exploration program during the year with the objective of identifying economic
copper and gold mineral deposits. In accordance with the Company’s strategy of self-funding its copper and gold search,
exploration programs were undertaken at the Western Victoria Copper, Landsborough Fault and Bendigo North projects
located in central and western Victoria.
Exploration expenditure for the 2013 financial year was $1,271,064, reflecting a balance between conserving cash
resources and maintaining exploration activities at reduced levels in response to external economic conditions affecting
the resources industry. Despite the difficult external environment, much has been achieved over the course of the past
year.
Figure 1: Location of Navarre tenements
3
Navarre Minerals Limited
ABN 66 125 140 105
MANAGING DIRECTOR’S REVIEW OF OPERATIONS 2013 (cont.)
Bendigo North Group of Gold Projects
Tandarra prospect
The Tandarra prospect is a recent greenfields gold discovery under shallow cover, 40 kilometres north of the 22 million
ounce Bendigo Goldfield (Figure 1). The Company believes that Tandarra is part of a potential new goldfield emerging in
central Victoria with opportunities for open pit mining.
Navarre achieved a significant milestone on 5 September 2012 when the Company attained full ownership of the
Tandarra prospect following completion of formal agreements with Crocodile Gold Corp. (Crocodile), Navarre’s largest
shareholder and leading Victorian gold producer. The agreements to convert Crocodile’s right to earn a majority interest
in Tandarra into a 2% net smelter royalty (NSR) over future gold production gives Navarre greater control over its number
one gold project. The arrangement also gives Navarre the right to buy back 1% of the NSR for $2.0 million within four
years, which would reduce the NSR to 1%.
During the year Navarre completed a 5,900 metre drilling campaign comprising 60 air-core holes at Tandarra, targeting
the northern extensions of the established Macnaughtan, Tomorrow and Reynolds lines of reef. The highlight of this
drilling was a result of 4.5m @ 23.1g Au/t from 69m down-hole in air-core hole ACT151, including an interval of 1.5m @
59.2g Au/t which contained multiple grains of visible gold up to 4.5mm in length (see ASX release 18 December 2012).
This is Navarre’s highest gold result for the Macnaughtan line, and is surpassed only by ACT015 which returned 10m @
34.4g Au/t from a depth of 37m on the adjacent Tomorrow line (see ASX release 3 June 2011). These results are typical
of the nuggety gold distribution within the quartz reefs systems at Tandarra which is analogous to the reefs mined at the
22Moz Bendigo Goldfield.
During the year the Company also acquired a bulk sample treatment plant (Plant) for the purpose of testing existing larger
drill samples collected over the past 18 months for contained gold and to help estimate the nugget effect at Tandarra.
Following execution of a commercial agreement with Crocodile, the Plant was relocated to Crocodile’s Stawell Gold Mine
operation (SGM) in November 2012 and has undergone substantial modification and reassembly using SGM expertise.
The Plant has been commissioned successfully and a total of 10 RC sample residues have now been processed with
concentrates and tail products dispatched for laboratory analysis. Several specks of visible gold, often with pyrite and
arsenopyrite sulphides, were noted in some of the concentrate products. The bulk testing program is expected to take
several months to complete.
Raydarra and Sebastian Gold Projects
During the year Navarre met the initial expenditure requirement to earn a 51% participating interest in the prospective
Sebastian Gold Project.
The Company completed a four line CSAMT geophysical survey at Sebastian across a nine kilometre corridor of the
Frederick the Great (FTG) line of mineralisation. Five CSAMT anomalies were selected for follow-up drill testing with a
1,100 metre program comprising 15 air-core holes. All holes intersected quartz veining. The best result returned was
1.5m @ 0.38g Au/t from 45m in ACS011 (see ASX release 16 January 2013). The Company is reviewing the results of the
program.
Western Victoria Copper Project
Navarre’s 100%-owned Western Victoria Copper Project (ELs 4590, 4973, 5425 & 5426) capture multiple, largely untested
targets in 130 kilometres of Black Range – Stavely volcanic rocks, generally masked by younger cover ranging in thickness
from a few metres to approximately 100 metres at Mitre. Small windows of basement exposure have led to the discovery
of a number of copper and gold prospects, of which Eclipse and Lexington are two of the more advanced. These volcanics
form part of an ancient magmatic arc system, which is considered highly prospective for porphyry copper, volcanic-hosted
massive sulphides and epithermal-style mineralisation.
4
Navarre Minerals Limited
ABN 66 125 140 105
MANAGING DIRECTOR’S REVIEW OF OPERATIONS 2013 (cont.)
Eclipse prospect
During the year, the Eclipse prospect was recognised as a large-tonnage porphyry-style copper-gold target containing
potential ore grade mineralisation. Recent drilling by the Company has identified a large phyllic alteration zone of over
1,000m x 500m from within a large demagnetised geophysical footprint. This alteration occurs from near surface to a
vertical depth of approximately 300m, only limited by drilling depth. Mineralisation intensity and tenor appear to
increase to the west and plunge gently to the west under sandstone cover away from diamond hole DD10BR001 which
recorded 276.1m @ 0.3% Zn and 0.1g Au/t (see Navarre’s December 2010 prospectus). Previously reported shallow high-
grade intercepts of significance from within the phyllic alteration zone at Eclipse include:
15m @ 0.7% Cu, 1.9% Zn, 0.8g Au/t from 28m depth to end of hole in RC92GM52
13m @ 0.7% Cu, 0.2g Au/t, including 2m @ 2.2% Cu from 29m down hole in RC92GM55 (hole ends in
mineralisation)
2m @ 3.0% Cu, 2.0g Au/t from 37m down hole in RC93GM65
* See Navarre’s December 2010 prospectus for complete table of results.
A broad pattern of surface soils geochemistry was trialed during early 2013 over Eclipse. The program generated two
high quality anomalies each containing an overlap of elements considered indicative of proximal zones to a porphyry
copper-gold core. In April 2013 a program of 20 shallow air-core and reverse circulation drill holes targeting these
geochemical anomalies demonstrated further broad zones of potential ore grade mineralisation with assays typical of
porphyry systems currently mined in Australia and overseas.
Highlights of the program included:
7.5m @ 0.41% Cu from 30m depth to end of hole in ACBR009;
25.5m @ 0.18% Cu, including 4.5m @ 0.40% Cu and 0.1 g/t Au from 24.0 metres to end of hole in ACBR010; and
13.5m @ 0.4% Zn and 0.3 g/t Au from 34.5 metres to end of hole in ACBR006.
* See ASX release dated 16 April 2013 for complete table of results.
Most drill holes at Eclipse encountered a metal depletion zone within the top 10 to 20 metres of the basement, with eight
holes transitioning into sulphide mineralisation which persisted to the end of hole. Five drill holes targeting anomalies
beneath un-mineralised sandstone failed to reach target depths due to thicker sandstone cover than expected. These
targets remain to be tested.
Next steps are aimed at locating a potential high-grade copper and gold porphyry core, which will involve infill
geochemistry, field mapping, petrology studies, geological modelling of the alteration zones and planning for deeper
drilling.
Lexington prospect
In June 2013 a new porphyry-style copper and molybdenum target was identified on the recently granted Stavely licence
(EL 5425). The Lexington prospect, as it is now known, was uncovered from historical records revealed by the Geological
Survey of Victoria (GSV). In 1994 a single diamond hole (VICT3D1, 249.0m deep) was drilled by North Limited on a 500m
by 700m copper anomaly identified by shallow air-core drilling. Results revealed a diorite host containing primary copper
and molybdenum mineralisation. Peak results of 1m @ 0.6% Cu from near the base of the hole (246-247m) and 1m @
800ppm Mo from 179m were reported by North Limited but were not followed up (see Navarre’s ASX release 17 June
2013).
Recent field reconnaissance has highlighted that this copper anomaly is part of a much larger porphyry complex centred
on the Buckeran Diorite.
In cooperation with the GSV, the Company is compiling and evaluating historic information to enable design of a follow-
up exploration program.
Regional exploration activity
Processing and evaluation of existing geophysical data over the Cambrian volcanic sequences was undertaken. Review
and field checking has highlighted several priority gold and copper target anomalies. As follow-up, a surface geochemical
soils survey will be undertaken over the porphyry targets identified.
5
Navarre Minerals Limited
ABN 66 125 140 105
MANAGING DIRECTOR’S REVIEW OF OPERATIONS 2013 (cont.)
Landsborough Fault Gold Project (Kingston & Glendhu)
The Kingston Project is Navarre’s second most important gold prospect. Navarre completed a geophysics survey as
follow-up to a diamond drill program completed in early 2012 which returned a best result of 16.9m at 5.5g Au/t from
65.7m depth in DDK001, including 3.1m at 29.5g Au/t (see ASX release 24 January 2012). Work has focused on
geophysical modelling and drill hole planning to test a large bull’s-eye Induced Polarisation anomaly located 300 metres
southeast of the old Kingston mine workings believed to be a possible parallel reef system to the Kingston reef.
At Glendhu a reconnaissance program of rock chip and waste dump sampling was undertaken near the old Wimmera
Gold Mine (687,245E, 5900180N, GDA94 Zone 54) returning encouraging assay results, including:
Sample LR201013: 48.3g Au/t, 288g Ag/t, 1.6% Zn, 2.0% Pb and 0.4% Cu (Wimmera Mine waste dump);
Sample LR201012: 18.2g Au/t, 21.3g Ag/t, 0.3% Zn, 0.2% Pb and 0.07% Cu (Wimmera Mine waste dump); and
Sample LR201026: 4.85g Au/t from a quartz reef located approximately 500 metres northeast of the Wimmera
Mine.
* See ASX release dated 29 April 2013 for complete list of results.
Stawell Corridor Gold Project (Ararat & Tatyoon)
Navarre has been awarded priority for two mineral exploration licences covering the historic Ararat Goldfield and its
possible southern extension located under shallow basalt cover at Tatyoon. Historically the Ararat Goldfield produced
over 20 tonnes (approximately 600,000 ounces) of gold during the period 1854 to 1925, worth about $0.9 billion at
today’s prices. Mining was principally from alluvial and deep lead sources worked to shallow depths. The Ararat
Goldfield is located within a short distance of the Stawell Gold Mine, which is operated by our major shareholder,
Crocodile. The Minister’s decision on grant of the licences is anticipated in late 2013.
Conclusion
Despite external economic conditions currently affecting the resource industry being less than favourable, your Company
is funded to execute its planned exploration programs, with a cash balance of $1.6 million as at 6 September 2013. The
Company is working to strike a balance between conserving cash resources and maintaining exploration activities at
reduced expenditure levels.
Significant mineral discoveries by Navarre and other explorers within the western Victorian Black Range – Stavely volcanic
corridor have established the existence of large-scale mineralising systems associated with porphyry-style mineralisation
at Eclipse, Thursdays Gossan, and Lexington. The promising copper, gold, silver and molybdenum assays returned from
drill testing of this emerging volcanic belt could signal the discovery of a new mining region ideally located close to
existing infrastructure. The prospectivity of this region holds great promise for our shareholders in the years to come and
we look forward to keeping you informed through regular updates as our exploration programs progress.
Geoff McDermott
Managing Director
24 September 2013
Competent Person Declaration
The information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled
by Wessley Edgar, who is a member of The Australasian Institute of Mining and Metallurgy and who is Exploration Manager of Navarre
Minerals Limited. Mr Edgar has sufficient 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 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Edgar consents to the inclusion in the
report of the matters based on his information in the form and context in which it appears.
6
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
The directors present their report together with the consolidated financial statements of the group comprising Navarre
Minerals Limited (variously the “Company”, “Navarre” and “Navarre Minerals”) and its subsidiary (together, the “Group”)
for the financial year ended 30 June 2013. Navarre Minerals is a company limited by shares, incorporated and domiciled
in Australia. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:
1.
DIRECTORS
The names and details of the Company’s directors in office during the financial year and until the date of this report are as
follows. The directors were in office during the entire period unless otherwise stated.
Director
Designation &
independence
status
Qualifications, experience & expertise
Directorships of
other listed
companies
Special
responsibilities
during the year
Kevin Wilson
Chairman
BSc (Hons), ARSM, MBA
Appointed
30 April 2007
Non-executive
Non-
independent1
Mr Wilson has over 30 years’ experience in the minerals and finance
industries. He was the Managing Director of Leviathan Resources
Limited, a Victorian gold mining company, from its initial public offering
in 2005 through to its sale in 2006. His previous experience includes 8
years as a geologist with the Anglo American Group in Africa and North
America and 14 years as a stockbroking analyst and investment banker
with CS First Boston and Merrill Lynch in Australia and USA.
Mr Wilson is currently Managing Director of Rey Resources Limited, an
energy exploration company listed on the ASX.
Rey Resources
Limited
(ongoing)
Geoff
McDermott
Appointed
19 May 2008
Managing
Director
Executive
BSc (Hons), MAIG
None
Mr McDermott is a geologist with over 25 years’ industry experience
working in surface and underground metalliferous mining operations, in
mineral exploration and as a consultant to the minerals industry.
A graduate from Macquarie University, Mr McDermott has a broad
range of international experience having worked as a geologist in
Canada, Fiji and Australia for companies such as WMC and Rio Tinto and
with the Government of the Northwest Territories, Canada. From 2002
until 2007, Mr McDermott was Chief Geologist and Group Geologist
with MPI Mines Limited and Leviathan Resources Limited.
Chairman of the
Board
Chairman of the
Remuneration &
Nomination
Committee
Member of the
Audit Committee
(from 4 February
2013)
Member of the
Remuneration &
Nomination
Committee
John Dorward
Director
BComm (Hons), GradDipAppFin, ACSA
Appointed
15 August 2008
Non-executive
Non-
independent1
Mr Dorward is currently President, Chief Executive Officer and Director
of Roxgold Inc., a TSX listed gold explorer. Mr Dorward is also a non-
executive director of Pilot Gold Inc. Mr Dorward was previously the
Vice President Business Development of Fronteer Gold Inc, a TSX listed
gold and uranium developer. Prior to joining Fronteer, he was CFO of
Mineral Deposits Limited where he was responsible for financing the
Sabodala Gold Project in Senegal, West Africa. Preceding this he was
CFO and Company Secretary of Leviathan Resources Limited and
Commercial Executive and Company Secretary of MPI Mines Limited.
Before joining MPI Mines Limited, Mr Dorward had 8 years’ experience
in the banking sector with a number of years spent in a senior resource
project finance role with BankWest.
Pilot Gold Inc.
(ongoing)
Member of the
Audit Committee
Roxgold Inc.
(ongoing)
Member of the
Remuneration &
Nomination
Committee
Colin Naylor
Director
B.Bus (Acc), FCPA
None
Appointed
5 November 2010
Non-executive
Independent
Mr Naylor is currently Chief Financial Officer and Company Secretary of
oil and gas explorer, MEO Australia Limited. Before joining MEO, Mr
Naylor held a number of senior roles in major resource companies,
including Woodside Petroleum, BHP Petroleum and Newcrest Mining.
Mr Naylor also worked at MPI Mines Limited and Leviathan Resources
Limited as Financial Controller.
Mr Naylor has previously been a member of the Victorian Divisional
Council of the CPA and a previous member of the Group of 100 National
Executive and Victorian State Chapter.
Chairman of the
Audit Committee
Member of the
Remuneration &
Nomination
Committee
1 See page 26 for information about director independence.
7
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
1.
DIRECTORS (cont.)
Interests in the shares and options of the company
As at the date of this report, the relevant beneficial and non-beneficial interests of each of the directors in the shares and
share options in the Company were:
K Wilson
G McDermott
J Dorward
C H Naylor
Ordinary
Shares
4,467,174
4,824,243
3,355,000
1,730,000
Options
600,000
2,086,668
500,000
500,000
The options include options provided as remuneration, as well as bonus options issued to directors following their
subscription for shares under the Company’s 2012 share purchase plan. The terms of the options provided as
remuneration are set out in Note 20 to the consolidated financial statements and details of these options, including fair
value at date of grant, are set out in the Remuneration Report.
2.
COMPANY SECRETARY
Ms Jane Nosworthy was appointed as Company Secretary on 16 January 2012. Ms Nosworthy has previously held legal,
commercial and company secretarial roles at Oceana Gold Corporation, Leviathan Resources Limited and MPI Mines
Limited, prior to which she was a Senior Associate in the Melbourne Office of law firm Allens Arthur Robinson. She holds
a Bachelor of Arts and a Bachelor of Laws from the University of Adelaide, and a Certificate in Governance Practice from
Chartered Secretaries Australia.
3.
DIVIDENDS
No dividend has been paid, provided or recommended during the financial year and to the date of this report (2012: nil).
4.
OPERATING AND FINANCIAL REVIEW
4.1
Principal activities
The principal activities during the year were gold and base metals mineral exploration in Victoria, Australia.
The Company had 9 employees at 30 June 2013 including directors (2012: 12).
4.2
Environment, health and safety
The Group conducts exploration activities in Victoria. No mining activity has been conducted by the Group on its
exploration licences.
The Group’s exploration operations are subject to environmental and health and safety regulations under the various
laws of Victoria and the Commonwealth.
While exploration activities to date have had a low level of environmental impact, the Group has adopted a best practice
approach in satisfaction of the regulations of relevant government authorities.
4.3
Review of operations
The Group maintained an active exploration program during the year with the objectives of identifying economic copper
and gold mineral deposits.
Direct exploration expenditure during the 2013 financial year was $1,271,064.
8
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.3
Review of operations (cont.)
(a)
Bendigo North Gold Project (Tandarra) (EL 4897)
In September 2012, the Company attained full ownership of the Tandarra prospect following completion of formal
agreements with Crocodile Gold Corp. (Crocodile), Navarre’s largest shareholder and leading Victorian gold producer, to
convert Crocodile’s right to earn a majority interest in Tandarra into a 2% net smelter royalty (NSR) over future gold
production. Navarre has the right to buy back 1% of the NSR for $2.0 million within four years, which would reduce the
NSR to 1%.
During the year, the Company completed a 5,900 metre drilling campaign comprising 60 air-core holes at Tandarra
targeting the northern extensions of the established Macnaughtan, Tomorrow and Reynolds lines of reef. The highlight of
this drilling was a result of 4.5m @ 23.1g Au/t from 69m down-hole in air-core hole ACT151, including an interval of 1.5m
@ 59.2g Au/t, which contained multiple grains of visible gold up to 4.5mm in length. The Company also acquired a bulk
sample treatment plant (Plant) for the purpose of testing existing larger drill samples collected at Tandarra over the past
18 months.
The Plant has been reassembled at Crocodile’s Stawell Gold Mine operation and commissioned successfully. Processing
of sample residues has commenced and is expected to take several months to complete.
(b)
Raydarra and Sebastian Gold Projects (EL4536 & EL4974)
During the year, the Company completed a four line CSAMT geophysical survey at the prospective Sebastian Gold Project
across a nine kilometre corridor of the Frederick the Great (FTG) line of mineralisation. Five CSAMT anomalies were
selected for follow-up drill testing with a 1,100 metre program comprising 15 air-core holes. All holes intersected quartz
veining. The best result returned was 1.5m @ 0.38g Au/t from 45m in ACS011.
The Company met the initial expenditure requirement to earn a 51% participating interest in the prospective Sebastian
Gold Project.
(c)
Landsborough Fault Gold Project (Kingston (EL5280) & Glendhu (EL5380))
At the wholly owned Kingston Project, the Company completed a geophysics survey as follow-up to a diamond drill
program completed in early 2012, which returned a best result of 16.9m at 5.5g Au/t from 65.7m depth in DDK001,
including 3.1m at 29.5g Au/t. Subsequent work focused on geophysical modelling and drill hole planning to test an
Induced Polarisation anomaly located 300 metres southeast of the old Kingston mine workings.
At Glendhu, a reconnaissance program of rock chip and waste dump sampling was undertaken near the old Wimmera
Gold Mine (687,245E, 5900180N, GDA94 Zone 54) and returned encouraging assay results.
(d) Western Victoria Copper Project (EL4590, EL5425, EL4973, EL5426 & EL5164)
During the year, the wholly-owned Eclipse copper-gold prospect was recognised as a large-tonnage porphyry-style
copper-gold target containing potential ore grade mineralisation.
In early 2013, the Company trialled a broad pattern of ionic leach soils geochemistry over Eclipse. The program generated
two high quality anomalies, each containing an overlap of elements considered indicative of proximal zones to a porphyry
copper-gold core. In April 2013 a program of 20 shallow air-core and reverse circulation drill holes targeting these
geochemical anomalies demonstrated further broad zones of potential ore grade mineralisation with assays typical of
porphyry systems currently mined in Australia and overseas.
Highlights of the program included:
7.5 metres @ 0.41% Cu from 30m depth to end of hole in ACBR009 for a gold equivalent grade of 0.66 g/t;
25.5 metres @ 0.18% Cu (includes an interval of 4.5 metres @ 0.40% Cu) and 0.1 g/t Au from 24.0 metres to end of
hole in ACBR010 for a gold equivalent grade of 0.37 g/t; and
13.5 metres @ 0.4% Zn and 0.3 g/t Au from 34.5 metres to end of hole in ACBR006 for a gold equivalent grade of 0.57
g/t.
9
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.3
Review of operations (cont.)
The Company has commenced work on next steps aimed at locating a potential high-grade copper and gold porphyry
core, which will involve infill geochemistry, field mapping, petrology studies, geological modelling of the alteration zones
and planning for deeper drilling.
In June 2013 a new porphyry-style copper and molybdenum target was identified on the recently granted Stavely licence
(EL 5425), which is wholly owned by Navarre. The Lexington prospect, as it is now known, was uncovered from historical
records revealed by the Geological Survey of Victoria (GSV).
Processing and evaluation of existing geophysical data over the Cambrian volcanic sequences was undertaken. Review
and field checking has highlighted several priority gold and copper target anomalies for follow-up.
(e)
Stawell Corridor Gold Project (Ararat (ELA5480) & Tatyoon (ELA5476))
Navarre was awarded priority over two mineral exploration licences covering the historic Ararat Goldfield and its possible
southern extension located under shallow basalt cover at Tatyoon. The Minister’s decision on grant of the licences is
anticipated in late 2013.
(f)
Ballarat South Gold Project (EL 4996)
Exploration licence EL 4996 was surrendered following a review.
4.4
Review of financial position
(a)
Results for the year
The net loss for the financial year, after provision for income tax, was $610,770 (2012: loss after tax of $843,061).
(b)
Review of financial condition at the balance date
At balance date the Group held cash and cash equivalents of $571,281. During the year the Group decreased the cash
balance by $883,853 following net capital raisings of $515,011 (from the Company’s 2012 share purchase plan) and
interest received of $47,937 which was used to partially meet exploration and capital cash outflows of $1,135,960 and
corporate costs of $310,841.
(c)
Significant changes in the state of affairs of the Group
Significant changes in the affairs of the Group during the financial year were as follows:
(i)
(ii)
On 16 July 2012, the Company announced the appointment of Mr Wessley Edgar as Exploration Manager, effective
13 August 2012. Chief Geologist, Mr Steve Harper ceased employment with the Company on 6 July 2012.
300,000 unlisted Navarre options lapsed as a result of Mr Harper ceasing employment with the Company.
(iii) On 5 September 2012, the Company announced its agreement with Crocodile Gold Corp. (Crocodile) to convert
Crocodile’s right to earn a majority interest in Tandarra (EL 4897) into a 2% net smelter royalty (NSR) over future
gold production at Tandarra. Navarre has the right to buy back 1% of the NSR for $2 million within four years,
which would reduce the NSR to 1%.
(iv)
In November 2012, Navarre raised $569,000 (before transaction costs) from issuing 3,793,370 ordinary shares at a
price of $0.15 per share through a share purchase plan. On 1 November 2012, 3,793,370 new shares were
allotted, pursuant to the share purchase plan.
10
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.4
Review of financial position
(v)
On 30 November 2012, the Annual General Meeting of shareholders approved the following resolutions:
The issue of 800,000 options over unissued ordinary shares in the capital of the Company under the
Company’s Option Plan to directors of the Company; and
The issue of 500,000 options over unissued ordinary shares in the capital of the Company under the
Company’s Option Plan to the Managing Director of the Company.
(vi)
In December 2012, 1,846,693 options over fully paid ordinary shares (Bonus Options) were allotted and issued to
eligible shareholders (being shareholders who subscribed for shares under the Company’s 2012 share purchase
plan) who accepted the offer of bonus options made pursuant to the Company’s prospectus dated 2 November
2012.
d.
Significant events after the balance date
In July 2013, the Company received a $1.4 million Research and Development (R&D) tax refund under the Federal
Government’s R&D Tax Incentive Scheme. The refund relates to the costs of research and development conducted by the
Company as part of its exploration programs during the 2012 financial year. This provided a significant cash inflow to the
Group.
Other than the above, there has not arisen in the interval between the end of the financial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or state of affairs of the
Group, in future financial years.
(e)
Likely developments and expected results
During the course of the next financial year, the Group will continue its mineral exploration activities and will investigate
additional resource opportunities in which the Group may wish to participate.
The Group is mindful of the external economic conditions currently affecting the resource industry and is responding with
a considered and methodical program of cost reductions. The Group is working to strike a balance between conserving
cash resources and maintaining exploration activities at reduced expenditure levels. Strategies implemented to date
include staff reductions, reduced hours of work and cessation of work programs not linked to advancing the Group’s key
prospects.
4.5
Business strategy and prospects for future financial years
(a)
Business strategy
The Group’s mission is to reward shareholders by creating value through mineral discovery.
The Group’s goal is to define a maiden mineral resource and to become a low cost Victorian copper and gold producer
through exploration success. The Group undertakes an active exploration program within emerging and proven mineral
corridors, with the objective of identifying economic copper and gold mineral deposits. The Group’s strategy for the next
twelve months is to focus its financial and managerial resources on development of its most prospective mineral
opportunities at Tandarra and Black Range – Stavely.
11
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.5
Business strategy and prospects for future financial years
(b)
Future prospects of the Group
The key driver of the Group’s future prospects will be the success of its exploration programs. The discovery of an
economic mineral deposit has the potential to significantly increase shareholder wealth.
The key material risks faced by the Group that are likely to have an effect on its future financial prospects include:
(i)
(ii)
exploration risk – the Group’s mineral tenements are in the early stages of exploration, and there can be no
assurance that exploration of the tenements currently held by the Group, or any other tenements that may be
acquired in the future, will result in the discovery of an economic mineral deposit. Until the Group is able to
realise value from its mineral tenements, it is likely to incur ongoing operating losses. If exploration is successful,
there will be additional costs and processes involved in moving to the development phase. By its nature,
exploration risk can never be fully mitigated, but the Group has the benefit of significant exploration expertise
through its management team and of operational and business expertise at both board and management level;
requirements for capital – as exploration costs reduce the Group’s cash reserves, the Group will require additional
capital to support the long term exploration and evaluation of its projects. The past twelve months have been
characterised by equity market volatility and poor market sentiment towards the mineral exploration sector, which
has limited the Group’s access to capital. The Group has responded to the external economic conditions affecting
the resources industry with a considered and methodical program of cost reductions. The Group is working to
strike a balance between conserving cash and maintaining exploration activities at reduced levels. If the Group is
unable to obtain additional financing as needed, through equity, debt or joint venture financing, it may be required
to further scale back its exploration programs. The Group is currently funded to execute its planned exploration
programs, with a cash balance of $1.6 million as at 6 September 2013. The Group will continue to consider capital
raising initiatives, as required, including possible corporate opportunities; and
(iii)
tenement title – the Group could lose title to its mineral tenements if insufficient funds are available to meet the
relevant annual expenditure commitments, as and when they arise. The Group considers that this is an unlikely
scenario. The Group closely monitors its compliance with licence conditions, including expenditure commitments,
and maintains a dialogue with the relevant State government representatives who are responsible for enforcing
licence conditions.
This is not intended to be an exhaustive list of the risk factors to which the Company is exposed.
Navarre Minerals is also exposed to a range of market, financial and governance risks. The Company has risk
management and internal control systems to manage material business risks which include insurance coverage over
major operational activities and regular review of material business risks by the Board.
5.
SHARE OPTIONS
Compensation options issued during the financial year
During the financial year, the Company issued 800,000 share options to non-executive directors of the Company and
500,000 share options to the Managing Director of the Company (pursuant to shareholder approvals obtained at the
Company’s 2012 Annual General Meeting), as well as 590,000 share options to senior employees of the Company.
Other options issued during the financial year
Pursuant to a Prospectus lodged by the Company on 2 November 2012, the Company issued 1,846,693 bonus share
options to participants in the Company’s share purchase plan, on the basis of one free option for every two new shares
subscribed for under the share purchase plan.
12
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
5.
SHARE OPTIONS
Unissued shares under option
At the date of this report, there were 6,036,693 unissued ordinary shares of the Company under option. The terms of
these options are as follows:
Expiry Date
31 December 2013
31 December 2013
31 December 2014
31 December 2014
31 December 2015
31 December 2015
31 December 2015
31 December 2016
30 June 2017
31 December 2017
Exercise Price
$0.25
$0.20
$0.20
$0.25
$0.25
$0.30
$0.35
$0.30
$0.30
$0.15
Number
250,000
1,846,693
1,500,000
650,000
250,000
400,000
400,000
300,000
40,000
400,000
These options do not entitle the holder to participate in any share issue of the Company.
Shares issued on the exercise of Options
During or since the end of the financial year, there has been no issue of ordinary shares as a result of the exercise of
options.
6.
INDEMNIFICATION AND INSURANCE OF DIRECTORS
The Company paid a premium in respect of a contract insuring all directors of the Company against legal costs incurred in
defending proceedings as permitted by Section 199B of the Corporations Act 2001.
7.
BOARD AND COMMITTEE MEETINGS
The following table sets out the members of the Board of Directors and the members of the Committees of the Board, the
number of meetings of the Board and of the Committees held during the year and the number of meetings attended
during each director’s period of office.
Board of Directors
Audit Committee
Remuneration &
Nomination Committee
A
12
12
12
12
B
12
12
12
12
K Wilson
G McDermott
J Dorward
C H Naylor
A – Number of meetings attended
B – Number of meetings held during the time the director held office during the year
4
4
4
4
A
3
B
3
A
5
5
5
5
B
5
5
5
5
8.
AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES
The directors have received the independence declaration from the auditor, RSM Bird Cameron Partners, set out on page
14.
Non Audit Services
There were no non-audit services provided during the year by Auditor RSM Bird Cameron Partners.
13
RSM Bird Cameron Partners
Level 8 Rialto South Tower
525 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 3 9286 1800 F +61 3 9286 1999
www.rsmi.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Navarre Minerals Limited for the year ended 30 June 2013,
I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM BIRD CAMERON PARTNERS
J S CROALL
Partner
Dated: 19 September 2013
Melbourne, Victoria
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney, Melbourne,
Adelaide and Canberra
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
14
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited)
The Remuneration Report for the year ended 30 June 2013 outlines the remuneration arrangements of the Company, in
accordance with Section 300A of the Corporations Act 2001 and its regulations.
The information provided in this Remuneration Report has been audited as required by Section 308(3C) of the
Corporations Act 2001. This Remuneration Report forms part of the Directors’ Report.
The Remuneration Report details the remuneration arrangements for Key Management Personnel (“KMP”), who are
defined as those persons having authority and responsibility for planning, directing and controlling the activities of the
Company, directly or indirectly, including any director (whether executive or otherwise) of the Company.
9.1
Key Management Personnel for the year ended 30 June 2013
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
J Nosworthy
S Harper
Chairman (non-executive)
Managing Director
Director (non-executive)
Director (independent non-executive)
Exploration Manager (appointed 13 August 2012)
Company Secretary
Chief Geologist (resigned 06 July 2012)
9.2
Board oversight of remuneration
The policy for determining the nature and amount of remuneration for directors and executives is set by the Board of
Directors as a whole. The Board established a Remuneration and Nomination (R&N) Committee to provide the Board
with a regular, structured opportunity to focus on remuneration and nomination issues. All directors of the Company,
including the Managing Director, are members of the R&N Committee. Any potential for, or perception of, conflict of
interest resulting from the Managing Director’s membership of the R&N Committee is addressed by ensuring that the
Managing Director withdraws from committee meetings during any discussion of his remuneration arrangements or
performance, and takes no part in the discussion or decision-making process in relation to such matters.
The Board may obtain professional advice when appropriate to ensure that the Company attracts and retains talented
and motivated directors and employees who can enhance Company performance through their contributions and
leadership.
9.3
Non-executive director remuneration arrangements
The Board seeks to set non-executive director remuneration at a level that provides the Company with the ability to
attract and retain directors of high calibre, at a cost acceptable to shareholders.
The amount of aggregate remuneration approved by shareholders and the fee structure for non-executive directors is
reviewed annually by the Board against fees paid to non-executive directors of comparable companies.
The Company’s Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors
must be determined from time to time by members in a general meeting. An amount not exceeding the amount
determined is then divided between the directors as agreed. The maximum aggregate annual remuneration for non-
executive directors is currently set at $300,000 per annum. Any increase in this amount will require shareholder approval
at a general meeting.
15
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.3
Non-executive director remuneration arrangements (cont.)
Non-executive directors are remunerated at marketplace levels by way of fixed fees, in the form of cash and statutory
superannuation contributions, and options issued through the Navarre Minerals Limited Option Plan (“NMLOP”). The
Chairman, Mr Wilson, receives a base fee of $40,000 per annum (excluding statutory superannuation) and the other non-
executive directors receive $30,000 per annum (excluding statutory superannuation).
In addition, the directors are entitled to be paid all travelling and other expenses they incur in attending to the Company’s
affairs, including attending and returning from general meetings of the Company or meetings of the Board or of
committees of the Board. No additional remuneration is paid to directors for service on board committees or on the
board of the wholly owned subsidiary, but additional remuneration may be paid to directors if they are called upon to
perform extra services or make any special exertion for the purposes of the Company. In November 2012, the Board
(excluding Mr Naylor) approved a $5,000 (plus statutory superannuation) payment to Mr Naylor, the Chairman of the
Audit Committee, by way of additional remuneration for the significant amount of time and effort expended by him in
connection with the preparation of the Company’s 2012 financial accounts.
The non-executive directors have no leave entitlements and do not receive any retirement benefits, other than statutory
superannuation and salary sacrifice superannuation (if directors wish to exercise their discretion to make additional
superannuation contributions by way of salary sacrifice).
The remuneration of the Company’s non-executive directors for the year ended 30 June 2013 and 30 June 2012 is
detailed in Table 1 and Table 2 of this Remuneration Report.
9.4
Executive remuneration arrangements
The Company aims to reward executives with a level and mix of remuneration commensurate with their position and
responsibilities within the Company and so as to:
ensure total remuneration is competitive by market standards;
reward executives for exceptional individual performance; and
align the interests of executives with those of shareholders.
Executive remuneration consists of fixed remuneration and, where appropriate, variable (at risk) remuneration.
Fixed remuneration
The base salaries of the Managing Director and other executives are fixed. Fixed remuneration is set at a market
competitive level, taking into account an individual’s responsibilities, performance, qualifications and experience, and
current market conditions in the mining industry. Base salaries are reviewed annually, but executive contracts do not
guarantee any increases in fixed remuneration. In light of the financial environment in which the Company is currently
operating, it was considered appropriate to maintain the base salaries of the Company’s executives at 2012 levels for
calendar year 2013.
Executives receive statutory superannuation from the Company and may, in their discretion, make additional
superannuation contributions by way of salary sacrifice.
The fixed component of executives’ remuneration is detailed in Table 1 and Table 2 of this Report.
Variable/at risk remuneration
The performance of executives is measured against criteria agreed annually with each executive and is based
predominantly on the overall success of the Company in achieving its broader corporate goals. Variable remuneration is
linked to predetermined performance criteria.
16
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.4
Executive remuneration arrangements (cont.)
Short term incentives
Managing Director
The Managing Director’s remuneration package for calendar year 2012 included a short term incentive in the form
of a cash payment of up to $60,000, subject to achievement of agreed KPIs. Those KPIs comprised performance
measures in relation to:
health and safety, because the Company regards the safety of its people as a major priority; and
delivery of drill programs and exploration success, because these are key drivers of shareholder value.
In February 2013, the R&N Committee (excluding the Managing Director) assessed the Managing Director’s
performance against his 2012 short term incentive KPIs and determined that three of the five KPIs had been met.
Accordingly, the Board (excluding the Managing Director) approved a cash payment of $36,000 to the Managing
Director by way of short term incentive for calendar year 2013.
The Managing Director’s remuneration package for calendar year 2013 includes a short term incentive in the form
of a cash payment of up to $60,000, subject to achievement of agreed KPIs. Those KPIs comprise performance
measures in relation to:
health and safety, because the Company regards the safety of its people as a major priority;
delivery of operating programs and exploration success, because these are key drivers of shareholder value;
and
delivery of finance at reasonable cost that enables the Company to execute its business plans.
The Managing Director’s performance against these KPIs will be assessed by the R&N Committee (excluding the
Managing Director) at its first meeting in 2014.
Exploration Manager
The Exploration Manager commenced employment with the Company in August 2012. His initial remuneration
package included a short term incentive for the remainder of calendar year 2012 in the form of a cash payment of
up to $30,000, subject to achievement of agreed KPIs. The amount of any short term incentive payment for 2012
would be calculated on a pro rata basis for the period between commencement of the Exploration Manager’s
employment and 31 December 2012. The Exploration Manager’s KPIs for 2012 were the same as those applicable
to the Managing Director’s 2012 short term incentive. In February 2013, the R&N Committee assessed the
Exploration Manager’s performance against his 2012 short term incentive KPIs and determined that three of the
five KPIs had been met. Accordingly, a cash payment of $7,500 was made to the Exploration Manager.
The Exploration Manager’s remuneration package for calendar year 2013 includes a short term incentive in the
form of a cash payment of up to $30,000, subject to achievement of agreed KPIs. Those KPIs comprise
performance measures in relation to:
health and safety, because the Company regards the safety of its people as a major priority; and
delivery of drill programs and exploration success, because these are key drivers of shareholder value.
The Exploration Manager’s performance against these KPIs will be assessed by the R&N Committee at its first
meeting in 2014.
17
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.4
Executive remuneration arrangements (cont.)
Long term incentives
The Company considers the retention of high calibre staff to be essential to the growth and success of the Company.
Executives are eligible to participate in the NMLOP, which is used to provide long term performance and retention
incentives, as appropriate, in the form of the grant of share options over unissued shares in the Company.
Managing Director
The Managing Director’s remuneration package for calendar year 2012 included long term performance and
retention incentives in the form of share options, to be granted subject to achievement of agreed KPIs. The
Managing Director was eligible for the grant of up to 500,000 options (250,000 as a long term performance
incentive and 250,000 as a long term retention incentive), subject to KPIs related to improvement in the
Company’s share price during the 2012 calendar year, relative to the prevailing share price when the KPIs were set
in March 2012. The Managing Director was eligible to receive 125,000 options if the volume weighted average
price (VWAP) of the Company’s shares in December 2012 was 30 cents or higher, and a further 125,000 options if
the VWAP was 35 cents or higher. The Managing Director was also eligible to receive 125,000 options if the
Company’s share price on 31 December 2012 was 30 cents or higher, and a further 125,000 options if the share
price on 31 December 2012 was 35 cents or higher. The Company obtained shareholder approval for the grant of
these options (subject to achievement of the applicable KPIs) at the Company’s 2012 AGM. In February 2013, the
R&N Committee (excluding the Managing Director) determined that none of the KPIs applicable to the Managing
Director’s 2012 long term incentive options had been met and, accordingly, no options were granted to the
Managing Director by way of long term incentive in respect of calendar year 2012.
The Managing Director’s remuneration package for calendar year 2013 includes a long term incentive in the form
of a grant of up to 600,000 share options, subject to achievement of agreed KPIs. The KPIs relate to improvement
in the Company’s share price during the 2013 calendar year, relative to the prevailing share price when the KPIs
were set by the Board (excluding the Managing Director) in February 2013. The Managing Director will be eligible
to receive 300,000 options if the volume weighted average price (VWAP) of the Company’s shares in December
2013 is 15 cents or higher, and a further 300,000 options if the VWAP is 20 cents or higher. Shareholder approval
for the grant of these options will be sought at the Company’s 2013 AGM. The Managing Director’s performance
against his 2013 long term incentive KPIs will be assessed by the R&N Committee (excluding the Managing
Director) at its first meeting in 2014. No options will be granted to the Managing Director unless shareholder
approval has been obtained and the applicable KPIs have been met.
Exploration Manager
The Exploration Manager’s remuneration package for calendar year 2013 includes a long term incentive in the
form of a grant of up to 500,000 share options. The Exploration Manager is eligible to receive 100,000 options if
he is employed by the Company at 31 December 2013. The remaining 400,000 options are subject to achievement
of agreed KPIs, which mirror the Managing Director’s long term incentive KPIs and relate to improvement in the
Company’s share price during the 2013 calendar year. The Exploration Manager will be eligible to receive 200,000
options if the VWAP of the Company’s shares in December 2013 is 15 cents or higher, and a further 200,000
options if the VWAP is 20 cents or higher. At its first meeting in 2014, the R&N Committee will assess the
Exploration Manager’s performance against his 2013 long term incentive KPIs. No options will be granted to the
Exploration Manager unless the applicable KPIs have been met.
18
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.4
Executive remuneration arrangements (cont.)
Other executives and senior employees
During the financial year, other executives and senior employees have been granted options which have time-
based vesting conditions, therefore requiring them to remain employed with the Company through to the vesting
date of the options.
See page 23 for details of all options granted to the Managing Director and other key management personnel during the
financial year.
The Company prohibits executives from entering into arrangements to protect the value of unvested share options. The
prohibition includes entering into contracts to hedge their exposure to options awarded as part of their remuneration
package.
Subject to the exception noted below, the Managing Director approves the terms and conditions of consultants’
contracts, including fees, taking into account market conditions for the services that are provided. Consulting contracts do
not include any guaranteed fee increases.
In the case of the Company’s consulting contract with non-executive director Mr Dorward, the terms and conditions of
the contract were approved by the Board (excluding Mr Dorward).
9.5
Executive Contractual Arrangements
Remuneration arrangements for Key Management Personnel are formalised in service agreements. Details of these
contracts are provided below.
Managing Director
-
-
-
-
-
Mr Geoff McDermott entered into an executive service agreement dated 10 December 2010 which contains the
following major terms (including amendments made in March 2013):-
Term: From 31 March 2011 until either the Company or Mr McDermott terminates the agreement.
Notice: The Company may terminate the agreement at any time by giving six months’ notice in writing. Mr
McDermott may terminate the agreement at any time by giving six months’ written notice to the Company or on
one month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company
has failed to remedy a notified breach of its obligations under the agreement. The Company may immediately
terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has
occurred. The Company may elect to pay Mr McDermott in lieu of part or all of any notice period.
Base salary: Mr McDermott’s total fixed remuneration is $245,936 per annum plus statutory superannuation
($16,470). This is reviewed by the R&N Committee (excluding the Managing Director) on an annual basis. In line
with the Company’s emphasis on cost management in a difficult external economic environment, Mr McDermott
elected, on review in April 2013, to maintain his total fixed remuneration at the level set in April 2012.
Short-term incentive: Mr McDermott is eligible to receive an annual short-term incentive payment on terms
decided by the Board (excluding the Managing Director). For calendar year 2013, the maximum short-term
incentive payment that Mr McDermott is eligible to receive is $60,000.
Long-term incentive: Subject to receiving any required or appropriate shareholder approval, Mr McDermott is
eligible to participate in the Company’s long-term incentive arrangements (as amended or replaced) on terms
decided by the Board. For calendar year 2013, the maximum number of options that may be granted to Mr
McDermott by way of long-term incentives is 600,000, depending on the achievement of KPIs as approved by the
Board.
19
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.5
Executive Contractual Arrangements (cont.)
-
Termination payments: If Mr McDermott’s employment is terminated by the Company for any reason (other than
in circumstances warranting summary dismissal), Mr McDermott is entitled to a retirement benefit calculated as
one month’s total fixed remuneration, plus two weeks’ total fixed remuneration for each completed or part-
completed year of continuous service with the Company. If Mr McDermott resigns within six months of a
‘fundamental change’, Mr McDermott is entitled to a lump sum payment equivalent to the total fixed
remuneration paid to Mr McDermott in the six months prior to his resignation.
Exploration Manager
-
-
-
-
-
-
Mr Wessley Edgar entered into an executive service agreement dated 13 August 2012 which contains the following
major terms:-
Term: From 13 August 2012 until either the Company or Mr Edgar terminates the agreement.
Notice: The Company may terminate the agreement at any time by giving three months’ notice in writing. Mr
Edgar may terminate the agreement at any time by giving three months’ written notice to the Company or on one
month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company has
failed to remedy a notified breach of its obligations under the agreement. The Company may immediately
terminate the agreement by giving written notice in certain circumstances, including where serious misconduct
has occurred. The Company may elect to pay Mr Edgar in lieu of part or all of any notice period.
Base salary: Mr Edgar’s total fixed remuneration is $228,780 per annum plus statutory superannuation ($16,470).
Total fixed remuneration is reviewed by the R&N Committee on an annual basis. Mr Edgar’s total fixed
remuneration remains unchanged since he commenced employment with the Company in August 2012.
Short-term incentive: Mr Edgar is eligible to receive an annual short-term incentive payment on terms decided by
the Board. For calendar year 2013, the maximum short-term incentive payment that Mr Edgar is eligible to receive
is $30,000.
Long-term incentive: Mr Edgar is eligible to participate in the Company’s long-term incentive arrangements (as
amended or replaced) on terms decided by the Board. For calendar year 2013, the maximum number of options
that may be granted to Mr Edgar by way of long-term incentives is 500,000, depending on the achievement of KPIs
as approved by the Board.
Termination payments: If Mr Edgar’s employment is terminated by the Company for any reason (other than in
circumstances warranting summary dismissal), or if Mr Edgar resigns due to a ‘fundamental change’ or a failure by
the Company to remedy a notified breach of its obligations, Mr Edgar is entitled to a retirement benefit calculated
as one month’s total fixed remuneration, plus two weeks’ total fixed remuneration for each completed or part-
completed year of continuous service with the Company.
- Other Executives
All executives have standard employment agreements. The Company may terminate the executive’s employment
agreement by written notice (ranging from four weeks to three months’ notice) or providing payment in lieu of the
notice period (based on the fixed component of the executive’s remuneration). The Company may terminate the
agreement at any time without notice if serious misconduct has occurred. The executive may terminate the
agreement by written notice to the Company (ranging from four weeks to three months’ notice). In the case of the
Company Secretary, she is entitled to a retirement benefit calculated as one month’s total fixed remuneration,
plus two weeks’ total fixed remuneration for each completed or part-completed year of continuous service with
the Company, if her employment is terminated by the Company for any reason (other than in circumstances
warranting summary dismissal), or if she resigns due to a ‘fundamental change’ or a failure by the Company to
remedy a notified breach of its obligations. For all employees, on cessation of employment, any options that have
not vested will be forfeited and any options that have vested must be exercised within 90 days or will be forfeited.
20
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.6
Remuneration of Key Management Personnel of the Company
Table 1: Remuneration for the year ended 30 June 2013
Short term
Post Employment
Share-
based
Payment
Long term
Total
Performance
Related
$
59,378
50,573
51,036
160,987
337,138
230,291
75,357
11,883
654,669
815,656
%
26.4
25.3
25.1
25.6
22.2
5.0
15.2
-
14.9
17.0
-
-
-
-
-
-
-
-
-
-
Directors
fees
$
40,000
30,000
35,000
Salary
$
-
5,000
-
105,000
5,000
Non– executive directors
K Wilson
J Dorward2
C H Naylor3
Sub-total
non-executive
directors
Executive director
G McDermott
STI cash
bonus
$
Superannuation
benefits
$
Option
plan1
$
Long service
leave
$
-
-
-
-
3,700
2,775
3,238
15,678
12,798
12,798
9,713
41,274
-
237,406
36,000
25,000
38,732
Other key management personnel
W Edgar4
J Nosworthy
S Harper
-
-
-
203,849
7,500
58,623
11,106
-
-
14,913
5,282
777
4,029
11,452
-
Other key management personnel – consultants
Sub-total executive
KMP
510,984
-
TOTAL
105,000
515,984
43,500
43,500
45,972
55,685
54,213
95,487
1Refer Note 20 to the consolidated financial statements for fair value calculation of options.
2Includes fees paid for consulting services provided by entities of the director. Refer to Note 19 for details.
3Includes a one-off payment of $5,000 (plus superannuation) for additional work as Chairman of Audit Committee.
4Commenced employment on 13 August 2012.
21
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.6
Remuneration of Key Management Personnel of the Company (cont.)
Table 2: Remuneration for the year ended 30 June 2012
Short term
Post Employment
Share-
based
Payment
Long term
Total
Performance
Related
Directors
fees
$
40,000
30,000
20,275
Salary
$
-
50,000
-
90,275
50,000
Non– executive directors
K Wilson
J Dorward2
C H Naylor
Sub-total
non-executive
directors
Executive director
G McDermott
STI cash
bonus
$
Superannuation
benefits
$
Option
plan1
$
Long service
leave
$
-
-
-
-
3,600
2,700
12,425
26,682
21,345
21,345
18,725
69,372
-
227,928
50,000
25,000
64,310
Other key management personnel
S Harper
J Nosworthy
-
-
132,150
40,446
Other key management personnel – consultants
T Shard3
Sub-total executive
KMP
-
-
19,899
420,423
TOTAL
90,275
470,423
-
-
-
50,000
50,000
12,275
3,640
15,562
3,851
-
-
40,915
59,640
83,723
153,095
1Refer Note 20 to the consolidated financial statements for fair value calculation of options.
2Includes fees paid/payable for consulting services provided by entities of the director. Refer to Note 19 for details.
3Represents fees paid/payable for services provided by entities of the consultant.
9.7
Remuneration Mix
$
70,282
104,045
54,045
228,372
%
38.0
20.5
39.5
30.4
367,238
31.1
159,987
47,937
19,899
595,061
823,433
9.7
8.0
-
22.5
24.7
-
-
-
-
-
-
-
-
-
-
The Company’s executive remuneration is structured as a mix of fixed annual remuneration and variable ‘at risk’
remuneration. The mix of these components varies for different management levels.
Table 3: Relative proportion and components of total remuneration packages for the year ended 30 June 2013
% of Total Remuneration
Performance-based remuneration
Fixed remuneration
%
Short Term Incentive
%
Long Term Incentive
%
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
W Edgar
J Nosworthy
S Harper
-
11.5
-
-
3.2
-
-
18.8
4.7
16.5
18.0
2.8
14.3
-
81.2
83.8
83.5
82.0
94.0
85.7
100.0
22
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.8
Equity instruments
Table 4: Options granted, vested and lapsed during the year
Number of
options
granted
during 2013
Grant date
Fair value
per option
at grant
date ($)
Exercise
price per
option ($)
Expiry Date
Vest Date
Number of
options
vested
during 2013
Number of
options
lapsed
during 2013
Directors
K Wilson
K Wilson
G McDermott
G McDermott
G McDermott
G McDermott
J Dorward
J Dorward
C H Naylor
C H Naylor
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
W Edgar
W Edgar
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
S Harper
S Harper
150,000
150,000
250,000
83,333
83,333
83,334
125,000
125,000
125,000
125,000
-
-
-
-
50,000
50,000
50,000
66,667
66,667
66,666
-
-
-
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
30 Nov 12
25 Nov 11
21 Mar 11
25 Nov 11
25 Nov 11
29 Oct 12
29 Oct 12
29 Oct 12
12 Mar 13
12 Mar 13
12 Mar 13
19 Mar 12
12 May 11
19 Mar 12
0.0322
0.0352
0.0148
0.0398
0.0407
0.0502
0.0322
0.0352
0.0322
0.0352
-
-
-
-
0.0381
0.0459
0.0528
0.0488
0.0534
0.0576
-
-
-
0.30
0.35
0.25
0.25
0.25
0.25
0.30
0.35
0.30
0.35
-
-
-
-
0.30
0.30
0.30
0.15
0.15
0.15
-
-
-
31 Dec 15
31 Dec 15
31 Dec 13
31 Dec 15
31 Dec 15
31 Dec 15
31 Dec 15
31 Dec 15
31 Dec 15
31 Dec 15
31 Dec 14
31 Dec 14
31 Dec 14
31 Dec 14
31 Dec 16
31 Dec 16
31 Dec 16
31 Dec 17
31 Dec 17
31 Dec 17
31 Dec 16
12 May 17
31 Dec 16
1
1
1
1
31 Dec 12
31 Dec 12
30 Nov 12 1
30 Nov 12 1
1
1 Jan 13
1 Jan 14
31 Dec 12
31 Dec 12
31 Dec 12
31 Dec 12
31 Dec 12
31 Dec 12
31 Dec 12
31 Dec 12
1
1
1
1
1
1
1
1
1
1 Jan 13
1 Jan 14
1 Jan 15
1 Jan 14
1 Jan 15
1 Jan 16
1 Jan 13
-
-
-
-
-
-
-
-
-
-
-
-
125,000
500,000
100,000
100,000
-
-
-
-
-
-
33,333
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
200,000
100,000
1 Closing share price must exceed exercise price for 10 consecutive trading days after the vesting date.
All options expire on the earlier of their expiry date or termination of the employee’s employment. These options do not
entitle the holder to participate in any share issue of the Company.
Table 5: Shares issued on exercise of options
There was no exercise of compensation options during the reporting period.
23
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
9.
REMUNERATION REPORT (Audited) (cont.)
9.8
Equity instruments (cont.)
Table 6: Value of options granted, exercised and lapsed during the year
Value of options granted
during the year
$
Value of options exercised
during the year
$
Value of options lapsed
during the year
$
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
J Nosworthy
S Harper
10,110
14,592
8,425
8,425
6,480
10,653
-
-
-
-
-
-
-
-
-
-
-
-
-
-
39,693
For details on the valuation of options, including models and assumptions used, please refer to Note 20 to the
consolidated financial statements.
9.9
Company performance
The remuneration of executives and consultants is not linked to financial performance measures of the Company, with
the exception of the Managing Director and the Exploration Manager who have long-term incentives linked to
improvements in the Company’s share price over the course of the calendar year.
In accordance with Section 300A of the Corporations Act 2001, the following table summarises Navarre’s performance
over a two year period:
Net profit/(loss) - $000
Basic earnings/(loss) per share – cents per share
Share price at the beginning of year - $
Share price at end of year - $
Dividends per share – cents
2013
(611)
(0.79)
0.15
0.045
Nil
2012
(843)
(1.57)
0.26
0.15
Nil
Signed in accordance with a resolution of the Directors made pursuant to s298(2) of the Corporations Act 2001.
On behalf of the Directors
G McDermott
Managing Director
Melbourne, 24 September 2013
24
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
INTRODUCTION
The Board and management are committed to good corporate governance and recognise the eight core principles
contained in the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations with 2010
amendments (“ASX Principles”). The Board assesses the compliance of the Company with the ASX Principles and, in
accordance with ASX Listing Rule 4.10.3, reports the extent of the Company’s compliance with the ASX Principles.
Additional information about the Company's corporate governance practices and policies is set out on the Company's
website at www.navarre.com.au.
CORPORATE GOVERNANCE DISCLOSURES
Principle 1 – Lay solid foundations for management and oversight
Companies should establish and disclose the respective roles and responsibilities of board and management.
Board Role and Responsibilities
The Board’s primary role is to set the Company’s values, direction, strategies and financial objectives and to ensure
effective monitoring of corporate performance, capabilities and management of risk consistent with creating shareholder
value and maintaining effective corporate governance. The Board is also responsible for the appointment, and for
monitoring the performance, of the Managing Director.
The Board operates in accordance with the Company’s Constitution and has adopted a Board charter which outlines a
framework for the Board’s operation, the matters reserved to the Board and the functions delegated to management.
The charter is available on the Company’s website.
Management Role and Responsibilities
Responsibility for the operation and administration of the Company and the implementation of the corporate strategy
and budgets approved by the Board is formally delegated by the Board to the Managing Director, who is supported by a
small team of executives. The performance of the Managing Director is formally reviewed annually and includes
agreement on key performance measures for the following year. In February 2013, the Board assessed the performance
of the Managing Director against his agreed key performance measures for 2012 and agreed his key performance
measures for 2013, and the Chairman conducted a performance review with the Managing Director.
Newly appointed executives receive formal employment contracts describing their terms of appointment, duties, rights
and responsibilities. The Managing Director conducts annual performance reviews for the executives reporting directly
to him. The Managing Director completed performance reviews for his direct reports in December 2012.
Principle 2 – Structure the Board to add value
Companies should have a board of an effective composition, size and commitment to adequately discharge its responsibilities and
duties.
Board Composition and Expertise
At the date of this report, the Board comprises a non-executive chairman, two non-executive directors and the Managing
Director. The roles of chairperson and managing director are not exercised by the same individual. A profile of each
director is set out in the Directors’ Report. The Board aims to ensure that it has a mix of skills and capabilities among its
members, including technical skills, business development experience and financial management experience. The Board
considers that the directors collectively bring the range of skills, knowledge and experience necessary to direct the
Company. The size and composition of the Board, and its mix of skills and capabilities, is expected to change as the
Company evolves.
25
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
Director Independence
A director is regarded as independent if that director is independent of management and free of any business or other
relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the
exercise of their unfettered and independent judgment. When determining the independent status of a director, the
Board has regard to the existence of any of the relationships listed in Box 2.1 of the ASX Principles.
Mr Kevin Wilson and Mr John Dorward are not regarded as independent under the guidelines in Principle 2, as each of
them is, or is an officer of, or otherwise associated directly with, a substantial shareholder of the Company. Mr Dorward
has also provided consulting services to the Company in relation to business development, although these are not in
themselves considered to be material. Accordingly, the Company does not meet Recommendation 2.1 of the ASX
Principles (a majority of the board should be independent directors) or Recommendation 2.2 (the chair should be an
independent director). Despite this, the Board considers that its composition is appropriate for the size and scale of the
Company and its activities, and that the Company benefits from Mr Wilson’s and Mr Dorward’s long-standing experience
in the resources and finance industries. Mr Wilson and Mr Dorward also consider that they bring quality, independent
judgment to bear on all relevant issues falling within the scope of the role of chairman and non-executive director
(respectively), notwithstanding their substantial interests in shares of the Company.
As the Company evolves, the Board will consider the appointment of additional independent directors when appropriate.
Remuneration and Nomination Committee
The Board has established a Remuneration and Nomination (R&N) Committee to provide the Board with a regular,
structured opportunity to focus on remuneration and nomination issues. The role and responsibilities of the Committee
are set out in the Committee’s Charter, which is available on the Company’s website. The Committee is chaired by Mr
Kevin Wilson. Given the size of the Board, all members of the Board are members of the R&N Committee. The Directors’
Report sets out the attendance of directors at meetings of the R&N Committee.
Recommendations for nomination of new directors are considered by the R&N Committee and approved by the Board as
a whole.
Retirement and Re-election of Directors
The Company’s Constitution states that at each annual general meeting, one third of the Company’s non-executive
directors cease to hold office. Directors who retire as required may offer themselves for re-election by shareholders.
Any director appointed to fill a casual vacancy since the date of the previous annual general meeting must also submit
themselves to shareholders for election at the next annual general meeting.
Board Performance Evaluation
In June 2013, the Board completed a review of the performance of the Board and its committees. Directors completed
an agreed questionnaire, the results of which were confidentially summarised and distributed, and were then discussed
at a meeting of the R&N Committee. An action plan to address areas for development has been formulated.
Professional Advice
In accordance with the Board Charter, each director has the right to seek independent professional advice to assist them
to carry out their duties as directors, at the expense of the Company, after consultation with the Chairman. No
independent professional advice was sought during the financial year.
All directors also have direct access to the management of the Company, including the Company Secretary.
26
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
Principle 3 – Promote ethical and responsible decision-making
Companies should actively promote ethical and responsible decision-making.
Code of Conduct
The Board has adopted a Code of Conduct that sets the standard of ethical behaviour required of the Company’s
directors and employees. The Code of Conduct is posted on the Company’s website. Failure to comply with the Code of
Conduct may result in the Board requiring the resignation of any director or employee who breaches the Code.
Diversity
The Board has also adopted a Diversity Policy, which is available on the Company’s website. This policy affirms the
Board’s commitment to workplace diversity for the Company (including gender diversity). It includes requirements for
the Board to establish measureable objectives for achieving gender diversity and for the Board to assess annually both
the objectives and progress in achieving them.
The Board reports that the Company’s workforce, although small, includes significant female participation at all levels.
As at 30 June 2013, 50% of the Company’s employees (inclusive of permanent and casual staff) were women, including
three of four direct reports to the Managing Director.
The Company’s objective is to maintain a significant level of female participation in the Company’s workforce at all levels,
with a particular emphasis on gender diversity in technical roles. Given the size of the Company and the challenges of
recruiting appropriately qualified staff in a regional area, the Board considers it unrealistic to commit to a specific level of
female participation in the Company’s workforce on an ongoing basis. However, the Board supports measures to attract
women to the Company, including continuing to offer flexible work arrangements and setting out clear expectations of
behaviours for employees that foster a supportive and inclusive work environment.
There are no female members of the Board at the date of this report. If a vacancy arises or the Board is expanded in
future, the Board will consider a diverse range of candidates who will be assessed on merit based on their judgment,
skills, experience with business and other organisations of a comparable size, the interplay of the candidate’s experience
with the experience of other Board members and the extent to which the candidate would be a desirable addition to the
Board and its committees.
Principle 4 – Safeguard integrity in financial reporting
Companies should have a structure to independently verify and safeguard the integrity of their financial reporting.
Audit Committee
The Board has an Audit Committee. Its role and responsibilities are set out in its charter, which is posted on the
Company’s website. The Committee is chaired by Mr Naylor, who is an independent non-executive director with
substantial accounting/financial experience. The other committee members are Mr Dorward and Mr Wilson, both non-
executive directors with substantial finance and industry experience. The qualifications of Mr Naylor, Mr Dorward and
Mr Wilson and their attendance at meetings are described in detail in the Directors’ Report. The Audit Committee met
four times during the year as stated in the Directors’ Report.
The structure of the Audit Committee meets Recommendation 4.2 of the ASX Principles insofar as it consists only of non-
executive directors, has at least three members and is chaired by an independent chair who is not chair of the Board. It
does not meet Recommendation 4.2 insofar as it does not consist of a majority of independent directors. Given the
current size of the Company and the Board, and the current stage of development and straightforward structure of the
Group, the Directors consider that the Audit Committee is of sufficient size and technical expertise to discharge its
mandate effectively.
27
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
External Auditor Relationship
The Company’s independent external auditor is RSM Bird Cameron Partners. RSM Bird Cameron Partners was appointed
by shareholders at the 2011 Annual General Meeting in accordance with the Corporations Act. The Audit Committee
oversees the terms of engagement of the Company’s external auditor, including provisions directed at maintaining the
independence of the external auditor and in assessing whether the provision of any proposed non-audit services by the
external auditor is appropriate. The Company requires the rotation of the external audit engagement partner at least
every five years.
Principle 5 – Make timely and balanced disclosure
Companies should promote timely and balanced disclosure of all material matters concerning the company.
The Company has an obligation under the ASX Listing Rules to ensure that all investors have equal and timely access to
factual, material information concerning the Company, presented in a clear and balanced way. The Company has a
Continuous Disclosure Policy that includes procedures designed to ensure compliance with the ASX Listing Rules’
disclosure requirements and to ensure accountability at senior executive level for the compliance. This policy is available
on the Company’s website.
Principle 6 – Respect the rights of shareholders
Companies should respect the rights of shareholders and facilitate the effective exercise of those rights.
Shareholder Communication
The Company has a formal policy on shareholder communication, which reflects the Board’s objective of maintaining
active communication with shareholders as owners of the Company. Mechanisms used by the Company for
communicating with shareholders include:
the Company’s annual report, which is distributed, or otherwise made available, to all shareholders;
the Company’s quarterly activities reports;
the Company’s half-year financial report;
the Company’s annual general meeting and other general meetings called to obtain shareholder approval for
significant corporate actions, as appropriate;
Company announcements;
the Company’s website; and
direct email alerts of ASX releases and other information to shareholders and other interested parties who
register their email address via the Company’s website.
The Company posts all shareholder-related information and Company ASX announcements (other than disclosures of a
routine compliance nature) on the Company’s website www.navarre.com.au in an accessible manner.
Shareholder Meetings
The Company encourages shareholders attending annual and other general meetings to ask questions of the directors
regarding the Company’s governance and business performance, and of the external auditor regarding the conduct of
the audit and the contents of the audit report. In addition, the Company welcomes questions from shareholders at any
time and these are answered promptly unless the information requested is market sensitive and not in the public
domain.
28
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
Principle 7 – Recognise and manage risk
Companies should establish a sound system of risk oversight and management and internal control.
The Board defines risk to be any event that, if it occurs, will have a material impact (whether financial or non-financial)
on the Company’s ability to achieve its objectives. The identification and effective management of risk, including
calculated risk taking, is viewed as an essential part of the Company’s approach to creating shareholder value.
Risk Management Roles and Responsibilities
The Board is responsible for overseeing the effectiveness of risk management systems. The Board determines the
Company’s risk profile and is responsible for overseeing and approving risk management strategy and policy, internal
compliance and internal control. The Board considers it important for all Board members to be part of this process and,
as such, has not established a separate risk management committee.
The Company has a Risk Oversight Policy, which is available on the Company’s website. The Board has established
various specific policies and practices designed to identify and manage significant business risks, including:
detailed monthly financial and operational reporting to the Board;
approval of budgets;
policies regarding internal controls and authority levels for expenditure; and
policies and procedures relating to health, safety and environment.
Day-to-day responsibility for risk oversight and management is delegated to the Managing Director, who is primarily
responsible for identifying, monitoring and communicating risk events to the Board and responding to risk events.
Given the size of the Company, the implementation of the policies and practices outlined above and the existence of
open channels of communication between the Board and management, the Board does not consider it necessary to have
separate, stand-alone risk management and control systems designed by management which are reported to the Board.
Management Assurances in relation to Financial Reporting
The Board has received statements in writing from the Managing Director and Accountant that the declaration provided
in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal
control and that the system is operating effectively in all material respects in relation to financial reporting risks.
Principle 8 – Remunerate fairly and responsibly
Companies should ensure that the level and composition of remuneration is sufficient and reasonable and that its relationship to
performance is clear.
Remuneration & Nomination Committee
The R&N Committee is responsible for determining compensation arrangements for directors, including the Managing
Director, and reviewing compensation arrangements for senior executives. Details of the role and responsibilities of the
Committee are set out in the Committee’s Charter, which is available on the Company’s website.
Given the size of the Board, all members of the Board are members of the R&N Committee. The Committee is chaired by
Mr Kevin Wilson. As a result, the Company does not meet Recommendation 8.2 of the ASX Principles insofar as the R&N
Committee is not chaired by an independent chair and does not consist of a majority of independent directors.
Nonetheless, the Board considers that the R&N Committee effectively discharges its mandate. Any potential for, or
perception of, conflict of interest resulting from the Managing Director’s membership of the R&N Committee is
addressed by ensuring that the Managing Director withdraws from committee meetings during any discussion of his
remuneration arrangements or performance, and takes no part in the discussion or decision-making process in relation
to such matters.
The Directors’ Report sets out the attendance of directors at meetings of the R&N Committee.
29
Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE GOVERNANCE STATEMENT
Structure of Non-executive Director Remuneration and Executive Remuneration
The structure of non-executive directors’ remuneration is distinguished from that of the Managing Director and senior
executives. The R&N Committee assesses the appropriateness of the nature and amount of emoluments on a periodic
basis by reference to relevant market conditions with the overall objective of ensuring maximum stakeholder benefit
from the retention of a high quality board and executive team.
The non-executive directors are remunerated by way of fixed annual fees (within the aggregate fee limit approved by
shareholders) but may also receive fees for additional services provided to the Company. The non-executive directors do
not receive any retirement benefits, other than statutory superannuation. The non-executive directors have, with the
prior approval of shareholders, received options to subscribe for shares in the Company. For a company of the size and
limited cash resources of the Company, the grant of options is a useful tool for attracting and retaining quality non-
executive directors without diminishing the Company’s cash resources. The Board is aware that the ASX Corporate
Governance Council’s guidelines do not support the issue of options to non-executive directors as part of their
remuneration. As the Company grows and its cash resources increase, the Board will review the practice of issuing
options to non-executive directors.
The senior executives of the Company are remunerated by way of a total salary package which includes a balance of fixed
remuneration (including statutory superannuation) and performance-based remuneration in the form of cash bonuses,
linked to clearly specified short-term performance targets. Equity-based remuneration, in the form of options to
subscribe for shares in the Company, is also offered in connection with long-term performance objectives appropriate to
the Company’s circumstances and goals.
Further details about the remuneration of the non-executive directors, the Managing Director and other senior
executives are set out in the Remuneration Report. The Remuneration Report also outlines the Company’s policy of
prohibiting key management personnel from hedging remuneration that is unvested or is vested but subject to a holding
lock.
30
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2013
Interest income
Income
Net administration expenses
Exploration expenditure written-off
Loss before income tax
Income tax expense
Net loss for the period
Total comprehensive loss for the period
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
Note
4
5
6
6
2013
$
44,396
44,396
2012
$
190,748
190,748
(604,325)
(50,841)
(691,152)
(342,657)
(610,770)
(843,061)
-
-
(610,770)
(843,061)
(610,770)
(843,061)
(0.79)
(0.79)
(1.57)
(1.57)
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
31
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2013
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other financial assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Other financial assets
Property, plant and equipment
Leasehold improvements
Exploration and evaluation costs
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Share based payments reserve
Accumulated losses
TOTAL EQUITY
Note
2013
$
2012
$
7
8
9
9
10
11
12
13
14
15
15
15
571,281
1,463,338
10,000
2,044,619
1,455,134
205,745
-
1,660,879
50,000
154,147
4,349
4,342,324
4,550,820
50,000
160,368
5,869
4,535,724
4,751,961
6,595,439
6,412,840
429,613
33,261
462,874
260,274
22,071
282,345
462,874
282,345
6,132,565
6,130,495
8,303,049
265,501
(2,435,985)
7,782,800
179,936
(1,832,241)
6,132,565
6,130,495
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
32
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2013
Issued Capital
$
Share Based
Payments
Reserve
$
Accumulated
Losses
$
Total Equity
$
7,782,800
179,936
(1,832,241)
6,130,495
(610,770)
(610,770)
(610,770)
(610,770)
Balance at 1 July 2012
Net loss for the period
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners:
Cost of share based payments
-
92,591
Share issues
Costs of issues
569,000
(48,751)
-
-
-
-
-
92,591
569,000
(48,751)
Transfer of equity instruments expired
unvested
-
(7,026)
7,026
-
At 30 June 2013
8,303,049
265,501
(2,435,985)
6,132,565
Issued Capital
$
Share Based
Payments
Reserve
$
Accumulated
Losses
$
Total Equity
$
4,800,245
25,667
(993,313)
3,832,599
(843,061)
(843,061)
(843,061)
(843,061)
Balance at 1 July 2011
Net loss for the period
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners:
Cost of share based payments
-
158,402
Share issues
Costs of issues
3,210,198
(227,643)
-
-
-
158,402
3,210,198
(227,643)
Transfer of equity instruments expired
unvested
-
(4,133)
4,133
-
At 30 June 2012
7,782,800
179,936
(1,832,241)
6,130,495
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
33
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
2013
$
2012
$
(310,841)
47,937
(595,507)
197,732
Net cash used in operating activities (Note 16)
(262,904)
(397,775)
CASH FLOWS FROM INVESTING ACTIVITIES
Expenditure on plant and equipment
Expenditure on leasehold improvements
Expenditure on exploration tenements
(48,845)
-
(1,087,115)
(99,215)
(273)
(3,676,343)
Net cash used in investing activities
(1,135,960)
(3,775,831)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issues
Transaction costs on issue of shares
Net cash from financing activities
569,000
(53,989)
3,210,198
(232,461)
515,011
2,977,737
Net decrease in cash and cash equivalents
(883,853)
(1,195,869)
Cash and cash equivalents at beginning of period
1,455,134
2,651,003
Cash and cash equivalents at end of period (Note 7)
571,281
1,455,134
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
34
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 1:
CORPORATE INFORMATION
The financial report of Navarre Minerals Limited (“Navarre Minerals”, or the “Company”) for the year ended 30 June 2013
was authorised for issue in accordance with a resolution of the directors on 24 September 2013.
Navarre Minerals Limited is a company limited by shares incorporated in Australia. The Company’s shares are publicly
traded on Australian Stock Exchange.
The nature of operations and principal activities of the Group are described in Note 3.
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Basis of Preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian
Accounting Standards Board, and is presented in Australian dollars. The financial report has also been prepared on a
historical cost basis.
(i)
Compliance with IFRS
The financial report complies with Australian Accounting Standards issued by the Australian Accounting Standards Board
and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.
(ii)
Early adoption of new Accounting Standards
The Group has not elected to early adopt any of the standards set out under (c) New Accounting Standards and
Interpretations for the current reporting period.
(iii) Historical cost convention
The financial statements have been prepared under a historical cost convention.
(b)
New Accounting Standards and Interpretations
The Group has adopted the following amended Australian Accounting Standard and AASB Interpretation as of 1 July 2012.
Adoption of this standard did not have a material effect on the financial position or performance of the Group.
Reference
AASB 2011-9
Title
Amendments to Australian Accounting Standards – Presentation of Other Comprehensive
Income [AASB 2011-9 amends AASB 1, 5, 7, 101, 112, 120, 121, 132, 133, 134, 1039 & 1049 as a
consequence of the issuance of AASB 101 Presentation of Items of Other Comprehensive
Income].
35
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(c)
New Accounting Standards for Application in Future Periods
The following standards and interpretations have been issued by the AASB but are not yet effective for the period ending
30 June 2013. Adoption of these standards is not expected to have a material effect on the financial position or
performance of the Group however the position will be further reviewed during FY2012 – 2013.
Application
date of
standard
Application
date for Group
1 January 2013
1 July 2013
1 January 2013
1 July 2013
Reference
Title
Summary
AASB 10
Consolidated
Financial
Statements
AASB 11
Joint
Arrangements
AASB 10 establishes a new control model that applies
It replaces parts of AASB 127
to all entities.
Consolidated and Separate Financial Statements dealing
with
financial
for
statements and UIG-112 Consolidation – Special
Purpose Entities.
the accounting
consolidated
The new control model broadens the situations when
an entity is considered to be controlled by another
entity and includes new guidance for applying the
model to specific situations, including when acting as a
manager may give control, the impact of potential
voting rights and when holding less than a majority
voting rights may give control.
Consequential amendments were also made to other
standards via AASB 2011-7.
AASB 11 replaces AASB 131 Interests in Joint Ventures
and UIG-113 Jointly- controlled Entities – Non-monetary
Contributions by Ventures. AASB 11 uses the principle of
control in AASB 10 to define joint control, and therefore
the determination of whether joint control exists may
change. In addition it removes the option to account for
jointly controlled entities (JCEs) using proportionate
consolidation.
joint
Instead, accounting
arrangement is dependent on the nature of the rights
and obligations arising from the arrangement. Joint
operations that give the venturers a right to the
underlying assets and obligations
is
accounted for by recognising the share of those assets
and obligations. Joint ventures that give the venturers
a right to the net assets is accounted for using the
equity method.
themselves
for a
Consequential amendments were also made to other
standards via AASB 2011-7 and amendments to AASB
128.
36
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(c)
New Accounting Standards for Application in Future Periods (cont.)
Reference
Title
Summary
AASB 12
Disclosure
Interests
Other Entities
of
in
AASB 13
Fair
Measurement
Value
AASB 119
Employee
Benefits
AASB
2011-4
to
Amendments to
Australian
Accounting
Standards
Remove
Individual
Management
Personnel
Disclosure
Requirements
[AASB 124]
Key
AASB 12 includes all disclosures relating to an entity’s
interests in subsidiaries, joint arrangements, associates
and structures entities. New disclosures have been
introduced
by
management to determine whether control exists, and
to
joint
arrangements, associates and structured entities and
subsidiaries with non-controlling interests.
require summarised
information about
judgments made
about
the
AASB 13 establishes a single source of guidance for
determining the fair value of assets and liabilities.
AASB 13 does not change when an entity is required to
use fair value, but rather, provides guidance on how to
determine fair value when fair value is required or
permitted. Application of this definition may result in
different fair values being determined for the relevant
assets.
AASB 13 also expands the disclosure requirements for
all assets or liabilities carried at fair value. This includes
information about the assumptions made and the
qualitative impact of those assumptions on the fair
value determined.
The revised standard changes the definition of short-
term employee benefits. The distinction between
short-term and other long-term employee benefits is
now based on whether the benefits are expected to be
settled wholly within 12 months after the reporting
date.
This amendment deletes from AASB 124 individual key
management personnel disclosure requirements for
disclosing entities that are not companies. It also
removes the individual key management personnel
disclosure requirements for all disclosing entities in
relation to equity holdings, loans and other related
party transactions. This information will be disclosed
in the Remuneration Report.
37
Application
date of
standard
Application
date for Group
1 January 2013
1 July 2013
1 January 2013
1 July 2013
1 January 2013
1 July 2013
1 July 2013
1 July 2013
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(c)
New Accounting Standards for Application in Future Periods (cont.)
Reference
Title
Summary
AASB
2012-5
Amendments to
Australian
Accounting
Standards
arising
Annual
Improvements
2009-2011
Cycle
from
AASB 2012-5 makes amendments resulting from the
2009-2011 Annual Improvements Cycle. The standard
addresses a range of improvements, including the
following:
►
(AASB 1)
►
Clarification of the comparative information
requirements when an entity provides a third balance
sheet (AASB 101 Presentation of Financial Statements).
Repeat application of AASB 1 is permitted
Application
date of
standard
Application
date for Group
1 January 2013
1 July 2013
AASB 9
Financial
Instruments
AASB 9 replaces the requirements of AASB 139 for the
classification and measurement of financial assets. This
is the result of Phase 1 of the IASB’s project to replace
IAS 39
1 January 2013
1 July 2013
Other new Australian accounting standards and Interpretations issued by not yet effective are not relevant to the Group.
(d) Basis of consolidation
The consolidated financial statements comprise the financial statements of Navarre Minerals Limited and its subsidiaries
as at 30 June 2013 and the results of all the subsidiaries for the year then ended (the Group).
Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so as
to obtain benefits from their activities.
The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using
consistent accounting policies. In preparing the consolidated financial statements, all intercompany balances and
transactions, income, expenses and profit and losses from intra group transactions, have been eliminated in full.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be
consolidated from the date on which control is transferred out of the Group.
(e) Significant accounting judgements, estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on judgements, estimates and
assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value of share options is determined using either a Black
Scholes or binomial option pricing model, and using the assumptions detailed in Note 20.
38
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(e) Significant accounting judgements, estimates and assumptions (cont.)
Exploration and evaluation costs
Exploration and evaluation costs are accumulated separately for each area of interest and carried forward provided that
one of the following conditions is met:
such costs are expected to be recouped through successful development or sale; or
exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves, and active and significant operations in relation to the area are
continuing.
Significant judgement is required in determining whether it is likely that future economic benefits will be derived from the
capitalised exploration and evaluation expenditure. In the judgement of the Directors, at 30 June 2013, apart from the
tenements at Mooralla and Broken Hill East that were written off during the year, exploration activities in each area of
interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of ore
reserves. Active and significant operations in relation to each area of interest are continuing and nothing has come to the
attention of the Directors to indicate future economic benefits will not be achieved. The Directors are continually
monitoring the areas of interest and are exploring alternatives for funding the development of areas of interest when ore
reserves are confirmed. If new information becomes available that suggests the recovery of expenditure is unlikely, the
amounts capitalised will need to be reassessed at that time.
(f)
Cash and cash equivalents
Cash and cash equivalents in the consolidated statement of financial position comprise cash at bank and in hand and
short-term deposits with an original maturity of three months or less.
For the purpose of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
(g)
Plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any impairment losses. Depreciation is
calculated on a straight-line basis over the estimated useful lives of the assets which range from 3 to 5 years.
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-
generating unit to which the asset belongs. Impairment exists when the carrying value of an asset exceeds its estimated
recoverable amount. The asset is written down to its recoverable amount.
The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset.
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise
from the continued use of the asset. Any gain or loss arising on de-recognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying amount of the item) is included in the consolidated statement of
comprehensive income in the period the item is derecognised.
39
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(h)
Exploration and evaluation costs
Exploration and evaluation expenditure is carried at cost. If indication of impairment arises, the recoverable amount is
estimated and an impairment loss is recognised to the extent that the recoverable amount is lower than the carrying
amount.
Exploration and evaluation costs are accumulated separately for each current area of interest and carried forward
provided that one of the following conditions is met:
such costs are expected to be recouped through successful development or sale; or
exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves, and active and significant operations in relation to the area are
continuing.
Impairment of exploration and evaluation costs
To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future,
profits/ (losses) and net assets will be varied in the period in which this determination is made.
Farm-outs
The Group will account for farm-out arrangements as follows:
The Group will not record any expenditure made by the farminee on its behalf;
The Group will not recognise a gain or loss on the farm-out arrangement but rather will redesignate any costs
previously capitalised in relation to the whole interest as relating to the partial interest retained; and
Any cash consideration to be received will be credited against costs previously capitalised in relation to the whole
interest with any excess to be accounted for by the Group as gain on disposal.
(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. They are included in current assets, except for those with maturities greater than 12 months after the
balance date which are classified as non-current assets. Loans and receivables are included in receivables in the
consolidated statement of financial position.
Recognition and derecognition
Regular purchases and sales of financial assets are recognised on trade date, the date on which the Group commits to
purchase or sell the asset.
Subsequent measurement
Loans and receivables are carried at amortised cost using the effective interest method.
Impairment
The Group assesses at each balance date whether there is objective evidence that a financial asset or group of financial
assets is impaired.
40
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(j)
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and
requires an assessment of whether the fulfilment of the arrangement is dependent on the use a specific asset or assets
and the arrangement conveys a right to use the asset.
Leases under which the lessor retains substantially all of the risks and benefits of ownership of the asset are classified as
operating leases. Operating lease payments are recognised in the consolidated statement of comprehensive income on a
straight-line basis over the lease term.
(k)
Trade and other payables
Trade and other payables are carried at amortised cost and represent liabilities for goods and services provided to the
Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future
payments in respect of the purchase of the goods and services.
(l)
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, and
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.
When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the
reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense
relating to any provision is presented in the consolidated statement of comprehensive income net of any reimbursement.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the
present obligation at the balance date. If the effect of the time value of money is material, provisions are determined by
discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability. The increase in the provision resulting from the passage
of time is recognised in finance costs.
Employee leave benefits
Wages, salaries, annual leave and sick leave
Liabilities for wage and salaries, including non-monetary benefits and annual leave entitlements expected to be settled
within 12 months of the reporting date are recognised in provisions in respect of employees’ service up to the reporting
date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-
accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value
of expected future payments to be made in respect of services provided by employees up to the reporting date using the
projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee
departures, and periods of service. Expected future payments are discounted using market yields at the reporting date in
national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future
cash outflows.
41
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(m) Share-based payment transactions
The Group provides benefits to employees and directors of the Group in the form of share-based payment transactions,
whereby services are rendered in exchange for shares or rights over shares (‘equity-settled transactions’).
The cost of equity-settled transactions is measured by reference to the fair value at the date at which they are granted.
The fair value of options is determined using either a Black Scholes or binomial option pricing model. The fair value of
options with non-market performance criteria is determined by reference to the Company’s share price at date of grant.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in
which the performance conditions are fulfilled, ending on the date on which the recipient becomes fully entitled to the
award (‘vesting date’).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the
extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors, based
on the best available information at balance date, will ultimately vest. No adjustment is made for the likelihood of market
conditions being met as the effect of these conditions is included in determination of fair value at grant date. The charge
or credit for the period represents the movement in cumulative expense recognised as at the beginning and end of the
period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a
market condition.
Where the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not
been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of the
modification, as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense
not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled
award, and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as
if they were a modification of the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings
per share.
(n) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
(o) Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue
can be reliably measured. Specific recognition criteria must also to be met:
Interest income
Revenue is recognised as the interest accrues using the effective interest method.
42
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(p)
Income tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are
enacted or substantially enacted by the reporting date.
Deferred income tax is provided on all temporary differences at balance date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences, except:
where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor
taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in
joint ventures, and the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused tax assets and unused tax losses can be used, except:
where the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; and
when the deductible temporary differences is associated with investments in subsidiaries, associates or interests in
joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the
temporary differences will reverse in the foreseeable future and taxable profit will be available against which the
temporary differences can be applied.
The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is
no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be
utilised.
Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it is
has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the balance date.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right of set off exists to set off
current tax assets against current liabilities and the deferred tax assets and liabilities relate to the same taxable entity and
the same taxable authority.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the consolidated
statement of comprehensive income.
43
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(q) Goods and services tax
Revenues, expenses and assets are recognised net of GST, except receivables and payables which are stated with GST
included. Where GST incurred on a purchase of goods or services is not recoverable from the taxation authority, the GST
is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or
payables in the consolidated statement of financial position.
Cash flows are included in the consolidated statement of cash flows on a gross basis and the GST component of cash
flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority is
classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation
authority.
(r)
Earnings per share
Basic earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average
number of ordinary shares.
Diluted earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average
number of ordinary shares and dilutive potential ordinary shares.
(s) Going concern
The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business
activity and the realisation and settlement of liabilities in the normal course of the business.
The Group incurred a loss of $610,770 and had net cash outflows from operating and investing activities of $262,904 and
$1,135,960, respectively, for the year ended 30 June 2013. Notwithstanding this, the Directors are satisfied that the
Group will have sufficient cash resources to meet its working capital requirements in the future.
The Group will seek to raise further capital, if required, as and when necessary to meet its projected operations. The
decision of how the Group will raise future capital will depend on market conditions existing at that time. It is the Group’s
plan that this capital will be raised by any one or a combination of the following: placement of shares, pro-rata issue to
shareholders, the exercise of outstanding options, and/or a further issue of shares to the public. Should these methods
not be considered to be viable, or in the best interests of shareholders, then it would be the Group’s intention to meet its
obligations by either partial sale of the Group’s interests or farm-out, the latter course of action being part of the Group’s
overall strategy.
Based on the above, the Directors are of the opinion that the use of the going concern basis of accounting is appropriate.
(t) Parent entity financial information
The financial information for the parent entity, Navarre Minerals Limited, disclosed in Note 23 has been prepared on the
same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries
Investments in subsidiaries are accounting for at cost less accumulated impairment losses in the financial statements of
Navarre Minerals Limited.
NOTE 3:
SEGMENT INFORMATION
The Group’s reportable segment is confined to mineral exploration only.
44
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 4:
NET ADMINISTRATION EXPENSES
Net administration expenses
Consultants fees and expenses
Directors remuneration (non-executive)
Salaries and on-costs
Share based payments
Investor relations
Motor vehicle expenses
Audit costs
Stock exchange registry and reporting costs
Travel costs
Depreciation and amortisation
Other administration expenses
Gross administration expenses
Allocated to exploration licences
Net administration expenses
NOTE 5:
INCOME TAX
Statement of Comprehensive Income
Current income tax
Current income tax credit
Tax losses not recognised as probable
Deferred income tax
Relating to origination and reversal of temporary differences
Tax losses brought to account offsetting reversal of temporary differences
Income tax expense reported in the consolidated statement of comprehensive
income
Consolidated
2013
$
2012
$
6,347
114,713
860,637
92,591
12,682
21,349
23,500
52,892
12,581
56,587
84,233
1,338,112
(733,787)
117,931
109,000
930,293
158,402
33,481
27,641
27,234
44,004
31,916
40,715
84,137
1,604,754
(913,602)
604,325
691,152
Consolidated
2013
$
2012
$
155,093
(155,093)
-
204,029
(204,029)
-
93,757
(93,757)
-
(1,037,268)
1,037,268
-
-
-
Consolidated
2013
$
2012
$
Tax Reconciliation
A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the
Group’s applicable income tax rate is as follows:
Accounting loss before tax
At the statutory 30% tax rate (2012: 30%)
Share based payment expense
Non-deductible expenses
Tax losses not brought to account
Income tax expense reported in the consolidated statement of comprehensive
income
(610,770)
(843,061)
183,231
(27,777)
(361)
(155,093)
252,918
(47,520)
(1,369)
(204,029)
-
-
45
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 5:
INCOME TAX (cont.)
Deferred Income Tax
Deferred income tax at 30 June relates to the following:
CONSOLIDATED
Deferred tax liabilities
Interest receivable
Exploration and evaluation costs
Gross deferred income tax liabilities
Deferred tax assets
Accruals
Provisions
Share issue costs
Temporary differences not recognised as not
probable
Tax losses brought to account to offset net deferred
tax liability
Gross deferred income tax assets
Net Deferred Tax Asset
Deferred tax expense
Tax consolidation
(i)
Members of the tax consolidated group
Statement of Financial
Position
2013
$
2012
$
Income Statement
2013
$
2012
$
(689)
(1,302,697)
(1,303,386)
(1,752)
(1,360,717)
(1,362,469)
1,063
58,020
43,867
(1,035,986)
39,377
9,978
68,293
8,060
6,621
68,293
31,317
3,357
-
(68,293)
(68,293)
-
8,060
4,285
-
-
1,254,031
1,303,386
-
1,347,788
1,362,469
-
(93,757)
979,774
-
-
Navarre Minerals Limited and its 100% owned Australian resident subsidiary formed a tax consolidated group with effect
from 2 May 2012. Navarre Minerals Limited is the head entity of the tax consolidated group.
(ii)
Tax effect accounting by members of the tax consolidated group
Measurement method adopted under UIG 1052 Tax Consolidated Accounting
The head entity and the controlled entities in the tax consolidated group continue to account for their own current and
deferred tax amounts. The Group has applied the group allocation approach in determining the appropriate amount of
current taxes and deferred taxes to allocate to members of the tax consolidated group. The current and deferred tax
amounts are measured in a systematic manner that is consistent with the principles in AASB 112 Income Taxes.
In addition to its own current and deferred tax amounts, the head entity also recognises current tax liabilities (or assets)
and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the
tax consolidated group.
Tax losses
At balance date, the Group has estimated unused gross tax losses of $7,912,000 (2012: $5,902,000) that are available to
offset against future taxable profits subject to continuing to meet relevant statutory tests. To the extent that it does not
offset a net deferred tax liability, a deferred tax asset has not been recognised in the accounts for these unused losses
because it is not probable that future taxable profit will be available to use against such losses.
46
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 6:
EARNINGS/(LOSS) PER SHARE
Basic earnings/(loss) per share amounts are calculated by dividing net loss 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/(loss) per share amounts are calculated by dividing the net loss 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.
For the year ended 30 June 2013 and for the comparative period, there are no dilutive potential ordinary shares as
conversion of share options and performance rights would decrease the loss per share and hence are non-dilutive.
The following data was used in the calculations of basic and diluted loss per share:
Net loss
Weighted average number of ordinary shares used in calculation of basic and
diluted loss per share
Consolidated
2013
$
(610,770)
2012
$
(843,061)
Shares
Shares
59,622,973
53,655,913
There have been no transactions involving ordinary shares or potential ordinary shares that would significantly change
the number of ordinary shares or potential ordinary shares outstanding between the reporting date and the date of
completion of these consolidated financial statements.
NOTE 7:
CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Cash at bank earns interest at floating rates based on daily bank rates.
NOTE 8:
TRADE AND OTHER RECEIVABLES
Research and development tax incentive refund
Goods and services tax refund
Interest receivable
Other
Consolidated
2013
$
571,281
2012
$
1,455,134
571,281
1,455,134
Consolidated
2013
$
1,432,954
12,219
2,297
15,868
2012
$
-
181,848
5,838
18,059
1,463,338
205,745
At balance date, there are no trade receivables that are past due but not impaired. Due to the short term nature of these
receivables, their carrying value approximates fair value. Trade receivables are non-interest bearing and are generally on
30-90 day terms. Details regarding the credit risk of current receivables are disclosed in Note 17.
47
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 9:
OTHER FINANCIAL ASSETS
Current
Term Deposits
Non-current
Bank Guarantees – Exploration Permits
NOTE 10:
PROPERTY, PLANT AND EQUIPMENT
At cost
Accumulated depreciation
Movement in Plant and Equipment
Net carrying amount at beginning of year
Additions
Depreciation
Net carrying amount at end of year
The useful life of the plant and equipment is estimated for 2013 as 3 to 5 years.
NOTE 11:
LEASEHOLD IMPROVEMENTS
At cost
Accumulated depreciation
Movement in Leasehold Improvements
Net carrying amount at beginning of year
Additions
Depreciation
Net carrying amount at end of year
The useful life of the Leasehold Improvements is estimated as 5 years.
48
Consolidated
2013
$
10,000
10,000
2012
$
-
-
Consolidated
2013
$
50,000
2012
$
50,000
50,000
50,000
Consolidated
2013
$
252,580
(98,433)
2012
$
203,735
(43,367)
154,147
160,368
160,368
48,846
(55,067)
102,252
97,312
(39,196)
154,147
160,368
Consolidated
2013
$
7,602
(3,253)
2012
$
7,602
(1,733)
4,349
5,869
5,869
-
(1,520)
7,115
273
(1,519)
4,349
5,869
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 12:
EXPLORATION AND EVALUATION COSTS
Balance at beginning of year
Expenditure for the year
Research and development tax incentive refund (net of costs)
Expenditure written-off during the year
Consolidated
2013
$
4,535,724
1,271,064
(1,413,623)
(50,841)
2012
$
1,082,435
3,795,946
-
(342,657)
4,342,324
4,535,724
Capitalised exploration and evaluation costs at 30 June 2013 are $4,342,324 (2012: $4,535,724) which relate to Bendigo
North $ 3,364,673 (2012: $3,875,231), Western Victoria Copper Project $ 543,806 (2012: 297,497), Kingston $432,912
(2012: $362,996) and Stawell Corridor $933 (2012: $0).
NOTE 13:
TRADE AND OTHER PAYABLES
Trade Creditors
Trade payables are non-interest bearing and are normally settled on 30 day terms.
NOTE 14:
PROVISIONS
CURRENT
Annual leave entitlement
NOTE 15:
CONTRIBUTED EQUITY AND RESERVES
Consolidated
2013
$
429,613
2012
$
260,274
Consolidated
2013
$
33,261
2012
$
22,071
ISSUED AND PAID UP CAPITAL
Ordinary shares
Movements in Ordinary Shares
Balance at beginning of year
Share Issues:
Share purchase plan at $0.15
Entitlement offer at $0.23
Transaction costs
2013
Shares
Consolidated
2013
$
2012
Shares
2012
$
59,622,973
59,622,973
8,303,049
8,303,049
55,829,603
55,829,603
7,782,800
7,782,800
55,829,603
7,782,800
41,872,222
4,800,245
3,793,370
-
-
569,000
-
(48,751)
-
13,957,381
-
-
3,210,198
(227,643)
Balance at end of year
59,622,973
8,303,049
55,829,603
7,782,800
49
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 15:
CONTRIBUTED EQUITY AND RESERVES (cont.)
(a)
Terms and Condition of Ordinary Shares
Ordinary shares entitle their holder to receive dividends as declared. In the event of winding up the Company, ordinary
shares entitle their holder to participate in the proceeds from the sale of all surplus assets in proportion to the number of
and amounts paid up or which should have been paid up on shares held. Each ordinary share entitles the holder to one
vote, either in person or by proxy, at a meeting of the Company. Ordinary shares issued during the year and since the end
of the year, from date of issue rank equally with the ordinary shares on issue.
(b)
Share Options
At 30 June 2013 4,190,000 options over unissued shares granted to Non-Executive directors, executives and consultants
were outstanding. The options are granted pursuant to the Navarre Minerals Limited Option Plan, details of which are set
out in Note 20.
(c)
Capital Management
Capital is defined as equity. When managing capital, management’s objective is to ensure the entity continues as a going
concern as well as to maintain optimal returns to shareholders and benefits of other stakeholders. All methods of
returning funds to shareholders outside of dividend payments or raising funds are considered within the context of the
Group’s objectives.
The Group will seek to raise further capital, if required, as and when necessary to meet its projected operations. The
decision of how the Group will raise future capital will depend on market conditions existing at that time. It is the Group’s
plan that this capital will be raised by any one or a combination of the following: placement of shares, pro-rata issue to
shareholders, the exercise of outstanding options, and/or a further issue of shares to the public. Should these methods
not be considered to be viable, or in the best interests of shareholders, then it would be the Group’s intention to meet its
obligations by either partial sale of the Group’s interests or farm-out, the latter course of action being part of the Group’s
overall strategy.
The Group is not subject to any externally imposed capital requirements.
OTHER RESERVES
Share Based Payments Reserve
The share based payments reserve records the value of benefits provided as equity instruments to directors, employees
and consultants under share-based payment plans (Note 20).
Balance at beginning of year
Cost of share based payments
Cost of unvested expired equity
transferred to accumulated losses
instruments
Balance at end of year
ACCUMULATED LOSSES
Balance at beginning of year
Net loss for the year
Cost of equity instruments expired unvested
Balance at end of year
50
Consolidated
2013
$
179,936
92,591
2012
$
25,667
158,402
(7,026)
(4,133)
265,501
179,936
Consolidated
2013
$
(1,832,241)
(610,770)
7,026
2012
$
(993,313)
(843,061)
4,133
2,435,985
(1,832,241)
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 16:
STATEMENT OF CASH FLOWS RECONCILIATION
Reconciliation of net loss after tax to net cash flows used in operating activities
Net loss
Adjustments for:
Exploration expenditure written-off
Depreciation and amortisation (net of allocation to
exploration licences)
Share based payments (net of allocation to
exploration licences)
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Decrease)/increase in trade and other payables
Increase
exploration licences)
(net of allocation to
in provisions
Consolidated
2013
$
(610,770)
2012
$
(843,061)
50,841
5,406
342,657
3,723
73,876
111,080
175,119
36,015
6,609
(52,747)
32,968
7,605
Net cash flows used in operating activities
(262,904)
(397,775)
NOTE 17:
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instruments comprise cash and short term deposits, the main purpose of which is to
finance the Group’s operations. The Group has various other financial assets and liabilities such as trade receivables and
trade payables, which arise directly from its operations. The main risks arising from the Group’s financial instruments are
credit risk, interest rate risk and liquidity risk. The Board of Directors has reviewed each of those risks and has
determined that they are not significant in terms of the Group’s current activities.
Credit risk
The Group trades only with recognised, creditworthy third parties. Receivable balances are monitored on an ongoing
basis with the results being that the Group’s exposure to bad debts is not significant.
Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents and trade and other
receivables. The Group's exposure to credit risk arises from potential default of the counter party, with a maximum
exposure equal to the carrying amount of these instruments. No collateral is held as security. Exposure at balance date is
the carrying value as disclosed in each applicable note.
51
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 17:
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont.)
Interest rate risk
The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s cash and cash
equivalents with a floating interest rate:
Cash and cash equivalents
Consolidated
2013
$
571,281
2012
$
1,455,134
Taking into account past performances, future expectations, economic forecasts, and management’s knowledge and
experience of the financial markets, the Group believes that -/+ 1.0% from the year-end rates of 3.5% represents the
‘reasonably possible’ movement interest rates over the next 12 months. The following is the impact of this on the profit
or loss with all other variables including foreign exchange rates held constant:
+1.0% (100 basis points) increase in interest rates with all other variables held
constant
-1.0% (100 basis points) decrease in interest rates with all other variables held
constant
Consolidated Net Profit
2013
2012
$
5,700
14,600
(5,700)
(14,600)
There is no impact on equity other than the above net profit sensitivities on retained earnings/accumulated losses.
Liquidity Risk
The Group’s exposure to financial obligations relating to corporate administration and projects expenditure, are subject
to budgeting and reporting controls, to ensure that such obligations do not exceed cash held and known cash inflows for
a period of at least 1 year.
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built in an appropriate
liquidity risk framework for the management of the Group’s short, medium and longer term funding and liquidity
management requirements. The Group manages liquidity risk by maintaining adequate equity funding through the
monitoring of future cash flow forecasts of its operations, which reflect management’s expectations of the settlement of
financial assets and liabilities.
The Group has limited financial resources and will need to raise additional capital from time to time as such fund raisings
will be subject to factors beyond the control of the Group and its directors. When Navarre requires further funding for its
programs, then it is the Group’s intention that the additional funds will be raised by any one or a combination of the
following: placement of shares, pro-rata issue to shareholders, the exercise of outstanding options, and/or a further issue
of shares to the public. Should these methods not be considered to be viable, or in the best interests of shareholders,
then it would be the Group’s intention to meet its obligations by either partial sale of the Group’s interests or farm-out,
the latter course of action being part of the Group’s overall strategy.
Maturity Analysis
At balance date, the Group holds $429,613 of financial liabilities consisting of trade and other payables. All financial
liabilities have a contractual maturity of 30 days.
Fair Values
The aggregate net fair values of the financial assets and liabilities are the same as the carrying values in the consolidated
statement of financial position.
52
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 18:
COMMITMENTS AND CONTINGENCIES
(a)
Commitments
Operating Lease
Future minimum rentals payable under operating lease for office premises at
balance date:
Payable not later than one year
Payable later than one year but not later than five years
Exploration Commitments – Exploration Permits
Estimated cost of minimum work requirements contracted for under exploration
permit is estimated at balance date:
Payable not later than one year
Payable later than one year but not later than five years
2013
$
2012
$
-
-
-
2013
$
10,755
-
10,755
2012
$
636,350
1,738,700
2,375,050
659,637
1,812,400
2,472,037
Exploration commitments at 30 June 2013 relate to Bendigo North $ 87,000 (2012: $250,387), Western Victoria Copper
Project $ 1,767,550 (2012: $1,626,000), Kingston $520,500 (2012: $563,250) and Ballarat South $0 (2012: $32,400).
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform minimum
exploration work to meet the minimum expenditure requirements. These obligations are expected to be fulfilled in the
normal course of operations. Exploration interests may be relinquished or joint ventured to reduce this amount. The
Victorian State Government has the authority to defer, waive or amend the minimum expenditure requirements.
(b)
Contingent Liabilities
In June 2008, Navarre signed a Tenement Sale Agreement with Leviathan Resources, which is currently owned by
Crocodile Gold Corp. (Crocodile), to acquire exploration licence EL 4897. Under the terms of the Agreement, Leviathan
had a “once-off” right (but not the obligation) to earn a 60% interest in EL 4897 in the event that Navarre announced a
Resource of not less than 500,000 ounces of gold and not less than one-half of which is an Indicated Mineral Resource or
higher category.
In September 2012, Navarre announced an agreement with Crocodile to convert Crocodile’s right to earn a majority
interest in EL 4897 into a 2% net smelter royalty (NSR) over future gold production from EL 4897. Navarre has the right to
buy back 1% of the NSR for $2 million within four years, which would reduce the NSR to 1%.
53
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 19:
KEY MANAGEMENT PERSONNEL
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
J Nosworthy
S Harper
Exploration Manager (appointed 13 August 2012)
Company Secretary
Chief Geologist (resigned 06 July 2012)
There were no other changes to the directors and executive after the reporting date and before the date the financial
report was authorised for issue.
Compensation of key management personnel by category:
Short term employee benefits
Post-employment benefits
Share-based payments
Consolidated
2013
$
664,484
55,685
95,487
815,656
2012
$
610,698
59,640
153,095
823,433
Details of compensation of individual key management personnel are set out in the Remuneration Report.
During the year fees for consulting services were paid by the Group to entities controlled by directors as follows:
Director
J Dorward
Consulting
Fees Paid
Outstanding
at Balance
Date
2013
$
5,000
2013
$
-
Consulting
Fees Paid
2012
$
50,000
Outstanding
at Balance
Date
2012
$
10,000
54
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 19:
KEY MANAGEMENT PERSONNEL (cont.)
Movement in shares
The movement during the reporting period in the number of ordinary shares in Navarre Minerals Limited held directly,
indirectly or beneficially, by key management personnel, including their related parties, is as follows:
30 June 2013
Held at 1
July 2012
Purchases
Received on
Exercise of
Options
Sales
Held at 30
June 2013
Shares held in Navarre Minerals Limited (number)
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
J Nosworthy
S Harper
4,367,174
4,602,307
3,250,000
1,630,000
13,333
100,000
-
100,000
221,936
105,000
100,000
33,334
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,467,174
4,824,243
3,355,000
1,730,000
46,667
100,000
-
30 June 2012
Held at 1
July 2011
Purchases
Received on
Exercise of
Options
Sales
Held at 30
June 2012
Shares held in Navarre Minerals Limited (number)
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
S Harper
T Shard
J Nosworthy
3,715,000
3,850,000
3,025,000
1,222,500
-
915,000
100,000
652,174
752,307
225,000
407,500
-
305,000
-
-
-
-
-
-
-
4,367,174
4,602,307
3,250,000
1,630,000
-
1,220,000
100,000
-
-
-
-
-
-
55
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 19:
KEY MANAGEMENT PERSONNEL (cont.)
Options over equity instruments
The movement during the reporting period in the number of options over ordinary shares in Navarre Minerals Limited
held, directly, indirectly and beneficially by key management personnel, including their related parties is as follows:
Held at 1 July
2012
Granted as
Remuneration
Options
Exercised
Options
Lapsed
Held at 30
June 2013
Vested in
2013
Vested and
exercisable
at 30 June
2013
Options held in Navarre Minerals Limited (number)
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
W Edgar
J Nosworthy
S Harper
250,000
1,500,000
200,000
200,000
-
100,000
300,000
300,000
500,000
250,000
250,000
150,000
200,000
-
-
-
-
-
-
-
-
-
-
-
-
550,000
2,000,000
450,000
450,000
125,000
500,000
100,000
100,000
250,000
1,000,000
200,000
200,000
-
-
300,000
150,000
300,000
-
-
33,333
-
-
33,333
-
Held at 1 July
2011
Granted as
Remuneration
Options
Exercised
Options
Lapsed
Held at 30
June 2012
Vested in
2012
Vested and
exercisable
at 30 June
2012
Options held in Navarre Minerals Limited (number)
Directors
K Wilson
G McDermott
J Dorward
C H Naylor
Executives
S Harper
J Nosworthy
-
1,500,000
-
-
250,000
-
200,000
200,000
200,000
-
100,000
100,000
NOTE 20:
SHARE BASED PAYMENT PLANS
Navarre Minerals Limited Option Plan
-
-
-
-
-
-
-
-
-
-
-
-
250,000
1,500,000
200,000
200,000
125,000
500,000
100,000
100,000
125,000
500,000
100,000
100,000
300,000
100,000
66,667
-
66,667
-
Share options are granted to senior employees and non-executive directors under the Navarre Minerals Limited Option
Plan. There were 1,890,000 options granted during the financial year (2012: 900,000 options).
Movements in share options on issue during the year:
Outstanding at the beginning of the year
Granted during the year
Lapsed during the year
Exercised during the year
2013
Options
2,600,000
1,890,000
(300,000)
-
4,190,000
2012
Options
1,770,000
900,000
(70,000)
-
2,600,000
56
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 20:
SHARE BASED PAYMENT PLANS (cont.)
On 29 October 2012, 150,000 share options were granted to a senior employee of the Company. The options are
exercisable at a price of 30 cents per option on or before 31 December 2016. The options vest in three tranches,
when the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days
after the relevant vesting date (being 1 January 2013 for the first tranche, 1 January 2014 for the second tranche and
1 January 2015 for the third tranche).
The fair value of the options at date of grant is estimated to be 3.81 cents for the first tranche, 4.59 cents for the
second tranche and 5.28 cents for the third tranche. The fair value was determined using a Binomial pricing model,
taking into account the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
71% Contractual life
2.57% Dividend yield
4 years
0%
The total amount expensed in the year relating to these share options was $4,029.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
On 29 October 2012, 40,000 share options were granted to a senior employee of the Company. The options are
exercisable at a price of 30 cents per option on or before 30 June 2017. The options vest in three tranches, when
the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days after
the relevant vesting date (being 1 July 2013 for the first tranche, 1 July 2014 for the second tranche and 1 July 2015
for the third tranche).
The fair value of the options at date of grant is estimated to be 4.58 cents for the first tranche, 5.28 cents for the
second tranche and 5.93 cents for the third tranche. The fair value was determined using a Binomial pricing model,
taking into account the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
71% Contractual life
2.57% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $1,090.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
57
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 20:
SHARE BASED PAYMENT PLANS (cont.)
On 30 November 2012, following approval by shareholders at the 2012 Annual General Meeting, 800,000 share
options were granted to the non-executive directors. The options vest in two tranches, when the Company’s closing
share price exceeds the exercise price of the options for ten consecutive trading days after the relevant vesting date
(being 31 December 2012 for the first tranche and 31 December 2013 for the second tranche).
The exercise price is 30 cents for the first tranche and 35 cents for the second tranche. The options are exercisable
on or before 31 December 2015.
The fair value of the options at date of grant is estimated to be 3.22 cents for the first tranche and 3.52 cents for the
second tranche. The fair value was determined using a Binomial pricing model, taking into account the terms and
conditions upon which the options were granted, and using the following inputs to the model:
Expected volatility
Risk-free interest rate
71% Contractual life (years)
2.67% Dividend yield
3 years
0%
The total amount expensed in the year relating to these share options was $20,462.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
On 30 November 2012, following approval by shareholders at the 2012 Annual General Meeting, 500,000 share
options were granted to the Managing Director. The options are exercisable at a price of 25 cents per option.
250,000 will vest when the Company’s closing share price exceeds the exercise price of the options for ten
consecutive trading days after the date of grant (30 November 2012). Once vested, these options must be exercised
on or before 31 December 2013.
The fair value of the options at date of grant is estimated to be 1.48 cents. The fair value was determined using a
Binomial pricing model, taking into account the terms and conditions upon which the options were granted, and
using the following inputs to the model:
Expected volatility
Risk-free interest rate
71% Contractual life
2.67% Dividend yield
1 year
0%
The other 250,000 options will vest in three tranches, when the Company’s closing share price exceeds the exercise
price of the options for ten consecutive trading days after the relevant vesting date (being 30 November 2012 for
the first tranche, 1 January 2013 for the second tranche and 1 January 2014 for the third tranche). Once vested,
these options must be exercised on or before 31 December 2015.
The fair value of the options at date of grant is estimated to be 3.98 cents for the first tranche, 4.07 cents for the
second tranche and 5.02 cents for the third tranche. The fair value was determined using a Binomial pricing model,
taking into account the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
71% Contractual life
2.67% Dividend yield
3 years
0%
The total amount expensed in the year relating to these share options was $12,661.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
58
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 20:
SHARE BASED PAYMENT PLANS (cont.)
On 12 March 2013, 400,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 15 cents per option on or before 31 December 2017. The options vest in three tranches,
when the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days
after the relevant vesting date (being 1 January 2014 for the first tranche, 1 January 2015 for the second tranche and
1 January 2016 for the third tranche).
The fair value of the options at date of grant is estimated to be 4.88 cents for the first tranche, 5.34 cents for the
second tranche and 5.76 cents for the third tranche. The fair value was determined using a Binomial pricing model,
taking into account the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
71% Contractual life
2.57% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $3,884.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
NOTE 21:
AUDITOR’S REMUNERATION
Amounts received or due and receivable by the auditor for:
Audit or review of the financial reports:
AFS & Associates
RSM Bird Cameron Partners
NOTE 22:
RELATED PARTY DISCLOSURES
Subsidiaries
Consolidated
2013
$
2012
$
-
23,500
23,500
2,234
25,000
27,234
The consolidated financial statements include the financial statements of Navarre Minerals Limited and the following
subsidiary:
Black Range Metals Pty Ltd
Country of
Incorporation
Australia
%
Entity Interest
2012
%
100
2013
%
100
During the year, a total of $5,000 was paid by the Group to an entity controlled by Mr Dorward as payment for consulting
services provided by Mr Dorward to the Group.
59
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
NOTE 23:
PARENT ENTITY INFORMATION
Information relating to Navarre Minerals Limited
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Share based payment reserve
Accumulated losses
Total shareholders’ equity
(Loss) of the parent entity
Total comprehensive (loss) of the parent entity
Details of any guarantees entered into by the parent entity in relation to the debts
of its subsidiaries
Details of any contingent liabilities of the parent entity
Details of any contractual commitments by the parent entity for the acquisition of
property, plant or equipment
NOTE 24:
EVENTS SUBSEQUENT TO BALANCE DATE
2013
$
2012
$
2,098,738
6,604,693
462,874
462,874
8,303,049
265,501
(2,426,731)
6,141,819
(601,516)
(601,516)
1,710,878
6,412,840
282,345
282,345
7,782,800
179,936
(1,832,241)
6,130,495
(843,061)
(843,061)
n/a
n/a
n/a
n/a
n/a
n/a
In July 2013, the Company received a $1.4 million Research and Development (R&D) tax refund under the Federal
Government’s R&D Tax Incentive Scheme. The refund relates to the costs of research and development conducted by the
Company as part of its exploration programs during the 2012 financial year.
Other than the above, there has not arisen in the interval between the end of the financial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or state of affairs of the
Group, in future financial years.
60
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ DECLARATION
In accordance with a resolution of the directors of Navarre Minerals Limited, I state that:
In the opinion of the Directors:
(a)
The financial statements and notes of Navarre Minerals Limited for the financial year ending 30 June 2013 are in
accordance with the Corporations Act 2001, including:
(i)
(ii)
Giving a true and fair view of the Company’s and the consolidated entity’s financial position as at 30 June
2013.
Complying with Accounting Standards (including the Australian Accounting
Corporations Regulations 2001.
Interpretations) and
The financial statements and notes also comply with International Financial Reporting Standards as disclosed in
Note 2(a)(i).
There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
(b)
(c)
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with
Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2013.
On behalf of the Board
G McDermott
Managing Director
Melbourne, 24 September 2013
61
RSM Bird Cameron Partners
Level 8 Rialto South Tower
525 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 3 9286 1800 F +61 3 9286 1999
www.rsmi.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
NAVARRE MINERALS LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Navarre Minerals Limited, which comprises the
consolidated statement of financial position as at 30 June 2013, and the consolidated statement of
comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for
the year then ended, notes comprising a summary of significant accounting policies and other explanatory
information, and the directors' declaration of the consolidated entity comprising the company and the entities it
controlled at the year’s end or from time to time during the financial year.
Directors’ Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that is free from
material misstatement, whether due to fraud or error. In Note 2, the directors also state, in accordance with
Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with
International Financial Reporting Standards.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant
ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable
assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor's judgement, including the assessment of the
risks of material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the
financial report in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates
made by the directors, as well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
62
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney, Melbourne,
Adelaide and Canberra
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We
confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of Navarre Minerals Limited, would be in the same terms if given to the directors as at the time of this
auditor's report.
Opinion
In our opinion:
(a) the financial report of Navarre Minerals 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 2013 and of its
performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 2.
Report on the Remuneration Report
We have audited the Remuneration Report included at pages 15 to 24 of the directors’ report for the year ended
30 June 2013. The directors of the company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to
express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
Opinion
In our opinion the Remuneration Report of Navarre Minerals Limited for the year ended 30 June 2013 complies
with section 300A of the Corporations Act 2001.
RSM BIRD CAMERON PARTNERS
J S CROALL
Partner
Dated: 19 September 2013
Melbourne, Victoria
63
Navarre Minerals Limited
ABN 66 125 140 105
ADDITIONAL SHAREHOLDER INFORMATION
The shareholder information set out below was applicable as at 23 September 2013.
1.
Listing Information
The Company is listed, and all of the Company’s issued shares are quoted on, the Australian Securities Exchange
(ASX).
2.
(i)
Distribution of Shareholders
Analysis of number of shareholders by size of holding:
Ranges
1 – 1000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
>100,001
Totals
Holders
19
99
166
377
83
744
Total Units
4,544
333,973
1,371,406
12,051,568
45,861,482
59,622,973
% IC
0.01
0.56
2.30
20.21
76.92
100.00
(ii)
The number of shareholders holding less than a marketable parcel of shares was 312, holding a total of 2,037,005
shares.
3.
20 Largest Shareholders
The following table sets out the top 20 holders of the Company’s shares (when multiple holdings are grouped together by
registered holder):
Shareholder
Kautag Pty Ltd
Lujeta Pty Ltd
Northgate Australian Ventures Pty Ltd
New Chum Holdings Pty Ltd
1
2
3 Mr Kevin John Wilson
4 Mr John Darroch, Mrs Gloria Darroch, Mr Richard Darroch & Ms Helen Darroch
5
6
7 Mr Colin Henry Naylor & Mrs Anne Naylor
8 Mambat Pty Ltd
9
Dalregal Pty Ltd
10 Mr Trevor James Shard & Ms Lidia Lee Merzel
11 Mad Fish Management Pty Ltd
12 Ms Katherine Griffin
13 Yavern Creek Holdings Pty Ltd
14 Mrs Karrina Mitchell
15 Mr Wayne Daryl King & Mr Craig Alan King
16 Kevin Philip Wilkie & Kerry Wilkie
17 Mr Kouros Abbaszadeh
18 Mr Alnis Ernst Vedig & Mrs Rasma Vedig
19 Mrs Carmel Elizabeth Whiting
20 Walkaround Pty Limited
Number of
shares
5,187,222
4,610,642
4,467,174
2,693,333
2,345,000
2,100,000
1,730,000
1,600,000
1,560,722
1,220,000
1,130,000
1,010,000
950,000
900,000
834,000
544,000
501,003
500,000
492,768
478,075
34,853,939
% Issued
capital
8.7%
7.7%
7.5%
4.5%
3.9%
3.5%
2.9%
2.7%
2.6%
2.1%
1.9%
1.7%
1.6%
1.5%
1.4%
0.9%
0.9%
0.8%
0.8%
0.8%
58.4%
64
Navarre Minerals Limited
ABN 66 125 140 105
ADDITIONAL SHAREHOLDER INFORMATION
4.
Substantial Shareholders
The substantial holders were as follows:
Shareholder
Northgate Australian Ventures Corporation Pty Ltd
Mr Geoffrey McDermott (including New Chum Holdings Pty Ltd and others)
Mr Kevin John Wilson
Mr John Dorward (including Kautag Pty Ltd and Ms Katherine Griffin)
No of shares
5,187,222
4,824,243
4,467,174
3,355,000
%
8.7%
8.1%
7.5%
5.6%
5.
Voting Rights
At a general meeting of shareholders:
(i)
(ii)
On a show of hands, each person who is a member or sole proxy has one vote.
On a poll, each shareholder is entitled to one vote for each fully paid share.
(iii)
TENEMENT INFORMATION (as at 23 September 2013)
Project
Bendigo North
Tandarra
Castlemaine Gold JV
Raydarra2
Sebastian 12
Sebastian 22
Landsborough Fault
Kingston
Glendhu
Western Victoria Copper Project
Black Range
Stavely
Mitre
Cherrypool
Stawell Corridor
Ararat
Tatyoon
Tenement Details1
Group Interest
EL4897
EL5266
EL4536
EL4974
EL5280
EL5380
EL4590
EL5425
EL4973
EL5426
ELA5476
ELA5480
100%
0%
0%3
0%3
100%
100%
100%
100%
100%
100%
0%
0%
Notes
1 EL = Exploration Licence; ELA = Exploration Licence Application.
2 Navarre may earn up to a 75% in these projects.
3 Navarre has earned, but not yet registered, a 51% interest in the Sebastian Project.
65