Oklo Resources Limited
Annual Report 2017

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O K L O R E S O U R C E S L I M I T E D A N N U A L R E P O R T 2 0 1 7 ANNUAL REPORT Oklo Resources Limited ASX:OKU | Level 5, 56 Pitt Street, Sydney NSW 2000, Australia T: +61 2 8319 9233 | F: +61 2 9252 8466 | info@okloresources.com okloresources.com ACN 121 582 607 DIRECTORS Mr Michael Fotios – Non-Executive Chairman Mr Simon Taylor – Managing Director (Appointed 29 July 2016) Dr Madani Diallo – Executive Director, Country Manager (Appointed 29 July 2016) COMPANY SECRETARY Ms Louisa Martino BANKER National Australia Bank Ltd South Sydney Partnership Level 20 Tower 1 520 Oxford Street Bondi Junction NSW 2022 AUDITORS BDO Audit (WA) Pty Ltd 38 Station Street Subiaco, WA, 6008 SOLICITORS Steinepreis Paganin 16 Milligan Street Perth, WA, 6000 REGISTERED OFFICE AND PRINCIPAL PLACE OF BUSINESS Level 5, 56 Pitt Street Sydney, NSW, 2000 Telephone: +61 2 8823 3100 Facsimile: +61 8 9252 8466 Website: www.okloresources.com Email : info@okloresources.com STOCK EXCHANGE The Company’s securities are quoted on the official list of the Australian Securities Exchange Limited (ASX code: OKU) SHARE REGISTRY Computershare Investor Services Pty Ltd Level 11, 172 St Georges Terrace Perth, WA, 6000 2 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 Chairman’s Letter Operations Review Directors’ Report Auditor’s Independence Declaration Financial Statements PAGE 4 6 21 38 - Consolidated statement of profit or loss and other comprehensive income 39 - Consolidated statement of financail position 41 - Consolidated statement of changes in equity 42 - Consolidated statement of cash flows 44 - Notes to the consolidated financial statements 45 Directors’ Declaration 75 Independent Auditor’s Report to the Members 76 ASX Additional Information 80 3 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CHAIRMAN’S LETTER Dear Fellow Shareholders, Once again, it gives me great pleasure to present Oklo Resources Limited’s (“Oklo” or the “Company”, ASX: OKU) 2017 Annual Report. The past year has seen our Company make great strides towards achieving its goal of discovering the next major gold deposit in Mali, West Africa. We started to see real evidence of this in late 2016 with the first results from shallow auger geochemistry drilling outlining an extensive zone of bedrock gold anomalism at Seko within the Dandoko Project. Our aggressive exploration work to date has shown Seko to comprise at least five coherent gold trends of up to 2km in strike length with significant widths of low to medium grade, oxide gold mineralisation intersected in aircore drilling in early 2017. The drill results to date demonstrate excellent potential for a significant oxide gold system at Seko, and possibly elsewhere along the 12km-long gold trend outlined by auger geochemistry within Dandoko. Dear Fellow Shareholders, Once again, it gives me great pleasure to present Oklo Resources Limited’s (“Oklo” or the “Company”, ASX: OKU) 2017 Annual Report. The past year has seen our Company make great strides towards We have already commenced planning for the 2017-18 field season and look forward to reporting further positive developments on our quest to build a significant gold company in Mali. achieving its goal of discovering the next major gold deposit in Mali, West Africa. We started to see real evidence of this in late 2016 with the first results from shallow auger geochemistry drilling outlining an extensive zone of bedrock gold anomalism at Seko within the Dandoko Project. Our aggressive exploration work to date has shown Seko to comprise at least five coherent gold trends of up to 2km in strike length with significant widths of low to medium grade, oxide gold mineralisation intersected in aircore drilling in early 2017. The drill results to date demonstrate excellent potential for a significant oxide gold system at Seko, and possibly elsewhere along the 12km-long gold trend outlined by auger geochemistry within Dandoko. We have already commenced planning for the 2017-18 field season and look forward to reporting further positive developments on our quest to build a significant gold company in Mali. Our impressive project portfolio strategically located amongst several world-class gold deposits Our impressive project portfolio strategically located amongst several world-class gold deposits and mining operations coupled with our recent exploration success is attracting increasing investor awareness from funding its aggressive exploration programs, with within the gold mining industry and also from global fund managers, with the BlackRock Group and Resolute $8.7 million raised through an oversubscribed share Mining Ltd emerging as substantial shareholders during the year. This new investor interest has also placement and a further $2.9 million through the enabled Oklo to continue funding its aggressive exploration programs, with $8.7 million raised through an conversion of listed options, meaning that we will be able to start the forthcoming field season in a oversubscribed share placement and a further $2.9 million through the conversion of listed options, strong financial position with cash reserves of circa meaning that we will be able to start the forthcoming field season in a strong financial position with cash $13 million. reserves of circa $13 million. Oklo’s Board and management team collectively Oklo’s Board and management team collectively has vast experience in gold exploration and has has vast experience in gold exploration and has demonstrated this by uncovering further discoveries demonstrated this by uncovering further discoveries within our vast Malian holdings. I would therefore like within our vast Malian holdings. I would therefore to thank my fellow Board members and management as well as our in-country team for all their effort and like to thank my fellow Board members and success during the past year. management as well as our in-country team for all their effort and success during the past year. We have clear objectives set for the 2017-18 field season including outlining a maiden resource at our Dandoko Project and particularly at Seko. I thank you for your support throughout 2017 and hope that our We have clear objectives set for the 2017-18 field season including outlining a maiden resource at our progress during the forthcoming year will continue to add value to your investment in Oklo. Dandoko Project and particularly at Seko. I thank you for your support throughout 2017 and hope that our progress during the forthcoming year will Yours sincerely, continue to add value to your investment in Oklo. and mining operations coupled with our recent Yours sincerely, exploration success is attracting increasing investor awareness from within the gold mining industry and also from global fund managers, with the BlackRock Group and Resolute Mining Ltd emerging as substantial shareholders during the year. This new investor interest has also enabled Oklo to continue Michael Fotios Chairman Michael Fotios Chairman 4 Oklo Resources Limited and its Controlled Entities Page 4 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 “Our recent exploration success is attracting increasing investor awareness from within the gold mining industry and also from global fund managers.” MICHAEL FOTIOS CHAIRMAN $13m CASH RESERVES $8.7m raised through oversubscribed share placement 5 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 OPERATIONS REVIEW Oklo’s landholding in Mali, West Africa presently covers more than 1,300km2, with its flagship gold projects concentrated in two key areas: West Mali (Dandoko, Moussala and Socaf) and South Mali (Yanfolila, Kolondieba, Sirakourou and Solabougouda). Both groups of permits are located over highly prospective Proterozoic Birimian greenstone belts in the vicinity of multi-million-ounce gold mining operations and recent noteworthy discoveries (Figure 1). FIGURE 1: LOCATION OF OKLO PROJECTS IN WEST AND SOUTH MALI 6 SenegalMaliGuinée BissauGuinéeBamakoCôte d’Ivoire75 KilometresGranitoid RocksCover SequenceBirimian Volcanic RocksPre-Birimian BasementYounger CoverGold MineAdvanced ProjectOklo ProjectsMALI GOLD PROJECTSCountry BorderMap AreaKolondiebaYanfolilaDandokoMoussalaSocafSolabougoudaSirakourouResolute MiningSyama 7.9MozEndeavour MiningKalana 2.0MozWassoul'Or SAKodieran 2.0MozHummingbird Yanfolila 1.8Moz B2 Gold Fekola 5.15MozRandgoldGounkoto 5.4MozEndeavour MiningTabakoto 3.8MozRandgoldLoulo 12.5MozIAMGOLDSadiola 13.5MozIAMGOLDYatela 4.5MozIAMGOLDBoto 1.4MozRandgoldMorila 8.5MozOKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 During the reporting year, the Company completed several exploration campaigns focused on the discovery of additional shallow gold mineralisation within the Dandoko and Moussala projects (Figure 2). Highlights of this work included: 12km gold-anomalous corridor outlined within the Dandoko Project from auger geochemistry a new, shallow oxide-gold discovery at Seko within this corridor further positive results from RC and diamond drilling at the Disse and Diabarou prospects 7 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DANDOKO & MOUSSALA PROJECTS – WEST MALI (100% INTEREST) Oklo’s Dandoko Project (134km2) and adjoining Moussala Project (64km2) are located within the Kenieba Inlier of western Mali and lie within 30km to the east of B2Gold’s 5.15Moz Fekola Project and 50km to the south-southeast of Randgold’s 12.5Moz Loulo Mine. During the reporting year highly encouraging results were received from reconnaissance auger geochemistry coverage over the Dandoko and Moussala project areas (Figure 2). At Dandoko, results delineated a 12km long gold corridor with the resultant follow- up aircore (AC) drilling leading to the discovery of significant oxide gold mineralisation at Seko. At the Disse and Diabarou prospects further encouraging results were received from AC, reverse circulation (RC) and diamond drill (DD) programs. FIGURE 2: A) LOCATION OF OKLO’S DANDOKO AND MOUSSALA GOLD PROJECTS IN WEST MALI. B) LOCATION OF SEKO TRENDS WITHIN 12KM LONG DANDOKO GOLD CORRIDOR.......... 8 MaliSenegal25 KilometresEndeavour MiningTabakoto 3.8MozRandgoldLoulo 12.5MozSenegal Mali Shear Zone (SMSZ)RandgoldGounkoto 5.4MozDandokoMoussalaB2 Gold Fekola 5.15MozIAMGOLDBoto 1.4 MozPhanerozoic/QuaternaryCoverNeoproterozoicSandstone and DoleritePalaeoproterozoic (Birimian)Undifferentiated SedimentsUndifferentiated VolcanicsGranitesOklo ProjectsStructuresLocal StructureCountry BorderAdvanced ProjectRegional StructuresSMSZMALI GOLD PROJECTSMap AreaGold mineOKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 At Dandoko, results delineated a 12km long gold corridor with the resultant follow-up aircore (AC) drilling leading to the discovery of significant oxide gold mineralisation at Seko. 9 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 SEKO PROSPECT At the commencement of the 2016-17 field season, Oklo launched a 40,000m reconnaissance auger geochemical program with 4 auger drill rigs operating within the Dandoko Project. Initial auger drilling concentrated on extensions to the gold discoveries at Diabarou and Disse before stepping out to test other potential targets on a 400m x 100m spacing within the remainder of the project area. The first batch of assay results received in late 2016 were highly encouraging, with a strong, coherent gold trend outlined over 1.2km at the newly named Seko area to the northeast of Disse prospect. Follow-up and infill auger drilling increased the program to over 74,000m. At Seko results subsequently confirmed five extensive, coherent gold anomalies with individual anomalies of up to 2.0km in length and with individual bedrock sample grades of up to 4.26g/t gold (Figure 3). FIGURE 3: LOCATION AND RESULTS OF AUGER DRILLING OVER THE SEKO ANOMALIES 10 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 A first pass 62 hole AC drilling program totalling 5,250m was carried out in March along nine broad traverses testing the five main Seko gold anomalies below the shallow auger holes to provide confirmation of the significant bedrock gold mineralisation. The angled holes (-55°) were completed in a ‘heel-to-toe’ manner at a nominal 50m drill spacing and achieved a maximum downhole depth of 102m (vertical depth ~83m) with an average downhole depth of 86m (70m vertical). The holes generally encountered saprolitic clays with the majority terminating within weathered bedrock. Only a small number of holes ended in fresh rock (greywacke with a strong carbonate component), indicating a deep and extensive weathering profile had been encountered at Seko. The first pass AC drilling program at Seko was highly successful in confirming the presence of substantial widths of bedrock gold mineralisation at all five anomalies tested. Significant intersections from this program are shown in Figure 4 summarised in Table 1. FIGURE 4: LOCATION OF PHASE 1 COMPLETED AC DRILL TRAVERSES OVER THE SEKO ANOMALIES 11 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 TABLE 1: SIGNIFICANT FIRST PASS AC INTERSECTIONS ANOMALY HOLE ID FROM TO WIDTH (m) GRADE (g/t Au) ACSEK17-018 ACSEK17-009 ACSEK17-010 ACSEK17-010 ACSEK17-009 ACSEK17-019 ACSEK17-003 ACSEK17-019 ACSEK17-014 ACSEK17-024 ACSEK17-030* includes includes ACSEK17-035 ACSEK17-051* includes includes includes ACSEK17-052 includes includes includes includes includes ACSEK17-055 ACSEK17-046 ACSEK17-040 ACSEK17-041 23 8 51 66 35 77 26 14 42 32 0 12 25 19 40 55 64 64 82 0 4 12 12 25 50 32 27 5 22 11 44 1 2 3 4 5 36 22 62 67 43 84 28 17 45 37 54 36 33 23 41 90 79 69 (EOH) 90 60 31 23 14 31 55 35 35 18 26 14 46 13 14 11 1 8 7 2 3 3 5 54 24 8 4 1 35 15 5 8* 60 27 11 2 6 5 3 8 13 4 3 2 2.27 1.96 2.38 8.39 1.02 1.01 2.46 1.49 1.44 1.44 1.37 2.02 2.82 0.50 1.11 1.86 3.02 5.43 1.36* 0.79 1.21 1.82 4.30 1.02 1.42 0.84 1.30 1.22 1.11 2.36 1.21 *hole ended in mineralisation The initial drill hole spacing of approximately 400m x 50m was considered too broad to confidently define the configuration of the mineralised envelope or resolve any internal controls to the higher grade intersections. As such, a follow-up infill AC drilling program (182 holes for 11,517m) on nominal 100m spaced lines along the interpreted strike extents of the five anomalies in combination with a stratigraphic DD program testing four of the anomalies commenced late in the reporting year. At the time of compiling this report after the reporting period, assay results from all 182 AC holes and all 6 DD holes had been received with further wide zones of low to medium grade, shallow gold mineralisation encountered. Significant AC intersections are summarised in Figures 5, 6 & Table 2. 12 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 FIGURE 5: LOCATION OF ALL COMPLETED AC AND DD HOLES WITH RESULTS OVER THE SEKO ANOMALIES.................................................................................................. FIGURE 6: LOCATION OF SEKO GOLD TRENDS IMAGE 13 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 TABLE 2: SIGNIFICANT INTERSECTIONS - 2017 AC AND DD DRILLING ANOMALY HOLE ID FROM TO WIDTH (m) GRADE (g/t Au) ACSEK17-018 ACSEK17-009 ACSEK17-010 ACSEK17-010 ACSEK17-009 ACSEK17-019 ACSEK17-003 ACSEK17-019 ACSEK17-024 ACSEK17-162 ACSEK17-162 ACSEK17-197 includes ACSEK17-209 ACSEK17-212* ACSEK17-237* ACSEK17-238 ACSEK17-187 ACSEK17-030* includes includes ACSEK17-178* includes ACSEK17-182* includes ACSEK17-215 ACSEK17-051* includes includes includes ACSEK17-052 includes includes includes includes ACSEK17-064 ACSEK17-065 ACSEK17-068* ACSEK17-081 ACSEK17-102* includes ACSEK17-161* DDSEK17-003 DDSEK17-005 ACSEK17-046 ACSEK17-040 ACSEK17-041 23 8 51 66 35 77 26 14 32 4 4 11 13 10 16 1 92 6 16 8 0 12 25 2 2 0 6 31 48 55 64 64 82 0 4 12 25 50 33 69 83 44 12 30 65 86 85 27 5 11 1 2 3 4 5 36 22 69 67 43 84 28 17 37 15 15 45 35 15 33 10 96 11 24 14 54 36 33 30 19 40 31 36 52 90 79 69 90 60 31 14 31 55 36 72 96 50 56 36 96 161 159 35 18 14 13 14 18 1 8 7 2 3 5 11 11 34 22 5 17 9 4 5 8 6 54 24 8 28 17 40 25 5 4 35 15 5 8* 60 27 2 6 5 3 3 13 6 44 6 31 73 74 8 13 3 2.27 1.96 2.01 8.39 1.02 1.01 2.46 1.49 1.44 1.13 1.13 1.92 2.05 10.25 4.04 1.21 1.38 1.29 2.69 2.19 1.37 2.02 2.82 3.38 5.04 1.51 2.15 2.76 1.10 1.86 3.02 5.43 1.36* 0.79 1.21 4.30 1.02 1.42 2.16 3.46 2.29 2.58 0.69 1.18 1.02 1.02 2.12 1.30 1.22 2.36 * hole ended in mineralisation. Intervals are reported using a threshold where the interval has a 1.0g/t Au average or greater over the sample interval and selects all material greater than 0.10g/t Au allowing for up to 2 samples of included dilution. 14 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 The stratigraphic DD program was designed to provide valuable geological and structural information on the primary zone mineralisation with all holes angled at -55° and achieving a maximum downhole depth of 221m (vertical depth ~180m), except for one hole that was abandoned prematurely in poor ground at a down hole depth of 45m. All of the deeper holes intersected wide alteration zones in fresh rock variously characterised by silicification and carbonatation (ankerite), and sulphide and quartz mineralisation. Significant assay results from the DD holes (including pre-collars) are summarised in Table 3 and shown in cross section Figure 7. TABLE 3: SIGNIFICANT RC PRE-COLLAR AND DDH INTERSECTIONS FROM SEKO. HOLE ID FROM DDSEK17-001 DDSEK17-003 DDSEK17-005 DDSEK17-006 inc. inc. inc. inc. inc. inc. inc. inc. 37 59 64 86 94 98 117 142 85 85 86 130 150.6 63 TO 48 61 66 161 111 101 126 161 159 150.6 115 150.6 159 70 WIDTH GRADE 11 2 2 73 17 3 9 19 74 65.6 29 20.6 8.4 7 0.27 1.49 2.00 1.02 2.01 4.13 1.13 1.10 2.12 2.20 3.07 2.48 1.50 0.22 RC & DD RC Only RC Only RC Only DD Only FIGURE 7: SEKO ANOMALY THREE DD & AC DRILL SECTION - 1396800N 15 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIABAROU PROSPECT Two campaigns of drilling were completed at Diabarou during the year; a step-out RC program to test for strike extensions to the main, high grade vein discovery and a reconnaissance AC program to explore for further repetitions within the remaining prospect area. The step-out RC drilling program, comprising 46 RC holes for 6,540m, to further test the strike extents of the main high grade, east-west trending gold zone was completed on 100m-spaced lines over a total strike length of 900m. Significant results included: - 2m at 50.00g/t gold from 76m - 5m at 4.36g/t gold from 114m - 5m at 3.65g/t gold from 127m - 2m at 9.08g/t gold from 119m - 8m at 2.08g/t gold from 92m - 10m at 1.28g/t gold from 117m The reconnaissance AC program was designed to: - provide first pass coverage over the southern portion of the Diabarou prospect area; and - to test for extensions to the immediate east of the main zone of high grade mineralisation previously outlined in the north of the prospect. The program, comprising three 100m-spaced traverses, was successful in outlining further gold mineralisation at both targets. AC drilling over the southern portion of the Diabarou prospect encountered numerous zones of gold mineralisation along a broad, northeast trend. Significant intersections from the central traverse included 8m at 3.80g/t gold from 54m and 8m at 1.60g/t gold from 45m. Significant intersections from the western traverse included 6m at 1.51g/t gold from 41m, 6m at 1.21g/t gold from 63m with the hole ending in mineralisation, 4m at 2.54g/t gold from 55m and 11m at 0.55g/t gold from 46m. Significant intersections from the traverse of AC holes drilled to the immediate east of the main zone of high grade gold mineralisation included 5m at 1.40g/t gold from 19m, 3m at 2.89g/t gold from 20m and 3m at 0.60g/t gold from surface. These results successfully extended the host structure by a further 100m to a total length of 220m. 16 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DISSE PROSPECT Seven RC holes were drilled at the Disse prospect to follow-up the previous shallow RC intersections of 21m at 5.60g/t and 3m at 12.80g/t gold (Figure 8). Significant results from the step-out drilling along the interpreted southeast- trending zone on 150m spaced lines included: - 16m at 3.00g/t gold from 146m, including 3m at 10.12g/t gold - 3m at 22.67g/t gold from 183m, including 1m at 64.80g/t gold - 4m at 8.39g/t gold from 152m, including 2m at 15.85g/t gold - 16m at 1.21g/t gold from 234m, including 2m at 5.10g/t gold The holes successfully outlined gold mineralisation along a 550m strike length, which remains open along strike. FIGURE 8: LOCATION OF RC DRILLING AT DISSE The single diamond drill hole drilled at Disse also encountered significant gold mineralisation, with 13m at 4.69g/t gold intersected from 163m, including 3m at 11.40g/t gold from 163m within intensely altered sediments. Significantly, the Disse prospect is located ~2km to the southwest of Oklo’s recent Seko discovery (Figure 2). SOUTHERN PROSPECTS Assay results received from reconnaissance auger coverage over the southern portion of the Dandoko Project successfully delineated further broad areas of gold anomalism and a potential north-northeast trending gold- anomalous corridor extending over 12km from Selingouma in the south to Dabia in the north of the Project (Figure 2). These new anomalies were spatially related to the historic Selingouma North and Selingouma South prospects and extend for more than 1.0km with localised assay results of over 1g/t gold. 17 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 MOUSSALA PROJECT The Moussala permit was granted to the Company during 2016 and is located less than 5km to the west of the Dandoko Project. There had been limited surface geochemistry and no drilling previously completed within the strategically located project. During the reporting year, a 400m x 100m spaced reconnaissance auger geochemical drilling program was completed over the entire project. The program was a cost effective and efficient means of providing geochemical coverage below the extensive tracts of lateritic and transported cover that mask the underlying geology, and also test a number of areas where previous soil sampling returned peak gold-in-soil results of up to 0.54g/t Au. Numerous new gold trends were delineated from the reconnaissance auger program with maximum values up to 5.8g/t gold returned along with further encouraging zones of gold anomalism, including the Dakadia, Dakadia South and Brundoto prospects related to interpreted regional structures (Figure 2). A detailed low level airborne geophysical survey was also completed over the project. The survey, of approximately 1,400 line-kilometres, was flown on a line spacing of 50m and at a 20-30m sensor height to collect detailed magnetic and radiometric data. The survey data will be integrated with the auger geochemical data to improve the geological understanding of the project area in advance of drill planning. SOCAF PROJECT – WEST MALI YANFOLILA PROJECT – SOUTH MALI The Socaf Project covers a sparsely outcropping inlier Yanfolila is located 45km north of Avnel Gold’s Kalana of Birimian volcanics located along the interpreted gold mine (2.15Moz) and 35km east of Hummingbird northern continuation of the Senegal Mali Shear Zone Resources’ Komana (Yanfolila) gold project (1.8Moz). (SMSZ) which hosts no fewer than six major gold deposits to the south, including Sadiola (13.5Moz) and Loulo (12.5Moz, Figure 1). No field work was conducted at Socaf during the year. No field work was conducted at Yanfolila during the year. SAMIT NORTH PHOSPHATE PROJECT – MALI No exploration activities were undertaken at the project during the year. KIDAL URANIUM PROJECT - MALI No exploration activities were undertaken at the project during the year. 18 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CORPORATE CAPITAL RAISINGS During May 2017, Oklo announced it had completed a placement of 36,199,859 ordinary shares at an issue price of $0.24 per share to raise gross proceeds of $8.7 million. The placement was well supported by domestic and international institutional and sophisticated investors, including pre-eminent global resource fund BlackRock as cornerstone to the placement. At the end of the reporting year, cash proceeds of a further $2.9million were received from the exercise of the 30 June 2017 listed options at 12.5 cents (ASX: OKUO). The Company remained well-funded at the end of the year with cash reserves of $14.8 million. BOARD & MANAGEMENT CHANGES Mr Michael Fotios was appointed Non-Executive Chairman of the Company in July 2016. Mr Fotios is a highly successful entrepreneur and company director with a proven track record through his involvement in several recent transactions in the gold and lithium sectors. At the same time, Dr Madani Diallo was appointed as Technical Director. Dr Diallo is an accomplished geochemist with an outstanding track record as a team member in the discovery of numerous large gold deposits including the multi-million ounce deposits of Syama (7.9Moz), Morila (8.5Moz), Sadiola (13Moz) and Essakane (5.3Moz) among others and has been involved in Oklo’s projects from the start. Dr Diallo subsequently confirmed his ongoing commitment to the Company as Exploration Director and Country Manager and agreed to a two-year contract extension. Following these changes, Messrs Simon O’Loughlin, James Henderson and Jeremy Bond tendered their resignations as Directors. COMPETENT PERSON’S DECLARATION The information in this announcement that relates to Exploration Results is based on information compiled by geologists employed by Africa Mining (a wholly owned subsidiary of Oklo Resources) and reviewed by Mr Simon Taylor, who is a member of the Australian Institute of Geoscientists. Mr Taylor is the Managing Director of Oklo Resources Limited. Mr Taylor is considered to have sufficient experience deemed relevant to the style of mineralisation and type of deposit under consideration, and to the activity that 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” (the 2012 JORC Code). Mr Taylor consents to the inclusion in this report of the matters based on this information in the form and context in which it appears. 19 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 FINANCIAL REPORT 20 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT The Board of Directors present their report on the Consolidated entity (referred to hereafter as the Group) consisting of Oklo Resources Ltd and the entities it controlled at the end of, or during the year ended 30 June 2017. DIRECTORS The names and details of the Company’s Directors in office during the financial year and until the date of this report, unless as otherwise stated, are as follows: Mr Michael Fotios B.Sc. (Hons. Geology) Non-Executive Chairman (appointed 29 July 2016) Mr Fotios is a geologist, specialising in economic geology with extensive experience in exploration throughout Australia, taking projects from exploration to feasibility. Mr Fotios has previously held positions with Homestake Australia Limited and Sons of Gwalia Limited and was formerly Managing Director of Tantalum Australia NL (now ABM Resources Limited) and Galaxy Resources Limited. He is also the founder and Executive Chairman of unlisted investment company, Investmet Limited and is currently Executive Chairman of Eastern Goldfields Limited. Current External Directorships: Past Directorships in last 3 years: Eastern Goldfields Limited (ASX) Horseshoe Metals Limited (ASX) Pegasus Metals Limited (ASX) Redbank Copper Limited (ASX) General Mining Corporation Limited (ASX) Galaxy Resources Limited (ASX) Northern Star Resources Limited (ASX) Stirling Resources Limited (ASX) Mr Simon Taylor B.Sc, MAIG,Gcert AppFin Managing Director Mr Taylor is a geologist with over 25 years’ experience in exploration, project assessment and development in the resources sector. He has had a diversified career as a resources professional providing services to resource companies and financial corporations. His experience spans a range of commodities including gold, fertilisers (phosphate and potash), base metals, nickel, uranium, coal and coal seam methane. Whilst his experience includes Australia a majority of his projects have been in international countries including Brazil, Turkey, Uganda, Tanzania, Mali, China, UK and North America. His experience includes providing consulting services to resource companies and financial corporations as a resource analyst. His analytical and technical expertise, combined with his corporate experience have given him an ability to advise companies at a corporate and Board level including fund raising, acquisitions, promotion and recognising value opportunities to add shareholder value. Current External Directorships Past Directorships in last 3 years: Chesser Resources Limited (ASX) ARC Exploration Limited (ASX) Bod Australia (ASX) TW Holdings Limited (ASX) King Solomon Mines (ASX) Probiomics Limited (ASX) Oklo Resources Limited and its Controlled Entities Page 21 2017 Annual Report 21 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT Dr Madani Diallo MSc Geochem, PhD Geochem Executive Director (appointed 29 July 2016) Dr Diallo has and outstanding track record for over 30 years of successful exploration in Africa. During his lengthy career Dr Diallo on several occasions has directly lead the teams that discovered several large gold deposits including the multi million ounce deposits of Syama, Morila, Sadiola and Essakane. Dr Diallo is a director of several companies focussed on precious and industrial minerals in the region. He also advises private and government agencies involved with the financing of resource related projects. Dr Diallo is a Director of the Sadiola Gold Mine (IamGold/AngloGold Ashanti JV). He has also holds the position of Vice-President of the Mali Chamber of Mines, President of the Association of Geoscientists in Mali and Director of UBA bank in Burkina Faso. He has also been honoured with the second highest distinction in Mali “Knight of National Order” for his contribution to the development of the Mali mining industry. Current External Directorships Compass Gold Corporation (TSX-V) Sadiola and Morila Gold Mine (joint venture) UBA Bank Burkina Faso Past Directorships in last 3 years: Nil Mr Jeremy Bond B. Com, B. Econ., B. A Non-Executive Director (resigned 28 November 2016) Mr Bond is an investment manager of Terra Capital, an Australian based resource fund. He previously worked as a resource analyst at RAB Special Institutions Fund at RAB Capital Plc based in London. Prior to joining RAB, Mr Bond was an associate at Azure Capital, a boutique investment bank based in Perth, WA. There he worked on numerous mergers and acquisitions as well as being involved in a number of capital raisings in the resources sector. Current External Directorships Nil Past Directorships in last 3 years: Orecorp Limited (ASX) XTD Limited (ASX) Mr James Henderson B.Com, CA Non-Executive Director (Non-Executive Chairman until 29 July 2016, resigned 24 August 2016) Mr Henderson is currently Executive Chairman of Transocean Group Pty Ltd, a corporate advisory and private equity group focused on the emerging company market. His expertise is in the area of corporate strategy and structuring, capital raising and commercial negotiation. Mr Henderson has led teams on a variety of transactions including mergers, acquisitions, dispositions, takeovers, and capital raisings particularly in Australia, Canada, the USA and Africa. Current External Directorships: Compass Gold Corporation (TSX-V) Past Directorships in last 3 years: Actus Mineral Corporation (TSX-V) Oklo Resources Limited and its Controlled Entities Page 22 2017 Annual Report 22 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT Dr Madani Diallo MSc Geochem, PhD Geochem Executive Director (appointed 29 July 2016) Mr Simon O’Loughlin BA (Acc), Law Society Certificate in Law. Non-Executive Director (appointed 15 October 2015, resigned 29 July 2016) Dr Diallo has and outstanding track record for over 30 years of successful exploration in Africa. During his lengthy career Dr Diallo on several occasions has directly lead the teams that discovered several large gold deposits including the multi million ounce deposits of Syama, Morila, Sadiola and Essakane. Dr Diallo is a director of several companies focussed on precious and industrial minerals in the region. He also advises private and government agencies involved with the financing of resource related projects. Dr Diallo is a Director of the Sadiola Gold Mine (IamGold/AngloGold Ashanti JV). He has also holds the position of Vice-President of the Mali Chamber of Mines, President of the Association of Geoscientists in Mali and Director of UBA bank in Burkina Faso. He has also been honoured with the second highest distinction in Mali “Knight of National Order” for his contribution to the development of the Mali mining industry. Current External Directorships Compass Gold Corporation (TSX-V) Sadiola and Morila Gold Mine (joint venture) UBA Bank Burkina Faso Past Directorships in last 3 years: Nil Mr Jeremy Bond B. Com, B. Econ., B. A Non-Executive Director (resigned 28 November 2016) Mr Bond is an investment manager of Terra Capital, an Australian based resource fund. He previously worked as a resource analyst at RAB Special Institutions Fund at RAB Capital Plc based in London. Prior to joining RAB, Mr Bond was an associate at Azure Capital, a boutique investment bank based in Perth, WA. There he worked on numerous mergers and acquisitions as well as being involved in a number of capital raisings in the resources sector. Current External Directorships Nil Past Directorships in last 3 years: Orecorp Limited (ASX) XTD Limited (ASX) Mr James Henderson B.Com, CA Non-Executive Director (Non-Executive Chairman until 29 July 2016, resigned 24 August 2016) Mr Henderson is currently Executive Chairman of Transocean Group Pty Ltd, a corporate advisory and private equity group focused on the emerging company market. His expertise is in the area of corporate strategy and structuring, capital raising and commercial negotiation. Mr Henderson has led teams on a variety of transactions including mergers, acquisitions, dispositions, takeovers, and capital raisings particularly in Australia, Canada, the USA and Africa. Current External Directorships: Compass Gold Corporation (TSX-V) Past Directorships in last 3 years: Actus Mineral Corporation (TSX-V) Mr O’Loughlin is the founding member of O’Loughlins Lawyers, an Adelaide based medium sized specialist commercial law firm. He has obtained extensive experience in the corporate and commercial law fields while practising in Sydney and Adelaide. More recently, he has been focusing on the resources sector. Simon also holds accounting qualifications. Current External Directorships Past Directorships in last 3 years: Petratherm Ltd Lawson Gold Ltd Chesser Resources Ltd Gooroo Ventures Ltd BOD Australia Ltd Kibaran Resources Ltd Reproductive Health Science Ltd Goldminex Ltd, WCP Resources Ltd Aura Energy Ltd Xref Ltd Food Revolution Group Ltd COMPANY SECRETARY Ms Louisa Martino B.Com, CA, SA Fin Company Secretary Ms Martino is an experienced company secretary with a substantial background in accounting, finance, company compliance (ASIC and ASX) and corporate finance, including IPOs and mergers and acquisitions. Ms Martino has a Bachelor of Commerce from the University of Western Australia, is a member of the Institute of Chartered Accountants in Australia and a member of the Financial Services Institute of Australasia (FINSIA). PRINCIPAL ACTIVITIES The principal activities of the Group during the year were the identification of potential mining resource assets for acquisition, acquiring same, conducting mineral exploration in the Republic of Mali. FINANCIAL POSITION The Group’s net assets at 30 June 2017 were $33,137,636 (30 June 2016: $22,217,476). The Directors consider that the Group is in a strong and stable financial position to continue and grow its existing activities. REVIEW OF OPERATIONS AND FINANCIAL RESULTS The Group’s operations are reviewed from pages 5 to 13 of the Annual Report. The Group recorded an operating loss for the period of $1,514,153 (2016: $996,630). The 2017 result is consistent with the size and operations of the Group. Oklo Resources Limited and its Controlled Entities Page 22 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 23 2017 Annual Report 23 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT SIGNIFICANT CHANGES IN STATE OF AFFAIRS There were no significant changes in the state of affairs of the Group other than those referred to elsewhere in this report of the financial statements or notes thereto. EVENTS SUBSEQUENT TO REPORTING DATE Subsequent to reporting date: i) On 7 July 2017, the Company issued a total of 16,337,274 fully paid ordinary shares from the exercise of options that expired on 30 June 2017. The funds from the exercise of these options totalling $2,079,659 options was all received as at 30 June 2017 and is included in the balance of cash as at that date. ii) In August 2017, the Company’s subsidiaries Africa Mining sarl and SOCAF sarl were awarded new licences covering the areas known as Dandoko (replaced with 2 licences Dandoko and Gombaly covering the same area previously held), Yanfolila and Kolondieba (held by Africa Mining) and Boutouguissi-Sud and Aourou (held by SOCAF sarl). These licences were renewed in the ordinary course of licence management procedures. These licences all have an initial term of 3 years and are able to be renewed twice for additional 2 year periods (Renewal Periods). Assuming the licences are renewed for the two Renewal Periods, the final expiry date for these licences would be August 2024. The licences all include expenditure commitments for the first three years. Total expenditure commitments are $8,149,502, which is split between$1,357,366 in the first 12 months and $6,792,136 in the subsequent 2 years. iii) On 18 September 2017, the Company issued a total of 540,000 fully paid ordinary shares from the exercise of options that had an expiry date of 22 September 2017. Other than the above, there has not been any matter or circumstance that has arisen since the end of the financial year, that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. DIVIDENDS No dividends were declared or paid during the year. LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS Likely future developments in the operations of the Group are referred to in the Chairman’s Letter, Operations Review and Note on subsequent events. INDEMNIFICATION OF DIRECTORS AND OFFICERS During the year, the Company paid an insurance premium to insure certain directors and officers including Directors named in this report. The Directors and Officers Liability insurance provides cover against all costs and expenses that may be incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against the officers in their capacity as officers of the Group. The insurance policy does not contain details of the premium paid in respect of individual officers of the Group. Disclosure of the nature of the liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy. The Company has not provided any insurance for an auditor of the group. Oklo Resources Limited and its Controlled Entities Page 24 2017 Annual Report 24 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT SIGNIFICANT CHANGES IN STATE OF AFFAIRS ENVIRONMENTAL REGULATION There were no significant changes in the state of affairs of the Group other than those referred to elsewhere in this report of the financial statements or notes thereto. The Group is aware of its environmental obligations and acts to ensure that its environmental commitments are met. EVENTS SUBSEQUENT TO REPORTING DATE Subsequent to reporting date: i) On 7 July 2017, the Company issued a total of 16,337,274 fully paid ordinary shares from the exercise of options that expired on 30 June 2017. The funds from the exercise of these options totalling $2,079,659 options was all received as at 30 June 2017 and is included in the balance of cash as at that date. ii) In August 2017, the Company’s subsidiaries Africa Mining sarl and SOCAF sarl were awarded new licences covering the areas known as Dandoko (replaced with 2 licences Dandoko and Gombaly covering the same area previously held), Yanfolila and Kolondieba (held by Africa Mining) and Boutouguissi-Sud and Aourou (held by SOCAF sarl). These licences were renewed in the ordinary course of licence management procedures. These licences all have an initial term of 3 years and are able to be renewed twice for additional 2 year periods (Renewal Periods). Assuming the licences are renewed for the two Renewal Periods, the final expiry date for these licences would be August 2024. The licences all include expenditure commitments for the first three years. Total expenditure commitments are $8,149,502, which is split between$1,357,366 in the first 12 months and $6,792,136 in the subsequent 2 years. iii) On 18 September 2017, the Company issued a total of 540,000 fully paid ordinary shares from the exercise of options that had an expiry date of 22 September 2017. The Group is not currently subject to significant environmental regulation in respect of its activities. The Directors have considered compliance with the National Greenhouse and Energy Reporting Act 2007 which requires entities to report annual greenhouse gas emissions and energy use. For the measurement period from 1 July 2016 to 30 June 2017 the Directors have assessed that the Company has no current reporting requirements, but may be required to report in the future. PROCEEDINGS ON BEHALF OF THE GROUP No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those proceedings. The Group was not a party to any such proceedings during the year. NON-AUDIT SERVICES An amount of $Nil (2016: $ Nil) was paid to the external auditor during the year for non-audit services. The Directors are satisfied that any non-audit services provided during the year ended 30 June 2017 did not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board. Other than the above, there has not been any matter or circumstance that has arisen since the end of the financial year, that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. GENDER DIVERSITY The company has the following appointments by gender: Position Directors Senior executives Other employees Male 3 1 - Female - - - Total 3 1 - Likely future developments in the operations of the Group are referred to in the Chairman’s Letter, Operations DIRECTORS’ INTERESTS IN SECURITIES OF THE GROUP At the date of this report the relevant interests of the Directors in shares or options over shares of the Group are: DIRECTOR Michael Fotios Simon Taylor Madani Diallo ORDINARY SHARES 5,200,000 3,260,000 7,111,355 OPTIONS 1,000,000 5,000,000 1,500,000 DIVIDENDS No dividends were declared or paid during the year. LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS Review and Note on subsequent events. INDEMNIFICATION OF DIRECTORS AND OFFICERS During the year, the Company paid an insurance premium to insure certain directors and officers including Directors named in this report. The Directors and Officers Liability insurance provides cover against all costs and expenses that may be incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against the officers in their capacity as officers of the Group. The insurance policy does not contain details of the premium paid in respect of individual officers of the Group. Disclosure of the nature of the liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy. The Company has not provided any insurance for an auditor of the group. Oklo Resources Limited and its Controlled Entities Page 24 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 25 2017 Annual Report 25 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT Unissued ordinary shares of the Company under option at the date of this report are as follows: DATE OPTIONS GRANTED EXPIRY DATE 8 December 2015 25 March 2016 18 May 2016 18 May 2016 17 June 2016 17 June 2016 7 December 2015 27 January 2017 28 April 2016 17 June 2016 11 August 2016 22 June 2016 11 August 2016 2 November 2016 22 December 2016 8 December 2017 25 March 2018 18 May 2018 18 May 2018 17 June 2018 17 June 2018 7 December 2018 27 January 2019 28 April 2019 17 June 2019 11 August 2019 22 June 2020 11 August 2020 2 November 2019 22 December 2019 ISSUE PRICE OF SHARES $0.10 $0.10 $0.10 $0.15 $0.25 $0.30 $0.15 $0.15 $0.22 $0.25 $0.25 $0.30 $0.30 $0.20 $0.20 NUMBER UNDER OPTION 4,007,825 500,000 500,000 500,000 2,000,000 2,000,000 500,000 1,000,000 1,000,000 3,000,000 3,500,000 1,500,000 1,500,000 250,000 1,000,000 Note: this table does not include the options that were exercised or expired on or after 30 June 2017 as referred to in Note 7.2(i) and (iii) (Events Occurring After The Reporting Period). At the date of this report the Group had on issue 302,405,510 ordinary shares and 22,757,825 options over ordinary shares. DIRECTORS’ MEETINGS The table below sets out the number of Directors’ meetings held during the period and the number of meetings attended by each as a Director. NUMBER OF MEETINGS ELIGIBLE TO ATTEND 4 4 - 4 1 - NUMBER OF MEETINGS ATTENDED 4 4 - 4 1 - DIRECTOR Mr. Michael Fotios1 S. Taylor J. Henderson2 M Diallo3 J. Bond4 S O’Loughlin5 1. Appointed 29 July 2016 2. Resigned 24 August 2016 3. Appointed 29 July 2016 4. Resigned 28 November 2016 5. Resigned 29 July 2016 Oklo Resources Limited and its Controlled Entities Page 26 2017 Annual Report 26 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT Unissued ordinary shares of the Company under option at the date of this report are as follows: AUDITED REMUNERATION REPORT ISSUE PRICE OF NUMBER UNDER OPTION SHARES The information provided in this remuneration report has been audited as required under Section 308(3C) of the Corporations Act 2001. This report details the nature and amount of remuneration for each director of Oklo Resources Limited and key management personnel. For the purposes of this report, Key Management Personnel (“KMP”) of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether Executive or otherwise) of the parent company. The names and positions of the KMP of the company and the Group during the financial year were: Name Mr. Michael Fotios (Appointed 29 July 2017) Mr. James Henderson (Chairman for financial year, Non- Executive Director from 29 July 2016, resigned 24 August 2016) Mr Simon Taylor Dr Madani Diallo (Appointed 29 July 2016 Mr Jeremy Bond (Resigned 28 November 2016) Mr Simon O’Loughlin (Appointed 15 October 2015, Resigned 29 July 2016) Mr Andrew Boyd Position Chairman Chairman / Non-Executive Director Managing Director Executive Director Non-executive Director Non- executive Director General Manager - Exploration Remuneration Policy The nature and amount of remuneration for the Non-executive Directors and executives depends on the nature of the role and market rates for the position, with the assistance of external surveys and reports, and taking into account the experience and qualifications of each individual. The Board ensures that the remuneration of key management personnel is competitive and reasonable. Fees and payments to the Non- executive Directors reflect the demands which are made on, and the responsibilities of the Directors. Non- executive Director’s fees and payments are reviewed annually by the Board. In undertaking a review of the performance of both directors and executives, consideration is given to the respective performance of person during the review period; however, there are no prescribed performance measures or hurdles connected with the level of remuneration. Given the current size, nature and risks of the Company, incentive options have been used to attract and retain Non-executive Directors and executives. The grant of such options is at the discretion of the Board and subject, as appropriate, to shareholder approval. The Board believes participation in the Company’s Incentive Option Scheme motivates key management and executives with the long term interests of shareholders. The group has not engaged the services of external remuneration consultants to advise them on Director and executive remuneration policy. At the Company’s 2016 Annual General Meeting, the Remuneration Report was passed by way of show of hands and no comment was made on this matter by any attendees. DATE OPTIONS GRANTED EXPIRY DATE 8 December 2015 25 March 2016 8 December 2017 25 March 2018 18 May 2016 18 May 2016 17 June 2016 17 June 2016 7 December 2015 27 January 2017 28 April 2016 17 June 2016 11 August 2016 22 June 2016 11 August 2016 2 November 2016 22 December 2016 18 May 2018 18 May 2018 17 June 2018 17 June 2018 7 December 2018 27 January 2019 28 April 2019 17 June 2019 11 August 2019 22 June 2020 11 August 2020 2 November 2019 22 December 2019 $0.10 $0.10 $0.10 $0.15 $0.25 $0.30 $0.15 $0.15 $0.22 $0.25 $0.25 $0.30 $0.30 $0.20 $0.20 4,007,825 500,000 500,000 500,000 2,000,000 2,000,000 500,000 1,000,000 1,000,000 3,000,000 3,500,000 1,500,000 1,500,000 250,000 1,000,000 Note: this table does not include the options that were exercised or expired on or after 30 June 2017 as referred to in Note 7.2(i) and (iii) (Events Occurring After The Reporting Period). At the date of this report the Group had on issue 302,405,510 ordinary shares and 22,757,825 options over The table below sets out the number of Directors’ meetings held during the period and the number of meetings attended by each as a Director. NUMBER OF MEETINGS ELIGIBLE TO ATTEND NUMBER OF MEETINGS ATTENDED 4 4 - 4 1 - 4 4 - 4 1 - ordinary shares. DIRECTORS’ MEETINGS DIRECTOR Mr. Michael Fotios1 S. Taylor J. Henderson2 M Diallo3 J. Bond4 S O’Loughlin5 1. Appointed 29 July 2016 2. Resigned 24 August 2016 3. Appointed 29 July 2016 4. Resigned 28 November 2016 5. Resigned 29 July 2016 Oklo Resources Limited and its Controlled Entities Page 26 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 27 2017 Annual Report 27 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT Employment Contracts of Directors and Executives Other than in respect of the Managing Director, of Dr Madani Diallo and Mr Andrew Boyd noted below, the directors do not have formal contracts as at the completion of the 30 June 2017 financial year. The directors are paid director’s fees under the terms agreed to by a directors’ resolution. By way of a directors’ resolution dated 23 December 2013, it was resolved that with effect from 1 July 2013, the current remuneration of directors be at the rate of $60,000 per annum for the Chairman and $30,000 per annum for Non-Executive Directors. By way of a directors’ resolution dated 17 November 2015, it was resolved that with effect from 1 September 2015, the remuneration of the Chairman be at the rate of $48,000 per annum. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Chairman be at the rate of $50,000 per annum. By way of a directors’ resolution dated 26 March 2016, it was resolved that with effect from 1 March 2016, the remuneration of the Managing Director be at the rate of $196,200 per annum. By way of a contract dated 16 June 2016, it was agreed that with effect from 1 July 2016, the remuneration of the Managing Director be at the rate of $276,000 per annum. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Managing Director be at the rate of $300,000 per annum. Prior to being appointed a director of the Company, Dr Diallo had entered into an agreement for provisions of consulting services to the Company at a rate of €8,850 (A$13,154) per month / €106,200 (A$157,848) per annum. This arrangement continued when Dr Diallo was appointed a Director. By way of a contract dated 16 October 2016, it was agreed that with effect from 1 October 2016, the remuneration for Dr Diallo would be at the rate of €12,500 (A$18,570) per month / €150,000 (A$222,949) per annum. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Dr Diallo be at the rate of €13,500 (A$20,065) per month / €162,000 (A$240,785) per annum. By way of a contract dated 16 June 2016, it was agreed that with effect from 1 July 2016, the remuneration of Mr Andrew Boyd be at the rate of USD60,000 per annum assuming approximately 5 days work a month, with additional days being at the rate of USD1,000 per day. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Mr Boyd be at the rate of USD132,000 per annum assuming approximately 10 days work a month, with additional days being at the rate of USD1,100 per day. Oklo Resources Limited and its Controlled Entities Page 28 2017 Annual Report 28 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT Employment Contracts of Directors and Executives Other than in respect of the Managing Director, of Dr Madani Diallo and Mr Andrew Boyd noted below, the directors do not have formal contracts as at the completion of the 30 June 2017 financial year. The directors are paid director’s fees under the terms agreed to by a directors’ resolution. By way of a directors’ resolution dated 23 December 2013, it was resolved that with effect from 1 July 2013, the current remuneration of directors be at the rate of $60,000 per annum for the Chairman and $30,000 per annum for Non-Executive Directors. By way of a directors’ resolution dated 17 November 2015, it was resolved that with effect from 1 September 2015, the remuneration of the Chairman be at the rate of $48,000 per annum. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Chairman be at the rate of $50,000 per annum. By way of a directors’ resolution dated 26 March 2016, it was resolved that with effect from 1 March 2016, the remuneration of the Managing Director be at the rate of $196,200 per annum. The terms during the past year and as at the date of this report are set out as follows: Name Position Mr. Michael Fotios Mr. Simon Taylor Dr Madani Diallo Mr. James Henderson Mr. Jeremy Bond Mr Simon O’Loughlin Mr Andrew Boyd Notes: Chairman Managing Director Executive Director Chairman/Non-Executive Director Non-executive Director Non- executive Director General Manager - Exploration 1. Represents fees paid from the date of appointment 2. Mr Diallo is paid in Euro. Total amount paid in Euro was €117,700 3. Represents fees paid to the date of resignation 4. Mr Boyd is paid in USD. Total amount paid in USD was USD161,000 Annual Remuneration FY 2017 $44,0001 $276,000 $168,1781,2 $6,5003 $12,5003 $2,5003 $213,3784 By way of a contract dated 16 June 2016, it was agreed that with effect from 1 July 2016, the remuneration of the Managing Director be at the rate of $276,000 per annum. The payment of statutory employment entitlements (such as superannuation contributions), where applicable is in addition to the above amounts. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Managing Director be at the rate of $300,000 per annum. Prior to being appointed a director of the Company, Dr Diallo had entered into an agreement for provisions of consulting services to the Company at a rate of €8,850 (A$13,154) per month / €106,200 (A$157,848) per annum. This arrangement continued when Dr Diallo was appointed a Director. By way of a contract dated 16 October 2016, it was agreed that with effect from 1 October 2016, the remuneration for Dr Diallo would be at the rate of €12,500 (A$18,570) per month / €150,000 (A$222,949) per annum. annum. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Dr Diallo be at the rate of €13,500 (A$20,065) per month / €162,000 (A$240,785) per By way of a contract dated 16 June 2016, it was agreed that with effect from 1 July 2016, the remuneration of Mr Andrew Boyd be at the rate of USD60,000 per annum assuming approximately 5 days work a month, with additional days being at the rate of USD1,000 per day. By way of a directors’ resolution dated 27 July 2017, it was resolved that with effect from 1 July 2017, the remuneration of the Mr Boyd be at the rate of USD132,000 per annum assuming approximately 10 days work a month, with additional days being at the rate of USD1,100 per day. The non-executive directors’ fees are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by shareholders. The maximum currently stands at $300,000, which was approved by shareholders at the Annual General Meeting on 23 November 2006. In addition, during the year additional monies were paid to Delta Resource Management Pty Ltd, Geeland Pty Ltd, Makly SA, Transocean Securities Pty Ltd and Cairn Geoscience Limited related parties of Mr Fotios, Mr Taylor, Dr Diallo, Mr Henderson and Mr Boyd and with respect to consultancy services provided. These amounts are included salaries and fees in the following schedule. On 15 June 2016 the Company and Geeland Pty Ltd entered into a services agreement for the provision of services by Mr Simon Taylor as Managing Director of the Company (“MD Agreement”). The MD Agreement has an effective date of 1 July 2016 and a three (3) year term, which auto renews for successive 12 month periods. The MD Agreement provides for a monthly retainer of $23,000 and the issue of a total of 3,000,000 incentive options. These options were issued in August 2016. The MD Agreement can be terminated with either party giving four (4) months’ notice. On constructive termination, the MD Agreement provides that any unvested options will immediately vest, and for the payment of a total of twelve (12) months’ severance pay. On 19 October 2016, the Company and Makly SA entered into a services agreement for the provision of services by Dr Madani Diallo as Exploration Director and Country Manager of the Company (“Makly Agreement”). The Makly Agreement has an effective date of 1 October 2016 and a two (2) year term. The Makly Agreement provides for a monthly retainer of €12,500 per. The Makly Agreement can be terminated with either party giving 60 days’ notice. On constructive termination, the Makly Agreement provides that in addition to the notice period, any unvested options will immediately vest. On 15 June 2016, the Company and Cairn Geoscience Limited entered into a services agreement for the provision of services by Andrew Boyd as a consultant of the Company (“Cairn Agreement”). The Cairn Agreement has an effective date of 1 July 2016 and a two (2) year term. The Cairn Agreement provides for a monthly retainer of USD5,000 per month assuming approximately 5 days work a month, with additional days being at the rate of USD1,000 per day, and the issue of a total of 2,000,000 incentive options. These options were issued in June 2016. The Cairn Agreement can be terminated with either party giving 60 days’ Oklo Resources Limited and its Controlled Entities Page 28 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 29 2017 Annual Report 29 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT notice. On constructive termination, the Cairn Agreement provides that in addition to the notice period, any unvested options will immediately vest. Remuneration of Key Management Personnel Details of the remuneration provided to the Key Management Personnel of the Group are set out in the following tables. Key Management Personnel of the Group 2017 SHORT-TERM POST EMPLOYMENT Superannuation Contribution $ - - - - 1,188 237 1,425 Cash salary & fees $ 44,0001 276,0002 168,1783 6,5004 12,500 2,500 509,678 DIRECTORS M Fotios S Taylor M Diallo J Henderson J Bond S O’Loughlin Total OTHERS Andrew Boyd Total Note 1: Fees paid to Delta Resource Management Pty Ltd Note 2: Fees paid to Geeland Pty Ltd Note 3 Fees paid to Makly SA Note 4: Fees paid to Transocean Securities Pty Ltd Note 5: Fees paid to Cairn Geoscience Limited 213,3785 723,056 - 1,425 Key Management Personnel of the Group 2016 SHORT-TERM Cash salary & fees $ 48,0001 221,7502 30,000 22,500 322,250 DIRECTORS J Henderson S Taylor J Bond S O’Loughlin Total OTHERS Nil Total Note 1: Fees paid to Transocean Securities Pty Ltd Note 2: Fees paid to Geeland Pty Ltd 322,250 POST EMPLOYMENT Superannuation Contribution $ - - 2,850 2,137 4,987 4,987 SHARE BASED PAYMENTS TOTAL Options $ 48,263 303,596 - 118,375 118,375 - 588,609 - 588,609 Shares $ - - - - - - - - TOTAL $ 92,263 579,596 168,178 124,875 132,063 2,737 1,099,712 213,378 1,313,090 SHARE BASED PAYMENTS Options $ - - - 90,010 90,010 Shares $ - - - - - TOTAL TOTAL $ 48,000 221,750 32,850 114,647 417,247 90,010 - 417,247 Oklo Resources Limited and its Controlled Entities Page 30 2017 Annual Report 30 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT notice. On constructive termination, the Cairn Agreement provides that in addition to the notice period, Details of the remuneration provided to the Key Management Personnel of the Group are set out in the any unvested options will immediately vest. Remuneration of Key Management Personnel following tables. Key Management Personnel of the Group 2017 SHORT-TERM POST Cash salary & Superannuation EMPLOYMENT SHARE BASED PAYMENTS TOTAL Contribution Options Shares TOTAL $ - - - - 1,188 237 1,425 - 1,425 $ 48,263 303,596 118,375 118,375 588,609 - - - 588,609 $ 92,263 579,596 168,178 124,875 132,063 2,737 1,099,712 213,378 1,313,090 Note 1: Fees paid to Delta Resource Management Pty Ltd Note 2: Fees paid to Geeland Pty Ltd Note 3 Fees paid to Makly SA Note 4: Fees paid to Transocean Securities Pty Ltd Note 5: Fees paid to Cairn Geoscience Limited Key Management Personnel of the Group 2016 fees $ 44,0001 276,0002 168,1783 6,5004 12,500 2,500 509,678 213,3785 723,056 fees $ 48,0001 221,7502 30,000 22,500 322,250 DIRECTORS M Fotios S Taylor M Diallo J Henderson J Bond S O’Loughlin Total OTHERS Andrew Boyd Total DIRECTORS J Henderson S Taylor J Bond S O’Loughlin Total OTHERS Nil Total SHORT-TERM POST Cash salary & Superannuation EMPLOYMENT SHARE BASED PAYMENTS TOTAL Contribution Options Shares TOTAL $ - - 2,850 2,137 4,987 $ - - - 90,010 90,010 $ 48,000 221,750 32,850 114,647 417,247 Note 1: Fees paid to Transocean Securities Pty Ltd Note 2: Fees paid to Geeland Pty Ltd 322,250 4,987 90,010 417,247 $ - - - - - - - - $ - - - - - - Share–based compensation The Company has engaged in share-based remuneration with the Directors during the year. During the year ended 30 June 2017, the Company granted the following persons or their nominees, options. Grant Date Vesting Date Expiry Date Exercise Price Number Michael Fotios Simon Taylor Simon Taylor James Henderson1 Jeremy Bond2 22 Dec 16 11 Aug 16 11 Aug 16 11 Aug 16 11 Aug 16 22 Dec 16 11 Aug 16 11 Aug 17 11 Aug 16 11 Aug 16 22 Dec 19 11 Aug 19 11 Aug 20 11 Aug 19 11 Aug 19 $0.20 $0.25 $0.30 $0.25 $0.25 1,000,000 1,500,000 1,500,000 1,000,000 1,000,000 1. Resigned 24 August 2016 2. Resigned 28 November 2017 Value Per Option at Grant Date $0.04826 $0.11837 $0.09466 $0.11837 $0.11837 At a meeting of Members of the Company held on 1 August 2016, approval was granted for the issue of a total of 3,500,000 options to the Directors (1,500,000 to Mr Taylor and 1,000,000 to each of Mr Henderson and Mr Bond) with a strike price of $0.25 with an expiry date of 3 years after the date of issue (11 August 2019) At a meeting of Members of the Company held on 1 August 2016, approval was granted for the issue of a of 1,500,000 options to the Mr Taylor with a strike price of $0.30, a 12 month vesting period with an expiry date of 3 years after the date of vesting (11 August 2020) At a meeting of Members of the Company held on 28 November 2016, approval was granted for the issue of a total of 1,000,000 options to Mr Fotios with a strike price of $0.20 with an expiry date of 3 years after the date of issue (22 December 2019) The grants of options to the Directors were not linked to performance; however, the Board considered the issues of the options to be reasonable in the circumstances given the Company’s size, stage of development and need to attract directors and key management personnel of a high calibre while still maintaining cash reserves. Options granted carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary share. The assessed fair value at grant date of options granted to the individuals is allocated equally over the period from the grant date to vesting date and the amount is included in the remuneration tables above. Fair values at grant date are independently determined using a Binomial Methodology option pricing model that takes into account the exercise price, the terms of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free rate for the term of the option. Oklo Resources Limited and its Controlled Entities Page 30 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 31 2017 Annual Report 31 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT The options were issued for Nil consideration and the model inputs for the options granted during the year ended 30 June 2017 included: Options with Expiry Date of 11 Aug 19 Options with Expiry Date of 11 Aug 20 Options with Expiry Date of 22 Dec 19 Exercise price Grant date Expiry date Share price at grant date Expected price volatility Risk-free rate Discount for 12 month vesting period $0.25 11 Aug 16 11 Aug 19 $0.225 85% 1.75% N/A $0.30 11 Aug 16 11 Aug 20 $0.225 85% 1.75% 25% $0.20 22 Dec 196 22 Dec 19 $0.115 85% 1.50% N/A Other transactions with Key Management Personnel Transactions with other related parties are made on normal commercial terms and conditions and at market rates. Outstanding balances are unsecured and are repayable in cash. (i) Delta Resource Management Pty Ltd (Mr Michael Fotios –Chairman) Delta Resource Management Pty Ltd, a company of which Mr. Michael Fotios is a director, provides consulting services to the Group. Director fees 2017 $ 44,0001 44,000 2016 $ - - Note 1: This amount is included in the key management personnel remuneration The total amount due to Delta Resource Management Pty Ltd as at 30 June 2017 was $Nil. (ii) Geeland Pty Ltd (Mr Simon Taylor –Managing Director) Geeland Pty Ltd, a company of which Mr. Simon Taylor is a director, provides consulting services to the Group. Director fees 2017 $ 276,0001 276,000 2016 $ 221,7501 221,750 Note 1: This amount is included in the key management personnel remuneration The total amount due to Geeland Pty Ltd as at 30 June 2017 was $46,000 (2016: $101,310). Oklo Resources Limited and its Controlled Entities Page 32 2017 Annual Report 32 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT DIRECTORS’ REPORT The options were issued for Nil consideration and the model inputs for the options granted during the year (iii) Makly SA and M-Consulting sarl (Dr Madani Diallo – Executive Director appointed 29 July 2016) ended 30 June 2017 included: Options with Expiry Options with Expiry Options with Expiry Date of 11 Aug 19 Date of 11 Aug 20 Date of 22 Dec 19 Exercise price Grant date Expiry date Share price at grant date Expected price volatility Risk-free rate Discount for 12 month vesting period $0.25 11 Aug 16 11 Aug 19 $0.225 85% 1.75% N/A $0.30 11 Aug 16 11 Aug 20 $0.225 85% 1.75% 25% $0.20 22 Dec 196 22 Dec 19 $0.115 85% 1.50% N/A Other transactions with Key Management Personnel Transactions with other related parties are made on normal commercial terms and conditions and at market rates. Outstanding balances are unsecured and are repayable in cash. (i) Delta Resource Management Pty Ltd (Mr Michael Fotios –Chairman) Delta Resource Management Pty Ltd, a company of which Mr. Michael Fotios is a director, provides consulting services to the Group. Note 1: This amount is included in the key management personnel remuneration The total amount due to Delta Resource Management Pty Ltd as at 30 June 2017 was $Nil. (ii) Geeland Pty Ltd (Mr Simon Taylor –Managing Director) Geeland Pty Ltd, a company of which Mr. Simon Taylor is a director, provides consulting services to 2017 $ 44,0001 44,000 2016 $ - - 2017 $ 276,0001 276,000 2016 $ 221,7501 221,750 Director fees the Group. Director fees Note 1: This amount is included in the key management personnel remuneration The total amount due to Geeland Pty Ltd as at 30 June 2017 was $46,000 (2016: $101,310). Makly SA is a company controlled by Dr Madani Diallo and which provides consulting services to the Group. M-Consulting is a company controlled by Dr Madani Diallo and which provides geological consulting services in Mali. Exploration Director services of Dr Diallo Exploration/Geological consulting services in Mali 2017 $ 168,1781 79,1282 247,3063 2016 $ - - - Note 1: This amount is included in the key management personnel remuneration. Note 2: These amounts are not included in the key management personnel remuneration and are incurred directly by Africa Mining sarl, a subsidiary company. Note 3: All amounts are included recorded as part of exploration expenditure on the statement of financial position. The total amount due to Makly SA as at 30 June 2017 was $Nil. The total amount due to M-Consulting sarl as at 30 June 2017 was $Nil. (iv) Transocean Securities Pty Ltd (Mr. James Henderson – Non-Executive Chairman until 29 July 2016, resigned 24 August 2016) Transocean Securities Pty Ltd, a company of which Mr James Henderson is a director, provides the Group with the services of Mr Henderson as director, and office accommodation. A summary of the total fees paid to Transocean Securities Pty Ltd for the year ended 30 June 2017 is as follows Director fees Underwriting and capital raising services Office rent and costs 2017 $ 6,5001 - 2,080 8,580 2016 $ 48,0001 20,000 28,200 96,200 Note 1: This amount is included in the key management personnel remuneration. The total amount due to Transocean Securities Pty Ltd as at 30 June 2017 was $Nil (2016 - $2,398). (v) O’Loughlins Lawyers (Mr Simon O’Loughlin –Non-executive Director – appointed 15 October 2015, resigned 29 July 2016) O’Loughlins Lawyers, a partnership in which Mr. Simon O’Loughlin is a founding partner, provided legal services to the Group. Legal services 2017 $ - - 2016 $ 3,388 3,388 The total amount due to O’Loughlins Lawyers as at 30 June 2017 was $Nil (2016: $2,772). Oklo Resources Limited and its Controlled Entities Page 32 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 33 2017 Annual Report 33 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT (vi) Cairn Geoscience Ltd (Mr Andrew Boyd – General Manager – Exploration – appointed 1 July 2016) Cairn Geoscience a company controlled by Mr Andrew Boys and which provides consulting services to the Group. Consulting Fees 2017 $ 213,3781 213,378 2016 $ - - Note 1: This amount is included in the key management personnel remuneration. The total amount due to Cairn Geoscience Ltd as at 30 June 2017 was $39,073. (vii) Aggregate amounts of each of the above types of other transactions with key management personnel of Oklo Resources Limited: Amounts recognised as expense Director fees Capital raising services Legal Service Office rent and costs Amounts capitalised as part of exploration expenditure Director fees Consulting fees Geological Consulting fees 2017 $ 2016 $ 341,5001 - - 2,080 343,580 168,1781 213,3781 79,128 460,684 269,7501 20,000 3,388 28,200 321,338 - - - - Note 1: These amounts are included in the key management personnel remuneration Equity Instruments Held by Key Management Personnel a) Shareholdings - Number of shares held by key management personnel: 2017 Directors Michael Fotios Simon Taylor Madani Diallo James Henderson Jeremy Bond Simon O’Loughlin Total Others Andrew Boyd Total Note 1: At date of appointment Note 1: At date of resignation Balance 30 Jun 2016 4,000,0001 2,357,200 7,111,3551 4,824,932 2,051,668 800,000 21,145,155 363,333 21,508,488 Acquisitions Disposals 200,000 402,800 - - 198,333 - 801,133 - 801,133 - - - - - - - - - Balance 30 Jun 2017 4,200,000 2,760,000 7,111,355 4,824,9322 2,250,0012 800,0002 21,946,288 363,333 22,309,621 Oklo Resources Limited and its Controlled Entities Page 34 2017 Annual Report 34 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 2017 $ 213,3781 213,378 2016 $ - - 2017 $ 2016 $ 341,5001 - - 2,080 343,580 168,1781 213,3781 79,128 460,684 269,7501 20,000 3,388 28,200 321,338 - - - - (vi) Cairn Geoscience Ltd (Mr Andrew Boyd – General Manager – Exploration – appointed 1 July 2016) Cairn Geoscience a company controlled by Mr Andrew Boys and which provides consulting services to the Group. Consulting Fees Note 1: This amount is included in the key management personnel remuneration. The total amount due to Cairn Geoscience Ltd as at 30 June 2017 was $39,073. (vii) Aggregate amounts of each of the above types of other transactions with key management personnel of Oklo Resources Limited: Amounts recognised as expense Director fees Capital raising services Legal Service Office rent and costs Director fees Consulting fees Geological Consulting fees Amounts capitalised as part of exploration expenditure Note 1: These amounts are included in the key management personnel remuneration Equity Instruments Held by Key Management Personnel a) Shareholdings - Number of shares held by key management personnel: Acquisitions Disposals 2017 Directors Michael Fotios Simon Taylor Madani Diallo James Henderson Jeremy Bond Simon O’Loughlin Total Others Total Andrew Boyd Note 1: At date of appointment Note 1: At date of resignation Balance 30 Jun 2016 4,000,0001 2,357,200 7,111,3551 4,824,932 2,051,668 800,000 200,000 402,800 198,333 - - - - 21,145,155 801,133 363,333 21,508,488 801,133 Balance 30 Jun 2017 4,200,000 2,760,000 7,111,355 4,824,9322 2,250,0012 800,0002 21,946,288 363,333 22,309,621 - - - - - - - - - DIRECTORS’ REPORT DIRECTORS’ REPORT (b) Options and Rights Holdings - Number of Options held by key management personnel Options to expire on 20 December 2016 at an exercise price of $0.10 Balance 30.06.16 Directors James 299,000 Henderson Total 299,000 Note 1 – As at date of resignation Granted as compensatio n Lapsed Disposals/ Acquired/ Exercised Vested & Exercisable Unvested Balance 30.06.17 - - - - - - - - - 299,0001 299,000 Options to expire on 12 February 2017 at an exercise price of $0.10 Balance 30.06.16 Directors James 269,720 Henderson Total 269,720 Note 1 – As at date of resignation Granted as compensatio n Lapsed Disposals/ Acquired/ Exercised Vested & Exercisable Unvested Balance 30.06.17 - - - - - - - - - 269,7201 269,720 Options to expire on 30 June 2017 at an exercise price of $0.125 Balance 30.06.16 Granted as compensatio n Lapsed Directors Michael Fotios - 500,000 - - - - Simon Taylor Simon O’Loughlin Total Note 1- Acquired on-market Note 2- Exercised on 30 June 2017, shares were allotted on 7 July 2017 Note 3 – As at date of resignation 150,000 650,000 - - - - Disposals/ Acquired/ Exercised 1,000,0001 (1,000,000)2 (500,000)2 (500,000) - Vested & Exercisable Unvested Balance 30.06.17 - - - - - - 150,0003 150,000 Options to expire on 8 December 2017 at an exercise price of $0.10 Balance 01.07.16 1,000,000 Directors James Henderson Simon Taylor Jeremy Bond Total Note 1 – As at date of resignation 1,000,000 1,000,000 3,000,000 Granted as compensation Lapsed Disposals/ Acquired Vested and Exercisable Unvested - - - - - - - - - - - - - - - - - - - - Balance 30.06.17 1,000,0001 1,000,000 1,000,0001 3,000,000 Options to expire on 31 December 2017 at an exercise price of $0.20 Balance 30.06.16 Directors James 1,000,000 Henderson Total 1,000,000 Note 1 – As at date of resignation Granted as compensatio n Lapsed Disposals/ Acquired/ Exercised Vested & Exercisable Unvested Balance 30.06.17 - - - - - - - - - - 1,000,0001 1,000,000 Oklo Resources Limited and its Controlled Entities Page 34 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 35 2017 Annual Report 35 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ REPORT Options to expire on 18 May 2018 at an exercise price of $0.10 Directors Simon Taylor Total Balance 01.07.16 500,000 500,000 Granted as compensation Lapsed Disposals - - - - - - Options to expire on 18 May 2018 at an exercise price of $0.15 Directors Simon Taylor Total Balance 01.07.16 500,000 500,000 Granted as compensation Lapsed Disposals - - - - - - Options to expire on 25 March 2018 at an exercise price of $0.10 Balance 01.07.16 Directors 500,0001 Andrew Boyd Total 500,000 Note 1 – As at date of appointment (effective 1 July 2016) Granted as compensation - - Lapsed Disposals - - - - Options to expire on 7 December 2018 at an exercise price of $0.15 Vested and Exercisable - - Vested and Exercisable - - Vested and Exercisable - - Unvested - - Balance 30.06.17 500,000 500,000 Unvested - - Unvested - - Balance Directors 01.07.16 500,0001 Andrew Boyd 500,000 Total Note 1 – As at date of appointment (effective 1 July 2016) Granted as compensation - - Lapsed Disposals - - - - Vested and Exercisable - - Unvested - - Options to expire on 28 April 2019 at an exercise price of $0.22 Directors Simon O’Loughlin Total Balance 01.07.16 1,000,000 1,000,000 Granted as compensation Lapsed Disposals Vested and Exercisable Unvested - - - - - - - - - - Options to expire on 17 June 2019 at an exercise price of $0.25 Balance 01.07.16 Granted as compensation 1,000,0001 Directors Madani Diallo Andrew Boyd Total Note 1 – As at date of appointment Note 2 - As at date of appointment (effective 1 July 2016) 1,000,0002 2,000,000 - - - Lapsed Disposals Vested and Exercisable Unvested - - - - - - - - - - - - Options to expire on 11 August 2019 at an exercise price of $0.25 Balance 01.07.16 Directors James Henderson - Simon Taylor - Jeremy Bond Total - Note 1 – As at date of resignation - Granted as compensation Lapsed Disposals Vested and Exercisable Unvested 1,000,000 1,500,000 1,000,000 3,500,000 - - - - - - - - 1,000,000 1,500,000 1,000,000 3,500,000 - - - - Balance 30.06.17 500,000 500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 1,000,0001 1,000,000 Balance 30.06.17 1,000,000 1,000,000 2,000,000 Balance 30.06.17 1,000,0001 1,500,000 1,000,0001 3,500,000 Oklo Resources Limited and its Controlled Entities Page 36 2017 Annual Report 36 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 - - - 500,0001 Balance 01.07.16 1,000,0002 1,500,000 Granted as compensation Balance 30.06.17 1,000,000 1,000,000 Balance 30.06.17 500,000 1,000,000 1,500,000 Lapsed Disposals Vested and Exercisable Unvested - - - - - - - - - - - - Directors Madani Diallo Andrew Boyd Total Note 1 – As at date of appointment Note 2 - As at date of appointment (effective 1 July 2016) DIRECTORS’ REPORT DIRECTORS’ REPORT Options to expire on 18 May 2018 at an exercise price of $0.10 Options to expire on 22 December 2019 at an exercise price of $0.20 Granted as Lapsed Disposals Unvested Options to expire on 22 June 2020 at an exercise price of $0.30 Directors Michael Fotios Total Balance 01.07.16 Granted as compensation Lapsed Disposals - - 1,000,000 1,000,000 - - - - Vested and Exercisable 1,000,000 1,000,000 Unvested - - - - - - - - - - - - - - - Balance 01.07.16 500,000 500,000 Balance 01.07.16 500,000 500,000 Balance 01.07.16 500,0001 500,000 Balance 01.07.16 500,0001 500,000 Balance 01.07.16 1,000,000 1,000,000 Balance 01.07.16 1,000,0001 1,000,0002 2,000,000 Directors Simon Taylor Total Directors Simon Taylor Total Directors Andrew Boyd Total Directors Andrew Boyd Total Directors Simon O’Loughlin Total Directors Madani Diallo Andrew Boyd Total Directors James Henderson Simon Taylor Jeremy Bond Total Granted as Lapsed Disposals Unvested Vested and Exercisable compensation Options to expire on 18 May 2018 at an exercise price of $0.15 compensation Vested and Exercisable Options to expire on 25 March 2018 at an exercise price of $0.10 Granted as Lapsed Disposals Unvested Vested and Exercisable compensation Note 1 – As at date of appointment (effective 1 July 2016) Options to expire on 7 December 2018 at an exercise price of $0.15 Granted as Lapsed Disposals Unvested Vested and Exercisable compensation Note 1 – As at date of appointment (effective 1 July 2016) Options to expire on 28 April 2019 at an exercise price of $0.22 Granted as Lapsed Disposals Unvested Vested and Exercisable compensation Options to expire on 17 June 2019 at an exercise price of $0.25 Granted as Lapsed Disposals Unvested Vested and Exercisable compensation Note 1 – As at date of appointment Note 2 - As at date of appointment (effective 1 July 2016) Options to expire on 11 August 2019 at an exercise price of $0.25 Balance 01.07.16 compensation Granted as Lapsed Disposals Unvested - - - - 1,000,000 1,500,000 1,000,000 3,500,000 Note 1 – As at date of resignation Vested and Exercisable 1,000,000 1,500,000 1,000,000 3,500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 500,000 500,000 Balance 30.06.17 1,000,0001 1,000,000 Balance 30.06.17 1,000,000 1,000,000 2,000,000 Balance 30.06.17 1,000,0001 1,500,000 1,000,0001 3,500,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Options to expire on 11 August 2020 at an exercise price of $0.30 Directors Simon Taylor Total Balance 01.07.16 - - Granted as compensation 1,500,000 1,500,000 Lapsed Disposals - - - - Vested and Exercisable - - Unvested 1,500,000 1,500,000 Balance 30.06.17 1,500,000 1,500,000 Securities Trading Policy The Company’s security trading policy provides guidance on acceptable transactions in dealing in the Company’s various securities, including shares, debt notes and options. The Company’s security trading policy defines dealing in company securities to include: (a) Subscribing for, purchasing or selling Company Securities or entering into an agreement to do any of those things; (b) Advising, procuring or encouraging another person (including a family member, friend, associate, colleague, family company or family trust) to trade in Company Securities; and (c) Entering into agreements or transactions which operate to limit the economic risk of a person’s holdings in Company Securities. The securities trading policy details acceptable and unacceptable times for trading in Company Securities including detailing potential civil and criminal penalties for misuse of “inside information”. The Directors must not deal in Company Securities without providing written notification to the Chairman. The Chairman must not deal in Company Securities without the prior approval of the Chief Executive Officer. The Directors are responsible for disclosure to the market of all transactions or contracts involving the Company’s shares. This is the end of the Audited Remuneration Report. Oklo Resources Limited and its Controlled Entities Page 36 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 37 2017 Annual Report 37 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S INDEPENDENCE DECLARATION Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia DECLARATION OF INDEPENDENCE BY NEIL SMITH TO THE DIRECTORS OF OKLO RESOURCES LIMITED As lead auditor of Oklo Resources Limited for the year ended 30 June 2017, I declare that, to the best of my knowledge and belief, there have been: 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 2. No contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Oklo Resources Limited and the entities it controlled during the period. Neil Smith Director BDO Audit (WA) Pty Ltd Perth, 29 September 2017 BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees Oklo Resources Limited and its Controlled Entities Page 38 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 38 38 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S INDEPENDENCE DECLARATION CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2017 Note 2017 $ 2016 $ 8.1 1.1 1.2 Continuing Operations Other income Employee benefits expense Share based payments expense Professional fee expense Exploration expense Legal expense Administration expense Investor relations expenses Travel and accommodation expense Occupancy expense Foreign exchange Loss on forward foreign exchange contracts Loss from continuing operations Finance income Finance costs Net finance income Loss before income tax Income tax expense Loss after income tax Net loss for the year Other comprehensive income Foreign currency translation differences for foreign operations Other comprehensive income for the year, net of income tax Total comprehensive loss for the year - - (342,925) (588,609) (94,000) - (1,407) (180,087) (148,742) (109,294) (33,980) (137,495) - (1,636,539) 122,386 - 122,386 (1,514,153) - (1,514,153) (1,514,153) 290,079 290,079 (1,224,074) - - (327,237) (140,322) (73,500) (464) (7,651) (152,130) (57,750) (103,675) (27,947) (8,520) (121,774) (1,020,970) 24,382 (42) 24,340 (996,630) - (996,630) (996,630) 798,332 798,332 (198,298) Oklo Resources Limited and its Controlled Entities Page 38 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 39 2017 Annual Report 39 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (Cont.) FOR THE YEAR ENDED 30 JUNE 2017 Loss attributable to: Owners of the Company Non-Controlling Interest Total Comprehensive Loss attributable to: Owners of the Company Non-Controlling Interest Note 2017 $ 2016 $ 8.4 8.4 (1,514,153) - (1,514,153) 290,079 - (1,224,074) (996,630) - (996,630) 798,332 - (198,298) Loss and diluted loss per share for loss attributable to the ordinary equity holders of the company: 1.3 (0.006) (0.007) The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes Oklo Resources Limited and its Controlled Entities Page 40 2017 Annual Report 40 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (Cont.) FOR THE YEAR ENDED 30 JUNE 2017 Loss attributable to: Owners of the Company Non-Controlling Interest Total Comprehensive Loss attributable to: Owners of the Company Non-Controlling Interest Note 2017 $ 2016 $ 8.4 8.4 (1,514,153) (996,630) (1,514,153) (996,630) 290,079 798,332 - - - - (1,224,074) (198,298) Loss and diluted loss per share for loss attributable to the ordinary equity holders of the company: 1.3 (0.006) (0.007) CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017 CURRENT ASSETS Cash and cash equivalents Trade and other receivables 2017 2016 Note $ $ 2.1 2.2 14,792,611 143,615 10,831,716 89,156 TOTAL CURRENT ASSETS 14,936,226 10,920,872 NON-CURRENT ASSETS Property, plant and equipment Exploration and evaluation expenditure 3.1 3.2 299,688 19,042,353 60,997 11,823,632 19,342,041 11,884,629 The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in TOTAL ASSETS 34,278,267 22,805,501 conjunction with the accompanying notes CURRENT LIABILITIES Trade and other payables Derivative Liability TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Accumulated losses Non-controlling interest TOTAL EQUITY 2.3 5.1 1,140,631 - 466,251 121,774 1,140,631 588,025 1,140,631 588,025 33,137,636 22,217,476 4.1 4.2 8.4 45,499,491 2,074,886 (14,436,741) - 34,080,133 1,059,931 (12,922,588) - 33,137,636 22,217,476 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. Oklo Resources Limited and its Controlled Entities Page 40 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 41 2017 Annual Report 41 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ) $ ( ) $ ( ) $ ( ) $ ( l a t o T - n o N e v r e s e R l a t o T n o i t p O e r a h S g n i l l o r t n o C t s e r e t n I e v r e s e R n g i e r o F y c n e r r u C n o i t a l s n a r T e v r e s e R ) $ ( l d e t a u m u c c A d e t u b i r t n o C s e s s o l y t i u q E ) $ ( ) $ ( Y T I U Q E N I S E G N A H C F O T N E M E T A T S D E T A D I L O S N O C 7 1 0 2 E N U J 0 3 D E D N E R A E Y E H T R O F 42 ) 3 5 1 4 1 5 , , 1 ( 6 7 4 , 7 1 2 , 2 2 - , 9 7 0 0 9 2 , 9 7 0 0 9 2 ) 4 7 0 4 2 2 , , 1 ( , 8 5 3 9 1 4 1 1 , , 6 7 8 4 2 7 6 3 6 , 7 3 1 , 3 3 - - - - - - - - - - - - , 9 7 0 0 9 2 , 9 7 0 0 9 2 , 9 7 0 0 9 2 - - - - - - , 6 7 8 4 2 7 , 6 7 8 4 2 7 - - - - - - , 9 7 0 0 9 2 , 9 7 0 0 9 2 - - , 9 7 0 0 9 2 ) 3 5 1 4 1 5 , , 1 ( 1 3 9 , 9 5 0 , 1 9 6 6 , 1 4 4 , 1 ) 8 3 7 , 1 8 3 ( - ) 3 5 1 4 1 5 , , 1 ( ) 8 8 5 , 2 2 9 , 2 1 ( - - - - - 3 3 1 , 0 8 0 , 4 3 - , 8 5 3 9 1 4 1 1 , 6 1 0 2 y l u J 1 t a e c n a a B l r a e y r o f s s o L e v i s n e h e r p m o c r e h t O e m o c n i n o s e c n e r e f f i d e g n a h c x E i n g e r o f f o n o i t a l s n a r t n o i t a r e p o e v i s n e h e r p m o c r e h t o l a t o T e m o c n i s s o l e v i s n e h e r p m o c l a t o T r a e y e h t r o f s r e n w o h t i w s n o i t c a s n a r T s r e n w o f o y t i c a p a c r i e h t n i t s e r e t n i g n i l l o r t n o c - n o N t e n , y t i u q e f o s n o i t u b i r t n o C s t n e m y a p d e s a b e r a h S s t s o c n o i t c a s n a r t f o 7 1 0 2 e n u J 0 3 t a e c n a a B l 6 8 8 , 4 7 0 , 2 5 4 5 , 6 6 1 , 2 ) 9 5 6 , 1 9 ( ) 1 4 7 , 6 3 4 , 4 1 ( 1 9 4 , 9 9 4 , 5 4 l a u n n A 7 1 0 2 2 4 e g a P s e i t i t n E d e l l o r t n o C s t i d n a d e t i m i L s e c r u o s e R o l k O t r o p e R . s e t o n g n i y n a p m o c c a e h t h t i w n o i t c n u n o c n j i d a e r e b d u o h s l y t i u q E n i s e g n a h C f o t n e m e t a t S d e t a d i l o s n o C e v o b a e h T OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 , 9 7 9 0 7 8 9 , , 7 1 2 0 4 5 , ) 6 2 1 4 8 4 ( , 4 4 9 5 9 6 ) 0 7 0 0 8 1 , , 1 ( , ) 8 5 9 5 2 9 1 1 ( , ) $ ( ) $ ( ) $ ( ) $ ( l a t o T - n o N e v r e s e R l a t o T n o i t p O e r a h S g n i l l o r t n o C t s e r e t n I e v r e s e R n g i e r o F y c n e r r u C n o i t a l s n a r T e v r e s e R ) $ ( l d e t a u m u c c A d e t u b i r t n o C s e s s o l y t i u q E ) $ ( ) $ ( Y T I U Q E N I S E G N A H C F O T N E M E T A T S D E T A D I L O S N O C 7 1 0 2 E N U J 0 3 D E D N E R A E Y E H T R O F , ) 0 3 6 6 9 9 ( , 2 3 3 8 9 7 , 2 3 3 8 9 7 , ) 8 9 2 8 9 1 ( - - - - , ) 7 1 2 0 4 5 ( , ) 7 1 2 0 4 5 ( , 7 8 2 9 3 3 2 1 , , 5 2 7 5 4 7 6 7 4 , 7 1 2 , 2 2 - - - - - - , 2 3 3 8 9 7 , 2 3 3 8 9 7 , 2 3 3 8 9 7 - - - - - , 5 2 7 5 4 7 , 5 2 7 5 4 7 - , ) 0 3 6 6 9 9 ( - - - - - - , 2 3 3 8 9 7 , 2 3 3 8 9 7 - - , 2 3 3 8 9 7 , ) 0 3 6 6 9 9 ( - - - - - , 6 4 8 0 4 7 1 2 , - , 7 8 2 9 3 3 2 1 , 5 1 0 2 y l u J 1 t a e c n a a B l r a e y r o f s s o L e v i s n e h e r p m o c r e h t O e m o c n i n o s e c n e r e f f i d e g n a h c x E i n g e r o f f o n o i t a l s n a r t n o i t a r e p o e v i s n e h e r p m o c r e h t o l a t o T e m o c n i s s o l e v i s n e h e r p m o c l a t o T r a e y e h t r o f s r e n w o h t i w s n o i t c a s n a r T s r e n w o f o y t i c a p a c r i e h t n i t s e r e t n i g n i l l o r t n o c - n o N t e n , y t i u q e f o s n o i t u b i r t n o C s t n e m y a p d e s a b e r a h S s t s o c n o i t c a s n a r t f o 6 1 0 2 e n u J 0 3 t a e c n a a B l 1 3 9 , 9 5 0 , 1 9 6 6 , 1 4 4 , 1 ) 8 3 7 , 1 8 3 ( ) 8 8 5 , 2 2 9 , 2 1 ( 3 3 1 , 0 8 0 , 4 3 l a u n n A 7 1 0 2 3 4 e g a P s e i t i t n E d e l l o r t n o C s t i d n a d e t i m i L s e c r u o s e R o l k O 43 t r o p e R . s e t o n g n i y n a p m o c c a e h t h t i w n o i t c n u n o c n j i d a e r e b d u o h s l y t i u q E n i s e g n a h C f o t n e m e t a t S d e t a d i l o s n o C e v o b a e h T OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CONSOLIDATED STATEMENT OF CASHFLOWS FOR THE YEAR ENDED 30 JUNE 2017 CASH FLOW FROM OPERATING ACTIVITIES Payments to suppliers and employees Interest received Note 2017 2016 $ $ (1,234,153) 122,386 (701,397) 24,382 Net cash outflow in operating activities 2.1 (1,111,767) (677,015) CASH FLOW FROM INVESTING ACTIVITIES Payment for security deposit Payments for exploration Payments for plant and equipment (19,140) (5,790,604) (270,283) - (2,056,365) (22,074) Net cash outflow in investing activities (6,080,027) (2,078,439) CASH FLOW FROM FINANCING ACTIVITIES Proceeds from share issues (net of share issue costs) Net cash provided by financing activities 11,395,470 11,395,470 12,721,467 12,721,467 Net increase in cash held 4,203,676 9,966,013 Cash at beginning of the year 10,831,716 871,871 Foreign exchange variances on cash (242,781) (6,168) Cash at end of the year 2.1 14,792,611 10,831,716 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes. Oklo Resources Limited and its Controlled Entities Page 44 2017 Annual Report 44 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CONSOLIDATED STATEMENT OF CASHFLOWS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 CASH FLOW FROM OPERATING ACTIVITIES Payments to suppliers and employees Interest received CASH FLOW FROM INVESTING ACTIVITIES Payment for security deposit Payments for exploration Payments for plant and equipment Note 2017 2016 $ $ (1,234,153) 122,386 (701,397) 24,382 (19,140) (5,790,604) (270,283) - (2,056,365) (22,074) Net cash outflow in operating activities 2.1 (1,111,767) (677,015) Net cash outflow in investing activities (6,080,027) (2,078,439) CASH FLOW FROM FINANCING ACTIVITIES Proceeds from share issues (net of share issue costs) Net cash provided by financing activities 11,395,470 11,395,470 12,721,467 12,721,467 Net increase in cash held 4,203,676 9,966,013 Cash at beginning of the year 10,831,716 871,871 Foreign exchange variances on cash (242,781) (6,168) Cash at end of the year 2.1 14,792,611 10,831,716 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes. ABOUT THIS REPORT Oklo Resources Limited is a company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange. The nature of the operations and principal activities of the Group are described in the directors' report. The financial report of Oklo Resources Limited (the Company) and its subsidiaries (collectively, the Group) for the year ended 30 June 2017 was authorised for issue in accordance with a resolution of the Directors on 29 September 2017. Basis of preparation This financial report is a general purpose financial report, prepared by a for-profit entity, 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 (AASB) and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB);  Has been prepared on a historical cost basis, as modified by the revaluation of available-for-sale financial assets, financial assets and liabilities (including derivative instruments) at fair value through profit or loss and certain classes of property, plant and equipment;  Is presented in Australian dollars with values rounded to the nearest thousand dollars or in certain cases, the nearest dollar, in accordance with the Australian Securities and Investments Commission "ASIC Corporation Legislative Instrument 2016/191";  Presents comparative information where required for consistency with the current year's presentation;  Adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the operations of the Group and effective for reporting periods beginning on or after 1 July 2016; and  Does not early adopt Accounting Standards and Interpretations that have been issued or amended but are not yet effective with the exception of AASB 9 Financial Instruments (December 2010) as amended by 2013-0 (AASB 9 (2013)) including consequential amendments to other standards which was adopted on 1 July 2016. This financial report has been re-designed with the aim of streamlining and improving readability. The notes to the consolidated financial statements have been organised into logical groupings to help users find and understand the information. Where possible, related information has been provided in the same note. Oklo Resources Limited and its Controlled Entities Page 44 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 45 2017 Annual Report 45 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Key estimates and judgements In the process of applying the Group's accounting policies, management has made a number of judgements and applied estimates of future events. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in the following notes: Note 1.2 Income tax expense Note 3.1 Property, plant and equipment Note 3.2 Exploration and evaluation expenditure Note 8.1 Share-based payments Basis of consolidation The consolidated financial statements comprise the financial statements of the Group. A list of controlled entities (subsidiaries) at year end is contained in Note 6.1. The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies. In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses and profit or losses resulting from intra-Group transactions have been eliminated. Subsidiaries are consolidated from the date on which control is obtained to the date on which control is disposed. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. Oklo Resources Limited and its Controlled Entities Page 46 2017 Annual Report 46 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 Key estimates and judgements In the process of applying the Group's accounting policies, management has made a number of judgements and applied estimates of future events. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in the following notes: Note 1.2 Income tax expense Note 3.1 Property, plant and equipment Note 3.2 Exploration and evaluation expenditure Note 8.1 Share-based payments Basis of consolidation The consolidated financial statements comprise the financial statements of the Group. A list of controlled entities (subsidiaries) at year end is contained in Note 6.1. The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies. In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses and profit or losses resulting from intra-Group transactions have been eliminated. Subsidiaries are consolidated from the date on which control is obtained to the date on which control is disposed. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 CONTENTS OF THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS PAGE 1. FINANCIAL PERFORMANCE 1.1. FINANCE INCOME 1.2. INCOME TAX 1.3. LOSS PER SHARE 1.4. SEGMENT INFORMATION 2. WORKING CAPITAL PROVISIONS 2.1. CASH AND CASH EQUIVALENTS 2.2. TRADE AND OTHER RECEIVABLES 2.3. TRADE AND OTHER PAYABLES 3. INVESTED CAPITAL 3.1. PROPERTY, PLANT AND EQUIPMENT 3.2. EXPLORATION AND EVALUATION 4. CAPITAL STRUCTURE AND FINANCING ACTIVITIES 4.1. CONTRIBUTED EQUITY 4.2. RESERVES 5. RISK 5.1. DERIVATIVES 5.2. FINANCIAL RISK MANAGEMENT 6. GROUP STRUCTURE 6.1. SUBSIDIARIES 7. UNRECOGNISED ITEMS 7.1. COMMITMENTS AND CONTINGENCIES 7.2. EVENTS OCCURRING AFTER THE REPORTING PERIOD 8. OTHER INFORMATION 8.1. SHARE-BASED PAYMENTS 8.2. RELATED PARTY TRANSACTIONS 8.3. PARENT ENTITY FINANCIAL INFORMATION 8.4. NON-CONTROLLING INTERESTS INSUBSIDIARY 8.5. REMUNERATION OF AUDITIORS 8.6. OTHER ACCOUNTING POLICIES 48 48 48 50 51 52 52 53 53 54 54 55 56 56 58 58 58 59 65 65 65 65 66 67 67 71 72 73 74 74 Oklo Resources Limited and its Controlled Entities Page 46 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 47 2017 Annual Report 47 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 1. FINANCIAL PERFORMANCE 1.1. FINANCE INCOME Interest revenue 2017 $ 122,386 2016 $ 24,382 Accounting Policy Interest revenue Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial asset. 1.2. INCOME TAX Current income tax expense/(benefit) Deferred income tax expense/(benefit) Total income tax expense/(benefit) Income tax expense differs to the standard rate of corporation tax as follows: 2017 $ 2016 $ - - - - - - Accounting loss before taxation (1,514,153) (996,630) Tax on loss at standard rate at 27.5% (30%) Tax effect of permanent differences Previously unrecognised timing differences Tax losses not recognised Income tax expense Deferred tax assets not recognised Temporary differences – P&L Temporary Differences - Equity Income tax losses (416,392) 274,882 (49,773) 191,283 - 49,773 - 2,365,970 2,415,743 (298,989) 44,807 73,157 181,025 - 73,157 - 2,572,075 2,645,232 The recoupment of tax losses carried forward as at 30 June 2017 are contingent upon the company deriving assessable income of a nature and of an amount sufficient to enable the benefit from the losses to be realised; the conditions for deductibility imposed by tax legislation continuing to be complied with; and there being no changes in tax legislation which would adversely affect the company from realising the benefits from the losses. Oklo Resources Limited and its Controlled Entities Page 48 2017 Annual Report 48 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Interest revenue is recognised on a time proportionate basis that takes into account the effective 1. FINANCIAL PERFORMANCE 1.1. FINANCE INCOME Interest revenue Accounting Policy Interest revenue yield on the financial asset. 1.2. INCOME TAX Current income tax expense/(benefit) Deferred income tax expense/(benefit) Total income tax expense/(benefit) Income tax expense differs to the standard rate of corporation tax as follows: Tax on loss at standard rate at 27.5% (30%) Tax effect of permanent differences Previously unrecognised timing differences Tax losses not recognised Income tax expense Deferred tax assets not recognised Temporary differences – P&L Temporary Differences - Equity Income tax losses 2017 $ 122,386 2016 $ 24,382 2017 $ 2016 $ - - - - - - - - - - (416,392) 274,882 (49,773) 191,283 (298,989) 44,807 73,157 181,025 49,773 73,157 2,365,970 2,415,743 2,572,075 2,645,232 Accounting loss before taxation (1,514,153) (996,630) The recoupment of tax losses carried forward as at 30 June 2017 are contingent upon the company deriving assessable income of a nature and of an amount sufficient to enable the benefit from the losses to be realised; the conditions for deductibility imposed by tax legislation continuing to be complied with; and there being no changes in tax legislation which would adversely affect the company from realising the benefits from the losses. Accounting policy Current tax Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable). Deferred tax Deferred tax is accounted for using the comprehensive liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items. In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, branches, associates and joint ventures except where the consolidated entity is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with these investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the consolidated entity expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the company intends to settle its current tax assets and liabilities on a net basis. Current and deferred tax for the year Current and deferred tax is recognised as an expense or income in the profit or loss, except when it relates to items credited or debited in other comprehensive income or directly to equity, in which case the deferred tax is also recognised in other comprehensive income or directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess. Oklo Resources Limited and its Controlled Entities Page 48 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 49 2017 Annual Report 49 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 1.3. LOSS PER SHARE Basic loss per share – cents per share The following reflects the loss and share data used in the calculations of basic loss per share and diluted loss per share: Net loss Weighted average number of shares outstanding: Weighted average number of ordinary shares used in calculating basic earnings per share: Weighted average number of ordinary shares used in calculating diluted earnings per share: 2017 (0.006) 2016 (0.007) $ (1,514,153) $ (996,630) 246,786,310 150,046,167 N/A N/A Classification of securities Diluted earnings per share is calculated after classifying all options on issue and all ownership based remuneration scheme shares remaining uncovered at 30 June 2017 as potential ordinary shares. As at 30 June 2017, the company has on issue 23,297,825 options over unissued capital. Diluted loss per share has not been calculated as the Company made a loss for the year and the impact would be to reduce the loss per share. Conversions, calls, subscriptions or issues after 30 June 2017 There have not been any conversions, calls, subscriptions or other share issues after 30 June 2017, other than: a) The issue of 16,637,274 shares from the exercise of options with an expiry date of 30 June 2017; and b) The issue of 540,000 shares from the exercise of options with an expiry date of 22 September 2017 Refer Note 7.2 for further details. Accounting Policy Loss per share Basic earnings per share is determined by dividing the profit from ordinary activities after related income tax expense and after preference dividends by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. Oklo Resources Limited and its Controlled Entities Page 50 2017 Annual Report 50 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 1.3. LOSS PER SHARE 1.4. SEGMENT INFORMATION Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of Oklo Resources Limited. At 30 June 2017 the segment information reported was analysed on the basis of geographical Region (Australia and Mali). During the year to 30 June 2017, the Group’s management reporting has remained unchanged. Management has determined that the Company has two reportable segments, being mineral exploration in Mali and operations in Australia. Information regarding these segments is presented below. The accounting policies of the reportable segments are the same as the Group’s accounting policies. N/A N/A The following is an analysis of the Group’s revenue and results by reportable segment: Segment revenue Exploration expense Segment result Other Expenses Net Finance Income Loss before tax Australia 2017 $ 2016 $ Mali 2017 $ - - - - - - - - - - - Group 2016 $ - (464) (464) 2017 $ - - 2016 $ - (464) (464) (1,636,539) 122,386 (1,514,153) (1,020,506) 24,340 (996,630) b) The issue of 540,000 shares from the exercise of options with an expiry date of 22 September The following is an analysis of the Group’s assets by reportable operating segment: Segment assets Australia Mali Total assets 30 June 2017 30 June 2016 $ 14,742,535 19,535,732 34,278,267 $ 10,860,631 11,944,870 22,805,501 The following is an analysis of the Group’s liabilities by reportable operating segment: Segment liabilities Australia Mali Total liabilities 30 June 2017 $ 30 June 2016 $ 91,138 1,049,493 1,140,631 395,154 192,871 588,025 2017 (0.006) 2016 (0.007) $ (1,514,153) $ (996,630) Basic loss per share – cents per share The following reflects the loss and share data used in the calculations of basic loss per share and diluted loss per share: Net loss Weighted average number of shares outstanding: Weighted average number of ordinary shares Weighted average number of ordinary shares used in calculating diluted earnings per share: used in calculating basic earnings per share: 246,786,310 150,046,167 Classification of securities Diluted earnings per share is calculated after classifying all options on issue and all ownership based remuneration scheme shares remaining uncovered at 30 June 2017 as potential ordinary shares. As at 30 June 2017, the company has on issue 23,297,825 options over unissued capital. Diluted loss per share has not been calculated as the Company made a loss for the year and the impact would be to reduce the loss per share. Conversions, calls, subscriptions or issues after 30 June 2017 There have not been any conversions, calls, subscriptions or other share issues after 30 June 2017, a) The issue of 16,637,274 shares from the exercise of options with an expiry date of 30 June other than: 2017; and 2017 Accounting Policy Loss per share Refer Note 7.2 for further details. shares outstanding during the year. Diluted earnings per share Basic earnings per share is determined by dividing the profit from ordinary activities after related income tax expense and after preference dividends by the weighted average number of ordinary Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. Oklo Resources Limited and its Controlled Entities Page 50 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 51 2017 Annual Report 51 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 2. WORKING CAPITAL PROVISIONS 2.1. CASH AND CASH EQUIVALENTS Cash at bank Term Deposit (short term) Total Cash at bank Reconciliation of Loss after Income Tax to net cash flows from operating activities: Loss after income tax Non-cash flows from continuing operations: Foreign exchange movements Exploration expenditure written-off Shares based payments Loss on forward foreign exchange contracts Changes in assets and liabilities: (Increase) / decrease in receivables Increase / (decrease) in payables Note 2017 $ 2016 $ 14,792,611 - 14,792,611 5.2 7,831,716 3,000,000 10,831,716 (1,514,153) (996,630) - - 588,609 (121,774) 8,520 464 140,322 121,774 3,164 (67,613) (62,313) 110,848 Net cash (used in)/generated by operating activities (1,111,767) (677,015) Accounting Policy For the purpose of the statement of cash flows, cash includes cash on hand and in banks and at call deposits with banks or financial institutions. Non-Cash Investing and Financing Activities During the year, the only non-cash investing and financing activities related to the issue of options by the Company. Full details of the options issued during the year are set out in Note 4.2 and, as it relates to share-based payments, Note 8.1. Oklo Resources Limited and its Controlled Entities Page 52 2017 Annual Report 52 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 2. WORKING CAPITAL PROVISIONS 2.1. CASH AND CASH EQUIVALENTS Cash at bank Term Deposit (short term) Total Cash at bank Reconciliation of Loss after Income Tax to net cash flows from operating activities: Loss after income tax Non-cash flows from continuing operations: Foreign exchange movements Exploration expenditure written-off Shares based payments Loss on forward foreign exchange contracts Changes in assets and liabilities: (Increase) / decrease in receivables Increase / (decrease) in payables Note 2017 $ 14,792,611 5.2 14,792,611 2016 $ 7,831,716 3,000,000 10,831,716 - - - (1,514,153) (996,630) 588,609 (121,774) 8,520 464 140,322 121,774 3,164 (67,613) (62,313) 110,848 Net cash (used in)/generated by operating activities (1,111,767) (677,015) For the purpose of the statement of cash flows, cash includes cash on hand and in banks and at call Accounting Policy deposits with banks or financial institutions. Non-Cash Investing and Financing Activities During the year, the only non-cash investing and financing activities related to the issue of options by the Company. Full details of the options issued during the year are set out in Note 4.2 and, as it relates to share-based payments, Note 8.1. 2.2. TRADE AND OTHER RECEIVABLES Current Other debtors Security deposit Note 5.2 2017 $ 124,475 19,140 143,615 2016 $ 89,156 - 89,156 Accounting Policy Trade receivables are recognised initially at fair value. Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. An allowance for doubtful receivables is established when there is objective evidence that the Entity will not be able to collect all amounts due according to the original terms of receivables. The amount of the allowance is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. The movement of the allowance is recognised in the statement of profit or loss and other comprehensive income. 2.3. TRADE AND OTHER PAYABLES Current Trade payables Sundry payables and accrued expenses 2017 $ 956,371 184,260 1,140,631 2016 $ 258,934 207,317 466,251 Accounting Policy Trade payables and other accounts payable are recognised when the consolidated entity becomes obliged to make future payments resulting from the purchase of goods and services. Oklo Resources Limited and its Controlled Entities Page 52 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 53 2017 Annual Report 53 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 3. INVESTED CAPITAL 3.1. PROPERTY, PLANT AND EQUIPMENT Office and field equipment: At cost Accumulated depreciation Motor vehicles At cost Accumulated depreciation Land and buildings: At cost Accumulated depreciation Total property, plant & equipment – written down value Motor Vehicles $ 9,680 - - (9,197) (483) - $ 43,311 Movements in carrying amounts 2017 Opening net book value Additions Disposals Depreciation capitalised to exploration and evaluation asset Exchange differences Balance at 30 June 2017 2016 Opening net book value Additions Disposals Depreciation capitalised to exploration and evaluation asset Exchange differences Balance at 30 June 2016 Office and field equipment $ 27,107 137,237 - (16,824) 3,888 151,408 $ 26,623 22,074 - (22,423) 833 27,107 - - - - (35,767) 2,136 9,680 (2,613) 864 24,210 2017 $ 334,741 (183,333) 151,408 292,372 (292,372) - 172,863 (24,583) 148,280 299,688 Land and Buildings $ 24,210 133,053 - (13,008) 4,025 148,280 $ 25,959 2016 $ 193,616 (166,509) 27,107 292,372 (282,692) 9,680 35,785 (11,575) 24,210 60,997 Total $ 60,997 270,290 - (39,029) 7,430 299,688 $ 95,893 22,074 - (60,803) 3,833 60,997 Accounting Policy Each class of property, including land, buildings, plant and equipment is carried at cost less, where applicable, any accumulated depreciation. Depreciation Depreciation is provided on a straight line basis on all property, plant and equipment, other than freehold land. This is done over the useful lives of the asset to the Company commencing from the time the asset is held ready for use. Oklo Resources Limited and its Controlled Entities Page 54 2017 Annual Report 54 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Total property, plant & equipment – written down value Movements in carrying amounts Office and field equipment Motor Vehicles 3. INVESTED CAPITAL 3.1. PROPERTY, PLANT AND EQUIPMENT Office and field equipment: At cost Accumulated depreciation Motor vehicles At cost Accumulated depreciation Land and buildings: At cost Accumulated depreciation Depreciation capitalised to exploration and evaluation asset (16,824) Opening net book value 2017 Additions Disposals Exchange differences Balance at 30 June 2017 2016 Opening net book value Additions Disposals Depreciation capitalised to exploration and evaluation asset (22,423) 27,107 137,237 $ - 3,888 151,408 $ 26,623 22,074 - 833 27,107 Exchange differences Balance at 30 June 2016 Accounting Policy Depreciation 2017 $ 334,741 (183,333) 151,408 292,372 (292,372) - 172,863 (24,583) 148,280 299,688 Land and Buildings 24,210 133,053 $ - (13,008) 4,025 148,280 9,680 (9,197) (483) $ - - - - - $ 43,311 $ 25,959 - - (35,767) 2,136 9,680 (2,613) 864 24,210 2016 $ 193,616 (166,509) 27,107 292,372 (282,692) 9,680 35,785 (11,575) 24,210 60,997 Total 60,997 270,290 $ - (39,029) 7,430 299,688 $ 95,893 22,074 - (60,803) 3,833 60,997 Each class of property, including land, buildings, plant and equipment is carried at cost less, where applicable, any accumulated depreciation. Depreciation is provided on a straight line basis on all property, plant and equipment, other than freehold land. This is done over the useful lives of the asset to the Company commencing from the time the asset is held ready for use. The depreciation periods used for each class of depreciable assets are: Class of fixed asset Plant and equipment Software Office equipment Motor vehicles Buildings Depreciation period 5 years 3 years 5 years 5 years 10 years 3.2. EXPLORATION AND EVALUATION At written down value Opening net book amount Additions Foreign exchange differences Closing net book amount Note 8.1 2017 $ 2016 $ 19,042,353 11,935,780 11,823,632 6,941,257 277,464 19,042,353 9,128,431 2,467,738 227,463 11,823,632 The Group has recognised an impairment of $Nil (2016: Nil) with respect to the carrying value of capitalised exploration and evaluation expenditure. Accounting Policy Exploration and evaluation expenditures in relation to separate areas of interest are capitalised in the year in which they are incurred and are carried at cost less accumulated impairment losses where the following conditions are satisfied: i) ii) rights to tenure of the area of interest are current; and at least one of the following conditions is also met: a) the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively by its sale; or b) exploration and evaluation activities in the area of interest have not at the reporting date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active and significant operations in, or in relation to the area of interest are continuing. Capitalised exploration costs are reviewed each reporting date to test whether an indication of impairment exists. If any such indication exists, the recoverable amount of the capitalised exploration costs is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years. Oklo Resources Limited and its Controlled Entities Page 54 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 55 2017 Annual Report 55 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Where a decision is made to proceed with development, accumulated expenditure is tested for impairment and transferred to capitalised development and then amortised over the life of the reserve associated with the area of interest once mining operations have commenced. Development expenditure is recognised at cost less any impairment of losses. Where commercial production in an area of interest has commenced, the associated costs are amortised over the life of reserves associated with the area of interest. Changes in factors such as estimates of proved and probable reserves that affect unit of production calculations are dealt with on a prospective basis. 4. CAPITAL STRUCTURE AND FINANCING ACTIVITIES 4.1. CONTRIBUTED EQUITY (a) Issued and paid up capital Fully paid ordinary shares 2017 $ 2016 $ 45,499,491 34,080,133 Number of shares Number of shares 2017 2016 2017 $ 2016 $ (b) Movements in shares on issue Beginning of the year Issued during the year (i) Issued during the year (ii) Issued during the year (iii) Issued during the year (iv) Issued during the year (v) Issued during the year (vi) Transaction costs on issue End of the year 240,513,840 113,597,173 - 126,916,667 - - 349,600 468,950 1,000,000 36,199,859 - - 6,695,987 44,714,396 126,916,667 - - 285,228,236 240,513,840 34,080,133 - 34,960 46,895 200,000 8,687,966 2,916,658 11,886,479 (467,121) 45,499,491 21,740,846 13,357,466 - - - - - 13,357,466 (1,198,180) 34,080,133 (i) (ii) (iii) (iv) (v) (vi) Refer to 30 June 2016 annual report for details of these transactions. Exercise of options in December 2016. These options had an exercise price of 10c per share and an expiry date of 20 December 2016. Exercise of options in February 2017. These options had an exercise price of 10c per share and an expiry date of 12 February 2017. Exercise of options in May 2017. These options had an exercise price of 20c per share and an expiry date of 4 May 2017. Issue of shares in May 2017 pursuant to a placement. The Placement was for a total of $8.7 million at an issue price of 24 cents per share. Exercise of options in May and June 2017. These options had an exercise price of 12.5c per share and an expiry date of 30 June 2017. A total of 6,695,987 were issued prior to 30 June 2017 and are included in the number of shares above, and 16,637,274 were issued subsequent to reporting date on 7 July 2017. Refer note 7.2. Oklo Resources Limited and its Controlled Entities Page 56 2017 Annual Report 56 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Where a decision is made to proceed with development, accumulated expenditure is tested for impairment and transferred to capitalised development and then amortised over the life of the reserve associated with the area of interest once mining operations have commenced. Development expenditure is recognised at cost less any impairment of losses. Where commercial production in an area of interest has commenced, the associated costs are amortised over the life of reserves associated with the area of interest. Changes in factors such as estimates of proved and probable reserves that affect unit of production calculations are dealt with on a prospective basis. 4. CAPITAL STRUCTURE AND FINANCING ACTIVITIES 4.1. CONTRIBUTED EQUITY (a) Issued and paid up capital Fully paid ordinary shares 2017 $ 2016 $ 45,499,491 34,080,133 Number of Number of shares shares 2017 2016 2017 $ 2016 $ (b) Movements in shares on issue Beginning of the year Issued during the year (i) Issued during the year (ii) Issued during the year (iii) Issued during the year (iv) Issued during the year (v) Issued during the year (vi) Transaction costs on issue End of the year 240,513,840 113,597,173 34,080,133 - 126,916,667 21,740,846 13,357,466 349,600 468,950 1,000,000 36,199,859 6,695,987 - 34,960 46,895 200,000 8,687,966 2,916,658 - - - - - 44,714,396 126,916,667 11,886,479 - (467,121) 285,228,236 240,513,840 45,499,491 13,357,466 (1,198,180) 34,080,133 - - - - - (i) (ii) (iii) (iv) (v) Refer to 30 June 2016 annual report for details of these transactions. Exercise of options in December 2016. These options had an exercise price of 10c per share and an expiry date of 20 December 2016. and an expiry date of 12 February 2017. expiry date of 4 May 2017. Exercise of options in February 2017. These options had an exercise price of 10c per share Exercise of options in May 2017. These options had an exercise price of 20c per share and an Issue of shares in May 2017 pursuant to a placement. The Placement was for a total of $8.7 million at an issue price of 24 cents per share. (vi) Exercise of options in May and June 2017. These options had an exercise price of 12.5c per share and an expiry date of 30 June 2017. A total of 6,695,987 were issued prior to 30 June 2017 and are included in the number of shares above, and 16,637,274 were issued subsequent to reporting date on 7 July 2017. Refer note 7.2. (c) Terms and condition of contributed equity Ordinary shares Ordinary shares have the right to receive dividends as declared and in the event of the winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. (d) Share options At 30 June 2017 there were 23,297,825 (2016: 44,931,100) unissued ordinary shares for which options were outstanding. Further details on movements in options is during the year are set out in Note 8.1. (e) Capital risk management The Group’s objectives when managing capital are to safeguard their ability to continue as a going concern, so it can continue its activities and provide returns for shareholders and other stakeholders. It is the board’s current policy, which it has operated since the company’s inception, that given the nature of its business, to fund its operations without the use of external borrowings. The board undertakes the preparation of an annual budget to assess its expected capital needs and to ensure sufficient capital is available to meet those needs. The financial performance of the company is measured on a regular basis against this budget to ensure that the company is meeting its cash inflow and outflow targets. In order maintain its capital structure and to maintain its policy of no external borrowings, to support its ongoing operations, the company may issue new shares or sell assets to provide ongoing funding of its operations. Accounting Policy 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. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of acquisition as part of the purchase consideration. If the entity reacquires its own equity instruments, e.g. as the result of a share buyback, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity. Oklo Resources Limited and its Controlled Entities Page 56 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 57 2017 Annual Report 57 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 4.2. RESERVES Foreign currency translation reserve: Balance at the beginning of year Currency translation differences arising During the year Balance at the end of the year Share option reserve: Balance at the beginning of year Value of option benefits granted pursuant to a capital raising fee Share based payments expense Capitalised as part of exploration expenditure Balance at the end of the year Total reserves 2017 $ 2016 $ (381,738) (1,180,070) 290,079 (91,659) 798,332 (381,738) 1,441,669 695,944 - 588,609 136,267 2,166,455 387,982 140,322 217,421 1,441,669 2,074,886 1,059,931 The Foreign Currency Translation Reserve records exchange differences arising on the translation of foreign controlled subsidiaries. The Options reserve records items recognised as expenses in the profit or loss statement, share issue expenses or capitalised as exploration expenditure on the issue of employee share options or in respect of compensation for services rendered. 5. RISK 5.1. DERIVIATIVES Derivative liability on outstanding foreign Exchange contracts 2017 $ - - 2016 $ 121,774 121,774 Further information relating to derivative liabilities in included in Note 5.2. Accounting Policy The Group enters into derivative financial instruments to manage its exposure to foreign exchange rate risk, including foreign exchange forward contracts. Further details of derivative financial instruments are disclosed in Note 5.2. Derivatives are initially recognised at fair value at the date the derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. Oklo Resources Limited and its Controlled Entities Page 58 2017 Annual Report 58 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 4.2. RESERVES Foreign currency translation reserve: Balance at the beginning of year Currency translation differences arising During the year Balance at the end of the year Share option reserve: Balance at the beginning of year Value of option benefits granted pursuant to a capital raising fee Share based payments expense Capitalised as part of exploration expenditure Balance at the end of the year Total reserves 2017 $ 2016 $ (381,738) (1,180,070) 290,079 (91,659) 798,332 (381,738) 1,441,669 695,944 - 588,609 136,267 2,166,455 387,982 140,322 217,421 1,441,669 2,074,886 1,059,931 The Foreign Currency Translation Reserve records exchange differences arising on the translation of foreign controlled subsidiaries. The Options reserve records items recognised as expenses in the profit or loss statement, share issue expenses or capitalised as exploration expenditure on the issue of employee share options or in respect of compensation for services rendered. 5. RISK 5.1. DERIVIATIVES Derivative liability on outstanding foreign Exchange contracts 2017 $ - - 2016 $ 121,774 121,774 Further information relating to derivative liabilities in included in Note 5.2. Accounting Policy The Group enters into derivative financial instruments to manage its exposure to foreign exchange rate risk, including foreign exchange forward contracts. Further details of derivative financial instruments are disclosed in Note 5.2. Derivatives are initially recognised at fair value at the date the derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. 5.2. FINANCIAL RISK MANAGEMENT The Group attempts to mitigate risks that may affect its future performance through a process of identifying, assessing, reporting and managing risks of corporate significance. The board considers the principal risks of our business, particularly during the strategic planning and budget processes. The Group’s principal financial instruments comprise cash, short-term deposits and investments in shares. The main purpose of these financial instruments is to fund the Group’s operations. The Group has various other financial instruments such as trade debtors, trade creditors and borrowings, which arise directly from its operations. The main risks arising from the Group’s financial instruments is cash flow interest rate risk and foreign currency risk. Other minor risks include credit risk, liquidity risk and capital risk management. The board reviews and adopts policies for each of these risks which are summarised below. (a) Credit risk The Group does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments entered into by the Group. Financial instruments other than receivables that potentially subject the Group to concentrations of credit risk consist principally of cash deposits. The Group places its cash deposits with high credit quality financial institutions, being in Australia one of the major Australian (big four) banks. Cash holdings in other countries are not significant. The Group’s cash deposits are all on call or in term deposits and attract a rate of interest at normal short term money market rates. The maximum amount of credit risk the Group considers it would be exposed to would be $14,792,611 (2016: $10,831,716) being the total of its carrying values of cash and cash equivalents and other financial assets. The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates. Trade and other receivables Counterparties without external credit ratings Security and other deposits Other Cash at bank and short-term bank deposits AAA 2017 $ - 19,140 124,475 143,615 2016 $ - - - 89,156 89,156 14,792,611 10,831,716 Oklo Resources Limited and its Controlled Entities Page 58 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 59 2017 Annual Report 59 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 (b) Cash flow interest rate risk The Group’s exposure to the risks of changes in market interest rates relate to its cash deposits. All other financial assets and liabilities in the form of receivables and payables are non-interest bearing. The Company had external borrowings amounting to $Nil as at 30 June 2017 (2016: $Nil). These external borrowings are non-interest bearing. The Group’s exposure to interest rate risk is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates. The Group does not have a formal policy in place to mitigate such risks as the Group’s income and operating cash flows are not materially exposed to changes in market interest rates. The Group’s exposure to interest rate risks and the effective interest rates on its financial assets and liabilities as at reporting date is as follows: Weighted Average Effective Interest Rate 2017 % Floating Interest Rate 2017 $ 0.5% 12,304,129 - - 0.5% 12,304,129 - - - - - - 2017 Financial assets: Cash at bank Trade and other receivables Total financial assets Financial liabilities: Trade and other payables Derivative liabilities Total financial liabilities Fixed Interest Rate Maturing Within 1 Period 2017 $ 1-5 Periods 2017 $ Non-Interest Bearing 2017 $ Total 2017 $ - - - - - - - - - - - - 2,488,482 14,792,611 143,615 143,615 2,632,097 14,936,226 1,140,631 1,140,631 - - 1,140,631 1,140,631 Oklo Resources Limited and its Controlled Entities Page 60 2017 Annual Report 60 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 (b) Cash flow interest rate risk The Group’s exposure to the risks of changes in market interest rates relate to its cash deposits. All other financial assets and liabilities in the form of receivables and payables are non-interest bearing. The Company had external borrowings amounting to $Nil as at 30 June 2017 (2016: $Nil). These external borrowings are non-interest bearing. The Group’s exposure to interest rate risk is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates. The Group does not have a formal policy in place to mitigate such risks as the Group’s income and operating cash flows are not materially exposed to changes in market interest rates. The Group’s exposure to interest rate risks and the effective interest rates on its financial assets and liabilities as at reporting date is as follows: Weighted Average Effective Interest Rate 2017 % Floating Interest Rate 2017 $ Fixed Interest Rate Maturing Within 1 Period 2017 $ 1-5 Periods 2017 $ Non-Interest Bearing 2017 $ Total 2017 $ - - - - - - - - - - - - - - - - - - - - 143,615 143,615 1,140,631 1,140,631 - - 1,140,631 1,140,631 2017 Financial assets: Cash at bank Trade and other receivables Total financial assets Financial liabilities: Trade and other payables Derivative liabilities Total financial liabilities NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Weighted Average Effective Interest Rate 2016 % Fixed Interest Rate Maturing Floating Interest Rate 2016 $ Within 1 Period 2016 $ 1-5 Periods 2016 $ Non-Interest Bearing 2016 $ Total 2016 $ 1.37% 7,400,379 3,000,000 - 1.37% - 7,400,379 - 3,000,000 - - - - - - - - - - - - - - - 431,337 10,831,716 89,156 520,493 89,156 10,920,872 466,251 121,774 466,251 121,774 588,025 588,025 2016 Financial assets: Cash at bank Trade and other receivables Total financial assets Financial liabilities: Trade and other payables Derivative liabilities Total financial liabilities Sensitivity Analysis 0.5% 12,304,129 2,488,482 14,792,611 At the reporting date, the variable interest profile of the Group’s interest bearing financial instruments were: 0.5% 12,304,129 2,632,097 14,936,226 Financial assets 2017 $ 12,304,129 2016 $ 7,400,379 A change of 0.25% in the variable interest rates, at the reporting date, with all other variables held constant, would have increased/decreased the profit or loss by the amounts shown below. 0.25% is considered reasonable in light of current market expectations of interest rate movements. 0.25% increase 0.25% decrease 2017 $ 30,760 (30,760) 2016 $ 18,501 (18,501) (c) Liquidity risk The Group’s objective is to match the terms of funding sources to the terms of the assets or operations being financed. The Group aims to hold sufficient reserves of cash or cash equivalents to help manage the fluctuations in working capital requirements and provide the flexibility for investment into long- term assets without the need to raise debt. Maturities of financial liabilities The following tables analyse the Group’s and the parent entity’s financial liabilities into relevant maturity groupings based on the remaining period at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contracted undiscounted cash flows. Oklo Resources Limited and its Controlled Entities Page 60 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 61 2017 Annual Report 61 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Group: at 30 June 2017 Less than 6 months $ 6 – 12 months $ Between 1 and 2 years $ Between 2 and 5 years $ Over 5 years $ Total contractual cash flows $ Carrying amount (assets) /liabilities Trade and other payables Derivative Liabilities Group: at 30 June 2016 1,140,631 - - - - - - - - - - - $ 1,140,631 - Less than 6 months $ 6 – 12 months $ Between 1 and 2 years $ Between 2 and 5 years $ Trade and other payables Derivative Liabilities 466,251 - 47,357 74,417 - - - - Over 5 years $ - - Total contractual cash flows $ Carrying amount (assets) /liabilities $ 466,251 - 121,774 (d) Commodity price risk Due to the early stage of the Company’s exploration activities and its potential exposure to a number of different commodities, its exposure to commodity price risk is considered minimal. Increased risk is considered to arise where the Group engages in more detailed exploration and development of mineral commodities, changes in the Company of commodities for which the Company is exploring and developing may result in changes to the Company’s market price. (e) Foreign Exchange Risk A risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency other than the consolidated entity’s functional currency. The Group operates internationally, with its major assets being held in Mali, West Africa and is exposed to foreign exchange risk arising from currency exposures to the Euro, FCFA (fixed to the Euro) and US Dollar. Historically, given the level of expenditure and available funding, the Group considered its exposure to foreign exchange risk was minimal and hedging policies were not adopted. Following the $10 million capital raising completed in June 2016, given the particularly volatile and uncertain position of foreign currency markets globally at that time and knowing that a substantial exploration program would be completed in the following 12 months, the Board and management considered it appropriate to enter into forward foreign exchange contracts to cover some of the possible foreign currency risks of the Group for the following 12 months. The Board did not enter into any new forward foreign exchange contracts during the year. The Board considers policies relating to foreign currency exposure from time to time and, based on available funding, proposed exploration programs and foreign currency exposures, may or may not decide to enter in further forward foreign exchange contracts. The Board will continue to review its position in respect of foreign exchange risk management and will adopt suitable policies as required. Oklo Resources Limited and its Controlled Entities Page 62 2017 Annual Report 62 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 Carrying amount (assets) 1,140,631 $ - Group: Less than 6 6 – 12 Between Between Over 5 Total at 30 June 2017 months months 1 and 2 2 and 5 years contractual $ years years cash flows $ $ $ $ $ /liabilities Trade and other payables Derivative Liabilities 1,140,631 - - - - - - - - - - Group: Less than 6 6 – 12 Between Between at 30 June 2016 months months 1 and 2 2 and 5 Over 5 years - $ years years $ $ - - $ - - Total contractual cash flows Carrying amount (assets) $ /liabilities $ 466,251 - 121,774 $ - - Trade and other payables Derivative Liabilities 466,251 - 47,357 74,417 (d) Commodity price risk Due to the early stage of the Company’s exploration activities and its potential exposure to a number of different commodities, its exposure to commodity price risk is considered minimal. Increased risk is considered to arise where the Group engages in more detailed exploration and development of mineral commodities, changes in the Company of commodities for which the Company is exploring and developing may result in changes to the Company’s market price. (e) Foreign Exchange Risk A risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency other than the consolidated entity’s functional currency. The Group operates internationally, with its major assets being held in Mali, West Africa and is exposed to foreign exchange risk arising from currency exposures to the Euro, FCFA (fixed to the Euro) and US Dollar. Historically, given the level of expenditure and available funding, the Group considered its exposure to foreign exchange risk was minimal and hedging policies were not adopted. Following the $10 million capital raising completed in June 2016, given the particularly volatile and uncertain position of foreign currency markets globally at that time and knowing that a substantial exploration program would be completed in the following 12 months, the Board and management considered it appropriate to enter into forward foreign exchange contracts to cover some of the possible foreign currency risks of the Group for the following 12 months. The Board did not enter into any new forward foreign exchange contracts during the year. The Board considers policies relating to foreign currency exposure from time to time and, based on available funding, proposed exploration programs and foreign currency exposures, may or may not decide to enter in further forward foreign exchange contracts. The Board will continue to review its position in respect of foreign exchange risk management and will adopt suitable policies as required. The carrying value of foreign currency denominate monetary assets and liabilities as at the reporting date are as follows: Assets Liabilities 2017 2016 2017 2016 Euro/CFA USD 252,276 3,214 206,882 137,754 1,001,709 39,073 70,966 190,112 Foreign Currency Sensitivity Analysis The Group is mainly exposed to Euro and US Dollars. The following table details the Group’s sensitivity to a 10% increase and decrease in the Australian dollar against the relevant foreign currencies. 10% is the sensitivity rate that represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit where the Australian dollar strengthens 10% against the relevant currency. For a 10% weakening of the Australian dollar against the relevant currency, there would be a comparable impact on the profit, and the balances below would be negative. Euro US Dollars 2017 2016 2017 2016 Financial Assets +10% Appreciation -10% Depreciation Financial Liabilities* +10% Appreciation -10% Depreciation (22,934) 28,031 (18,807) 22,987 91,064 (111,301) 6,451 (7,885) (292) 357 3,552 (4,431) (12,523) 15,306 17,292 (21,135) * Note – the majority of the balance of financial liabilities relates to capitalised exploration expenditure. Therefore, the variations in the balance as shown in the sensitivity analysis would not impact the profit or loss, but rather the carrying value of the capitalised exploration expenditure. Forward Foreign Exchange Contracts As noted above, in June 2016, the Board and management considered it appropriate to enter into forward foreign exchange contracts to cover some of the possible foreign currency risks of the Group for the following 12 months. In particular, substantial funds were forecast to be spent on the exploration programs in Mali in the coming year. The forward foreign exchange contracts do not meet the criteria for a hedging instrument and fair value adjustments have been reflecting in the profit or loss statement. All forward foreign exchange contracts were settled during the year and as at 30 June 2017, there were no outstanding forward foreign exchange contracts. Oklo Resources Limited and its Controlled Entities Page 62 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 63 2017 Annual Report 63 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 The following table details the forward foreign currency contracts outstanding at the reporting date: Outstanding Contracts Cash Flow Hedges Buy Euro Average Exchange Rate - Less than 6 months - 6 to 12 months Foreign Currency - Less than 6 months - 6 to 12 months Notional Value - Less than 6 months - 6 to 12 months Fair Value Adjustment - Less than 6 months - 6 to 12 months Euro Contracts 2017 2016 - - - - - - - - - 0.6410 0.6410 €950,000 €850,000 $1,417,790 $1,268,549 $(64,269) $(57,505) $(121,774) (f) Fair value of financial instruments The directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective net fair values, determined in accordance with accounting policies. The fair values and net fair values of financial assets and financial liabilities are determined as follows: - - the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices; and the fair value of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models based on discounted cash flow analysis. Oklo Resources Limited and its Controlled Entities Page 64 2017 Annual Report 64 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 Outstanding Contracts Cash Flow Hedges Buy Euro Average Exchange Rate - Less than 6 months - 6 to 12 months Foreign Currency - Less than 6 months - 6 to 12 months Notional Value - Less than 6 months - 6 to 12 months Fair Value Adjustment - Less than 6 months - 6 to 12 months (f) Fair value of financial instruments Euro Contracts 2017 2016 - - - - - - - - - 0.6410 0.6410 €950,000 €850,000 $1,417,790 $1,268,549 $(64,269) $(57,505) $(121,774) The fair values and net fair values of financial assets and financial liabilities are determined as follows: - - the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices; and the fair value of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models based on discounted cash flow analysis. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 The following table details the forward foreign currency contracts outstanding at the reporting date: 6. GROUP STRUCTURE 6.1. SUBSIDIARIES The consolidated financial statements include the financial statements of the ultimate parent entity Oklo Resources Limited and the subsidiaries listed in the following table: Name of Entity Oklo Resources Mali sarl Kidal Mining sarl Essouk Mining sarl Tessalit Mining sarl Telabit Mining sarl Anefis Mining sarl Adrar Mining sarl Tedeini Mining sarl Oklo Uranium Mali Limited sarl Socaf sarl Compass Gold (BVI) Mali Africa Mining sarl Compass Gold sarl Country of Incorporation Republic of Mali Republic of Mali Republic of Mali Republic of Mali Republic of Mali Republic of Mali Republic of Mali Republic of Mali 2017 100% 100% 100% 100% 100% 100% 100% 100% Republic of Mali 100% Republic of Mali British Virgin Islands Republic of Mali Republic of Mali 75% 100% 100% 100% Equity Interest Investment of Parent 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 75% 2017 2,550 2,434 2,434 2,434 2,434 2,434 2,550 2,550 2,550 - 2016 2,550 2,434 2,434 2,434 2,434 2,434 2,434 2,434 2,550 - 100% 4,730,592 4,730,592 100% 100% - - - - 2017 $ 2016 $ - - 1,497,625 2,456,899 3,954,524 35,960 6,032 41,992 3,996,516 473,899 1,304,362 1,778,261 - - - 1,778,261 The directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective net fair values, determined in accordance with accounting policies. 7. UNRECOGNISED ITEMS 7.1. COMMITMENTS AND CONTINGENCIES EXPENDITURE COMMITMENTS (a) Capital expenditure commitments No capital expenditure commitments were contracted for at reporting date. (b) Mineral tenement commitments - Within one year - Later than one year but not later than five years (c) Operating lease expenditure commitments - Within one year - Later than one year but not later than five years Total all expenditure commitments Oklo Resources Limited and its Controlled Entities Page 64 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 65 2017 Annual Report 65 Refer to Note 7.2(ii) for details of additional expenditure commitments arising subsequent to the end of the reporting period. OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 CONTINGENCIES The Group’s Malian subsidiary SOCAF sarl has obligations in the event that it commences mining at either its Boutounguissi Sud or Aourou concessions in Mali. Pursuant to an agreement with the SOCAF sarl founder, M. B Camara, an amount of FCFA 200,000,000 (approximately A$440,308) is payable from available cash-flow from mining, after reimbursement of the Malian Government for past exploration. As part of the acquisition of Compass Gold Mali BVI Corp in December 2013, part of the contingent liabilities acquired included an existing 2% Net Smelter Return Royalty (Royalty) over the assets of Africa Mining sarl, one of the Company’s operating subsidiaries in Mali. This Royalty was originally granted in 2009. The Royalty covers the Dandoko, Yanfolila and Kolondieba licences held by Africa Mining sarl and is jointly held by a company controlled by a former director, James Henderson (resigned as a director of the Company on 24 August 2016), and Dr Madani Diallo (appointed a director of the Company on 29 July 2016). Under the Malian Mining code, the Government of Mali is entitled to a 10% interest in any mining company established to exploit a resource and may secure a further 10% on commercial terms. This contingency would only crystallise in the event the any of the current exploration licences are converted into mining licences. 7.2. EVENTS OCCURING AFTER THE REPORTING PERIOD Subsequent to reporting date: i) On 7 July 2017, the Company issued a total of 16,337,274 fully paid ordinary shares from the exercise of options that expired on 30 June 2017. The funds from the exercise of these options totalling $2,079,659 options was all received as at 30 June 2017 and is included in the balance of cash as at that date. ii) In August 2017, the Company’s subsidiaries Africa Mining sarl and SOCAF sarl were awarded new licences covering the areas known as Dandoko (replaced with 2 licences Dandoko and Gombaly covering the same area previously held), Yanfolila and Kolondieba (held by Africa Mining) and Boutouguissi-Sud and Aourou (held by SOCAF sarl). These licences were renewed in the ordinary course of licence management procedures. These licences all have an initial term of 3 years and are able to be renewed twice for additional 2 year periods (Renewal Periods). Assuming the licences are renewed for the two Renewal Periods, the final expiry date for these licences would be August 2024. The licences all include expenditure commitments for the first three years. Total expenditure commitments are $8,149,502, which is split between$1,357,366 in the first 12 months and $6,792,136 in the subsequent 2 years. iii) On 18 September 2017, the Company issued a total of 540,000 fully paid ordinary shares from the exercise of options that had an expiry date of 22 September 2017. Other than the above, there has not been any matter or circumstance that has arisen since the end of the financial year, that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. Oklo Resources Limited and its Controlled Entities Page 66 2017 Annual Report 66 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 CONTINGENCIES The Group’s Malian subsidiary SOCAF sarl has obligations in the event that it commences mining at either its Boutounguissi Sud or Aourou concessions in Mali. Pursuant to an agreement with the SOCAF sarl founder, M. B Camara, an amount of FCFA 200,000,000 (approximately A$440,308) is payable from available cash-flow from mining, after reimbursement of the Malian Government for past exploration. As part of the acquisition of Compass Gold Mali BVI Corp in December 2013, part of the contingent liabilities acquired included an existing 2% Net Smelter Return Royalty (Royalty) over the assets of Africa Mining sarl, one of the Company’s operating subsidiaries in Mali. This Royalty was originally granted in 2009. The Royalty covers the Dandoko, Yanfolila and Kolondieba licences held by Africa Mining sarl and is jointly held by a company controlled by a former director, James Henderson (resigned as a director of the Company on 24 August 2016), and Dr Madani Diallo (appointed a director of the Company on 29 July 2016). Under the Malian Mining code, the Government of Mali is entitled to a 10% interest in any mining company established to exploit a resource and may secure a further 10% on commercial terms. This contingency would only crystallise in the event the any of the current exploration licences are converted into mining licences. 7.2. EVENTS OCCURING AFTER THE REPORTING PERIOD Subsequent to reporting date: i) On 7 July 2017, the Company issued a total of 16,337,274 fully paid ordinary shares from the exercise of options that expired on 30 June 2017. The funds from the exercise of these options totalling $2,079,659 options was all received as at 30 June 2017 and is included in the balance of cash as at that date. ii) In August 2017, the Company’s subsidiaries Africa Mining sarl and SOCAF sarl were awarded new licences covering the areas known as Dandoko (replaced with 2 licences Dandoko and Gombaly covering the same area previously held), Yanfolila and Kolondieba (held by Africa Mining) and Boutouguissi-Sud and Aourou (held by SOCAF sarl). These licences were renewed in the ordinary course of licence management procedures. These licences all have an initial term of 3 years and are able to be renewed twice for additional 2 year periods (Renewal Periods). Assuming the licences are renewed for the two Renewal Periods, the final expiry date for these licences would be August 2024. The licences all include expenditure commitments for the first three years. Total expenditure commitments are $8,149,502, which is split between$1,357,366 in the first 12 months and $6,792,136 in the subsequent 2 years. iii) On 18 September 2017, the Company issued a total of 540,000 fully paid ordinary shares from the exercise of options that had an expiry date of 22 September 2017. Other than the above, there has not been any matter or circumstance that has arisen since the end of the financial year, that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 8. OTHER INFORMATION 8.1. SHARE BASED PAYMENTS (a) Recognised share based payment expenses Expense recognised for director or key management personnel services Expense arising from equity settled share-based payment transactions as costs of equity raising Expense recognised for consulting services Expense recognised for consulting services (capitalised as exploration expenditure) Note 2017 $ 2016 $ 588,609 90,010 Being Fair value of issue of Key Management Personnel options Fair value of issue of Key Management Personnel options Fair value of issue of Key Management Personnel shares Recognised as expense (i) (ii) (iii) Fair value of issue of Options to Lead Manager or consultant for capital raising services Booked as cost of equity Fair value of options issue to two consultants Recognised as expense Fair value of options issue to a consultant (capitalised) Fair value of share issue to two consultants (capitalised) Fair value of share issue to two consultants (capitalised) Booked as Exploration and Evaluation Expenditure (Asset) Total (iv) (v) 24,119 112,148 - 136,267 724,876 - - 136,267 724,876 414,311 126,035 48,263 588,609 - - - - 387,982 50,312 217,420 745,724 90,010 - - 90,010 387,982 387,982 50,312 50,312 13,660 2,513 201,247 217,420 745,724 Notes: (i) At a Meeting of Members held on 1 August 2016, members approved the issue of 3,500,000 options to the directors with an expiry date of 11 August 2019 and an exercise price of $0.25. The options have been valued using an option pricing model and have been given a fair value of $414,311, which has been expensed. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility 3,500,000 $0.11837 36 months 1.75% 85% Oklo Resources Limited and its Controlled Entities Page 66 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 67 2017 Annual Report 67 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 (ii) At a Meeting of Members held on 1 August 2016, members approved the issue of 1,500,000 options to the managing director. These options have a vesting period of 12 months, a strike price of $0.30 and expiry date of 11 August 2020. The options have been valued using an option pricing model and have been given a total market value of $141,984, of which $126,035 has been expensed in the current financial year. Assuming the vesting conditions are met, a further $15,949 will be expensed in the year ended 30 June 2018. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility Discount for vesting period 1,500,000 $0.09466 12 months vesting and then 36 months 1.75% 85% 25% (iii) At a Meeting of Members held on 28 November 2016, members approved the issue of 1,000,000 options to the Chairman with an expiry date of 22 December 2019 and an exercise price of $0.20. The options have been valued using an option pricing model and have been given a fair value of $48,263, which has been expensed. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility 1,000,000 $0.04826 36 months 1.50% 85% (iv) On 2 November 2016, the Company issued a total of 250,000 Options to a consultant as part of the Employee Option Plan. The options have a strike price of $0.20 and expiry date of 2 November 2019. The options have been valued using an option pricing model and have been given a total market value of $24,119 which has been booked as a cost of exploration and evaluation expenditure. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility 250,000 $0.09647 36 months 1.50% 100% (v) On 17 June 2016, the Company issued a total of 1,500,000 Options to two consultants in consideration for exploration services provided to the Company. The options have a vesting period of 12 months, a strike price of $0.30 and expiry date of 22 June 2020. The options have been valued using an option pricing model and have been given a total market value of $114,660, of which $2,513 was booked as a cost of exploration and evaluation expenditure in the year ended 30 June 2016 and $112,148 recognised during current financial year. Details of the values and inputs used in the option pricing model are set out in the 30 June 2016 annual report. Oklo Resources Limited and its Controlled Entities Page 68 2017 Annual Report 68 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 (ii) At a Meeting of Members held on 1 August 2016, members approved the issue of 1,500,000 (b) Summary of Options Granted 2017 2016 Number of Options Weighted Average Exercise Price Number of Options Weighted Average Exercise Price $0.14 $0.17 - - - - - - - - - - - $0.16 $0.15 10,947,775 33,983,325 - - - - - - - - - - - 44,931,100 43,431,100 Outstanding at beginning of year Net issued year ending 2016 (i) Issue (ii) Issue (iii) Issue (iv) Issue (v) Exercised (vi) Lapsed (vi) Lapsed (vii) Exercised (viii) Exercised (ix) Exercised (x) Lapsed (x) Outstanding at end of the year Exercisable at end of the year 44,931,100 $0.16 3,500,000 1,500,000 250,000 1,000,000 (349,600) (231,400) (2,500,000) (468,950) (1,000,000) (23,333,261) (64) 23,297,825 21,797,825 $0.25 $0.30 $0.20 $0.20 ($0.10) ($0.10) ($0.20) ($0.10) ($0.20) ($0.125) ($0.125) $0.20 $0.20 options to the managing director. These options have a vesting period of 12 months, a strike price of $0.30 and expiry date of 11 August 2020. The options have been valued using an option pricing model and have been given a total market value of $141,984, of which $126,035 has been expensed in the current financial year. Assuming the vesting conditions are met, a further $15,949 will be expensed in the year ended 30 June 2018. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility Discount for vesting period 1,500,000 $0.09466 1.75% 85% 25% 12 months vesting and then 36 months (iii) At a Meeting of Members held on 28 November 2016, members approved the issue of 1,000,000 options to the Chairman with an expiry date of 22 December 2019 and an exercise price of $0.20. The options have been valued using an option pricing model and have been given a fair value of $48,263, which has been expensed. The values and inputs used in the option pricing model were as follows: Options granted Value per option Life of options Risk free rate Volatility 1,000,000 $0.04826 36 months 1.50% 85% Options granted Value per option Life of options Risk free rate Volatility 250,000 $0.09647 36 months 1.50% 100% (iv) On 2 November 2016, the Company issued a total of 250,000 Options to a consultant as part of the Employee Option Plan. The options have a strike price of $0.20 and expiry date of 2 November 2019. The options have been valued using an option pricing model and have been given a total market value of $24,119 which has been booked as a cost of exploration and evaluation expenditure. The values and inputs used in the option pricing model were as follows: (v) On 17 June 2016, the Company issued a total of 1,500,000 Options to two consultants in consideration for exploration services provided to the Company. The options have a vesting period of 12 months, a strike price of $0.30 and expiry date of 22 June 2020. The options have been valued using an option pricing model and have been given a total market value of $114,660, of which $2,513 was booked as a cost of exploration and evaluation expenditure in the year ended 30 June 2016 and $112,148 recognised during current financial year. Details of the values and inputs used in the option pricing model are set out in the 30 June 2016 annual report. (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) Refer to 30 June 2016 annual report for details of issues. In August 2016, the Company issued 3,500,000 unlisted options with an exercise price of $0.25 as share based remuneration to the Directors of the Company. In August 2016, the Company issued 1,500,000 unlisted options with an exercise price of $0.30 as share based remuneration to a Director of the Company. In November 2016, the Company issued 250,000 unlisted options with an exercise price of $0.20 to a l consultant of the Company as part of the Employee Option Plan. In December 2016, the Company issued 1,000,000 unlisted options with an exercise price of $0.20 as share based remuneration to a Director of the Company. In December 2016, 349,600 options with an exercise price of $0.10 per share and an expiry date of 20 December 2016 were exercised. 231,400 of the same class of options lapsed unexercised at the same time. In December 2016, 2,500,000 options with an exercise price of $0.20 per share and an expiry date of 31 December 2016 lapsed unexercised. In February 2017, 468,950 options with an exercise price of $0.10 per share and an expiry date of 12 February 2017 were exercised. In May 2017, 1,000,000 options with an exercise price of $0.20 per share and an expiry date of 4 May 2017 were exercised. In May and June 2017, 23, 333,261 options with an exercise price of $0.125 per share and an expiry date of 30 June 2017 were exercised. 64 of the same class of options lapsed unexercised at the same time Oklo Resources Limited and its Controlled Entities Page 68 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 69 2017 Annual Report 69 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 (c) Weighted average remaining contractual life The weighted average remaining contractual life of the share options outstanding as at 30 June 2017 is 1.60 years (2016: 1.74 years). (d) Range of exercise prices The range of exercise prices for options outstanding at the end of the year is $0.10 to $0.30 (2016: $0.10 to $0.30). (e) Weighted fair average value The weighted fair average value of options granted during the year was $0.07 per option (2016: $0.07). (f) Share option plan The Group has an Incentive Option Scheme (“Scheme”) for executives and employees of the Group. In accordance with the provisions of the Scheme, as approved by the shareholders at the August 2016 annual general meeting, executives and employees may be granted options at the discretion of the directors. Each share option converts into one ordinary share of Oklo Resources Limited on exercise. No amounts are paid or are payable by the recipient on receipt of the option. The options carry neither rights of dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry. Options issued to directors are not issued under the Scheme but are subject to approval by shareholders. Accounting Policy Equity-settled and cash-settled share-based compensation benefits are provided to employees. Equity-settled transactions are awards of shares, or options over shares that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price. The costs of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. The costs of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. Oklo Resources Limited and its Controlled Entities Page 70 2017 Annual Report 70 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 (c) Weighted average remaining contractual life The weighted average remaining contractual life of the share options outstanding as at 30 June 2017 is 8.2. RELATED PARTY TRANSACTIONS The range of exercise prices for options outstanding at the end of the year is $0.10 to $0.30 (2016: $0.10 1.60 years (2016: 1.74 years). (d) Range of exercise prices to $0.30). (e) Weighted fair average value Directors and other key management personnel The directors of Oklo Resources Limited during the financial year were: - Mr. Michael Fotios - Chairman (Appointed 29 July 2017) - Mr Simon Taylor - Managing Director - Dr Madani Diallo - Executive Director (Appointed 29 July 2016 - Mr Jeremy Bond - Non-executive Director (Resigned 28 November 2016) - Mr. James Henderson - Chairman to 29 July 2017, Non-Executive Director from 29 July 2016 The weighted fair average value of options granted during the year was $0.07 per option (2016: $0.07). (resigned 24 August 2016) - Mr Simon O’Loughlin (Appointed 15 October 2015, Resigned 29 July 2016) The Group has an Incentive Option Scheme (“Scheme”) for executives and employees of the Group. In accordance with the provisions of the Scheme, as approved by the shareholders at the August 2016 annual general meeting, executives and employees may be granted options at the discretion of the (f) Share option plan directors. Each share option converts into one ordinary share of Oklo Resources Limited on exercise. No amounts are paid or are payable by the recipient on receipt of the option. The options carry neither rights of dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry. Accounting Policy Options issued to directors are not issued under the Scheme but are subject to approval by shareholders. Equity-settled and cash-settled share-based compensation benefits are provided to employees. Equity-settled transactions are awards of shares, or options over shares that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price. The costs of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. The costs of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. Other key management personnel consisted of: - Mr Andrew Boyd – General Manager - Exploration Compensation of key management personnel Short-term employee benefits Post-employment benefits Share-based payments Other transactions with key management personnel Amounts recognised as expense Director and consulting fees (i) Capital raising Fees Legal Fees Office rent and costs 2017 $ 723,056 1,425 588,608 1,313,089 2016 $ $ 322,250 4,987 90,010 417,247 2017 $ 341,500 - - 2,080 343,580 2016 $ 269,7501 20,000 3,388 28,200 321,338 (i) This amount is included in key management personnel remuneration. Amounts recognised as exploration expenditure Director fees (ii) Consulting fees (ii) Geological Consulting Fees 168,178 213,378 79,128 460,684 - - - - (ii) These amounts are included in key management personnel remuneration. Oklo Resources Limited and its Controlled Entities Page 70 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 71 2017 Annual Report 71 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 8.3. PARENT ENTITY FINANCIAL INFORMATION Assets Current assets Non-current assets Total assets Liabilities Current liabilities Non-current liabilities Total liabilities Equity Issued capital Accumulated losses Share based payment reserve Total equity Financial performance Loss for the year Other comprehensive income Total comprehensive loss Contingent liabilities Contractual commitments: Operating lease Mineral properties Total contractual commitments 2017 $ 2016 $ 14,742,535 17,315,184 32,057,719 10,860,630 10,861,774 21,722,404 212,534 - 212,534 395,154 - 395,154 45,499,491 (15,820,851) 2,166,545 31,845,185 34,080,132 (14,307,162) 1,553,817 21,327,250 (1,514,153) - (1,514,153) (996,166) - (996,166) - 41,992 - 41,992 - - - - Oklo Resources Limited and its Controlled Entities Page 72 2017 Annual Report 72 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 8.4. NON-CONTROLLING INTERESTS IN SUBSIDIARY Summarised financial information of SOCAF sarl, the subsidiary with non-controlling interests that are material to the consolidated entity are set out below: Summarised statement of financial position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Summarised statement of profit or loss and other comprehensive income Revenue Expenses Loss before income tax expense Income tax expense Loss after income tax expense Other comprehensive income Total comprehensive income SOCAF sarl 2017 $ 35,841 165,656 201,497 277 427,448 427,725 2016 $ 6,659 1,293 7,952 337 743,966 744,303 (226,228) (736,351) - - - - - - - - (2,502,297) (2,502,297) - (2,502,297) - (2,502,297) Statement of cash flows Net cash from operating activities Net cash used in investing activities Net cash provided by financing activities Net increase/(decrease) in cash and cash equivalents - (100,161) 112,182 12,021 - (263,674) 249,526 (14,148) Other financial information Loss attributable to non-controlling interests Accumulated non-controlling interests at the end of financial year - - (540,217) - Oklo Resources Limited and its Controlled Entities Page 73 2017 Annual Report 73 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 8.5. REMUNERATION OF AUDITORS Amounts received or due and receivable by BDO Audit (WA) Pty Ltd - - -Audit and review of financial statements -Other amounts received or due and receivable by BDO Total remuneration 2017 $ 36,106 - 36,106 2016 $ 26,210 - 26,210 8.6. OTHER ACCOUNTING POLICIES Goods and services tax Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the Australian Tax Office (ATO). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the statement of financial position. Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows. Oklo Resources Limited and its Controlled Entities Page 74 2017 Annual Report 74 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 DIRECTORS’ DECLARATION OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES ABN 53 121 582 607 DIRECTORS’ DECLARATION The directors of the Company declare that: 1. The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income, consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity, accompanying notes, are in accordance with the Corporations Act 2001 and: (a) comply with Accounting Standards and Corporations Regulations 2001 and other mandatory professional reporting requirements; and, (b) give a true and fair view of the financial position as at 30 June 2017 and of the performance for the year ended on that date of the consolidated entity. 2. In the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 3. The directors have been given the required declarations by the chief executive officer and chief financial officer required by section 295A. The Notes to the Consolidated Financial Statements confirm that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by: Simon Taylor Managing Director Sydney: 29 September 2017 Oklo Resources Limited and its Controlled Entities Page 75 2017 Annual Report 75 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S REPORT AUDITOR’S REPORT INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF OKLO RESOURCES LIMITED Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia INDEPENDENT AUDITOR'S REPORT To the members of Oklo Resources Limited Report on the Audit of the Financial Report Opinion We have audited the financial report of Oklo Resources Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration. In our opinion: (a) the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its financial performance for the year ended on that date; (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) the financial report also complies with International Financial Reporting Standards as disclosed in the basis of preparation section. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Oklo Resources Limited and its Controlled Entities BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees Page 76 2017 Annual Report 76 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 76 Oklo Resources Limited and its Controlled Entities Page 77 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S REPORT Recoverability of Exploration and Evaluation Assets Key audit matter How the matter was addressed in our audit At 30 June 2017, the carrying value of capitalised exploration expenditure was $19,042,353 (30 June 2016: $11,823,632), as disclosed in Note 3.2. In accordance with AASB 6 Exploration for and Evaluation of Mineral Resources (AASB 6), the recoverability of exploration and evaluation expenditure requires significant judgment by management in determining whether there are any facts or circumstances that exist to suggest that the carrying amount of this asset may exceed its recoverable amount. As a result, this is considered a key audit matter. Our procedures included, but were not limited to: - Obtaining a schedule of the areas of interest held by the Group and assessing whether the rights to tenure of those areas of interest remained current at balance date; - Considering the status of the ongoing exploration programmes in the respective areas of interest by holding discussions with management, and reviewing the Group’s exploration budgets, ASX announcements and directors’ minutes; - Considering whether any such areas of interest had reached a stage where a reasonable assessment of economically recoverable reserves existed; - Considering whether any facts or circumstances existed to suggest impairment testing was required; and - Assessing the adequacy of the related disclosures in Note 3.2 and Note 8.1 to the financial report. Other information The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2017, but does not include the financial report and the auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Oklo Resources Limited and its Controlled Entities Page 77 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 77 77 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S REPORT Responsibilities of the directors 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 gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: http://www.auasb.gov.au/auditors_files/ar2.pdf This description forms part of our auditor’s report. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 27 to 37 of the directors’ report for the year ended 30 June 2017. In our opinion, the Remuneration Report of Oklo Resources Limited, for the year ended 30 June 2017, complies with section 300A of the Corporations Act 2001. Oklo Resources Limited and its Controlled Entities Page 78 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 78 78 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 AUDITOR’S REPORT AUDITOR’S REPORT Responsibilities 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. BDO Audit (WA) Pty Ltd Neil Smith Director Perth, 29 September 2017 Oklo Resources Limited and its Controlled Entities Page 78 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 79 2017 Annual Report OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 79 79 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 The following information is required by the Australian Securities Exchange Limited in respect of listed public companies: 1. Shareholding (a) Distribution of shareholders- fully paid ordinary shares Size of Holding 1-1,000 shares 1,001 - 5,000 shares 5,001 – 10,000 shares 10,000 – 100,000 shares 100,001 shares and over Total Number of Shareholders 234 219 89 353 212 1,107 Percentage of Holders 21.1% 19.8% 8.0% 31.9% 19.2% 100.0% Number of Shares 91,624 589,114 721,570 15,323,183 285,680,019 302,405,510 Percentage of Shares 0.0% 0.2% 0.2% 5.3% 94.3% 100.0% (b) Marketable Parcels The number of shareholdings held in less than a marketable parcel is 315 holders with 207,772 shares. The required marketable parcel is $500 (2,000 shares). (c) Substantial Shareholders The company has received the following details of substantial shareholdings as notified pursuant to sections 671B of The Corporations Act. Substantial Shareholder Number of Securities Voting Power Blackrock Group 1832 Asset Management LP Hawkstone Group Resolute Mining Limited ACK Pty Ltd 44,750,531 23,020,105 19,700,000 16,529,366 16,510,331 14.8% 7.61% 6.51% 5.47% 5.46% (d) Voting Rights The Constitution of Oklo Resources Limited provides that on a show of hands every member present or by proxy, attorney or other representative will have one vote for each fully paid share held by that member. Oklo Resources Limited and its Controlled Entities Page 80 2017 Annual Report 80 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 The following information is required by the Australian Securities Exchange Limited in respect of listed Top Twenty Shareholders of Oklo Resources Limited – Ordinary Shares: public companies: 1. Shareholding (a) Distribution of shareholders- fully paid ordinary shares Size of Holding Percentage of Number of Shares Percentage Number of Shareholders 234 219 89 353 212 1,107 Holders 21.1% 19.8% 8.0% 31.9% 19.2% 100.0% 91,624 589,114 721,570 15,323,183 285,680,019 302,405,510 of Shares 0.0% 0.2% 0.2% 5.3% 94.3% 100.0% 1-1,000 shares 1,001 - 5,000 shares 5,001 – 10,000 shares 10,000 – 100,000 shares 100,001 shares and over Total (b) Marketable Parcels The number of shareholdings held in less than a marketable parcel is 315 holders with 207,772 shares. The required marketable parcel is $500 (2,000 shares). (c) Substantial Shareholders The company has received the following details of substantial shareholdings as notified pursuant to sections 671B of The Corporations Act. Substantial Shareholder Number of Securities Voting Power Blackrock Group 1832 Asset Management LP Hawkstone Group Resolute Mining Limited ACK Pty Ltd 44,750,531 23,020,105 19,700,000 16,529,366 16,510,331 14.8% 7.61% 6.51% 5.47% 5.46% (d) Voting Rights The Constitution of Oklo Resources Limited provides that on a show of hands every member present or by proxy, attorney or other representative will have one vote for each fully paid share held by that member. HSBC Custody Nominees (Australia) Limited J P Morgan Nominees Australia Limited ACK Pty Ltd Pershing Australia Nominees PTY LTD Hawkestone Resources PTY LTD Citicorp Nominees Pty Limited GP Securities PTY LTD TT Capital Nominees PTY LTD Capricorn Mining PTY LTD Delta Resource Management Pty Ltd Calama Holdings Pty Ltd HSBC Custody Nominees (Australia) Limited - A/C 2 Darroch Family PY LTD< JN Darroch Private Super A/C> Mr Simon Taylor + Mrs Sally Ann Taylor Mr John Darroch Portafortuna PTY LTD HSBC Custody nominees ( Australia) Limited – GSCO ECA Mrs Louise Hawke Octifil Pty Ltd Clarkson’s boathouse PTY LTD < Clarkson Super Fund A/C> Totals: Top 20 Holders of ORDINARY Shares ( TOTAL ) Total Remaining Holders Balance Fully Paid Ordinary Shares 74,094,921 23,559,823 16,510,331 15,629,366 14,100,000 11,721,514 10,005,500 5,922,417 5,600,000 4,000,000 3,903,750 2,890,000 2,600,000 2,593,333 2,500,000 2,400,000 2,083,333 2,060,001 2,035,146 1,800,000 Percentage of Total 24.50% 7.79% 5.46% 5.17% 4.66% 3.88% 3.31% 1.96% 1.85% 1.32% 1.29% 0.96% 0.86% 0.86% 0.83% 0.79% 0.69% 0.68% 0.67% 0.60% 206,009,435 96,396,075 68.12% 31.88% Oklo Resources Limited and its Controlled Entities Page 80 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 81 2017 Annual Report 81 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 Unlisted options Issued by The Company The company has the following unlisted options and option holders as detailed below: Holder Exercise Price Expiry Date Number Fernland Holdings Pty Ltd Jalonex Investments Pty Ltd Jimbzal Pty Ltd Taycol Nominees Pty Ltd <211 A/c> Ms Susan Boyd Jimbzal Pty Ltd Jimbzal Pty Ltd Ms Susan Boyd Taycol Nominees Pty Ltd Yoix Pty Ltd C G Nominees Pty Ltd C G Nominees Pty Ltd Ms Susan Boyd Dr Madani Diallo Clarkson’s Boathouse Pty Ltd Ms Louisa Martino Portafortuna Pty Ltd Ms Susan Boyd Dr Madani Diallo Fernland Holdings Pty Ltd Jalonex Investments Pty Ltd Jimbzal Pty Ltd Jimbzal Pty Ltd Djibril Diakite Hades Corporation (WA) Pty Ltd TOTAL $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.15 $0.15 $0.15 $0.22 $0.25 $0.30 $0.25 $0.25 $0.25 $0.25 $0.25 $0.30 $0.30 $0.25 $0.25 $0.25 $0.30 $0.20 $0.20 8/12/2017 8/12/2017 8/12/2017 8/12/2017 25/3/2018 18/5/2018 18/5/2018 7/12/2018 27/1/2019 28/4/2019 17/6/2018 17/6/2018 17/6/2019 17/6/2019 17/6/2019 17/6/2019 17/6/2019 1,000,000 1,000,000 1,000,000 1,007,825 500,000 500,000 500,000 500,000 1,000,000 1,000,000 2,000,000 2,000,000 1,000,000 1,000,000 500,000 250,000 250,000 22/06/2020 1,000,000 22/06/2020 500,000 11/8/2019 11/8/2019 11/8/2019 11/8/2020 2/11/19 1,000,000 1,000,000 1,500,000 1,500,000 250,000 22/12/19 1,000,000 22,757,825 Oklo Resources Limited and its Controlled Entities Page 82 2017 Annual Report 82 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 2. COMPANY SECRETARY The name of the Company Secretary is Louisa Martino. 3. REGISTERED OFFICE Level 5, 56 Pitt Street Sydney, NSW, AUSTRALIA, 2000 +61 2 8823 3100 Telephone: +61 2 9525 8466 Facsimile: www.okloresources.com Website: 4. REGISTERS OF SECURITIES Computershare Investor Services Pty Ltd Level 11, 172 St Georges Terrace Perth, WA, 6000 5. STOCK EXCHANGE LISTING Australian Securities Exchange Limited (ASX Code: OKU) 6. RESTRICTED SECURITIES 22/06/2020 1,000,000 22/06/2020 500,000 The Company has the following restricted securities: nil 7. ON MARKET BUY-BACK The company does not have a current on market buy-back facility. The company has the following unlisted options and option holders as detailed below: Holder Exercise Price Expiry Date Number ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 Unlisted options Issued by The Company Fernland Holdings Pty Ltd Jalonex Investments Pty Ltd Jimbzal Pty Ltd Taycol Nominees Pty Ltd <211 A/c> Ms Susan Boyd Jimbzal Pty Ltd Jimbzal Pty Ltd Ms Susan Boyd Taycol Nominees Pty Ltd Yoix Pty Ltd C G Nominees Pty Ltd C G Nominees Pty Ltd Ms Susan Boyd Dr Madani Diallo Clarkson’s Boathouse Pty Ltd Ms Louisa Martino Portafortuna Pty Ltd Ms Susan Boyd Dr Madani Diallo Fernland Holdings Pty Ltd Jalonex Investments Pty Ltd Jimbzal Pty Ltd Jimbzal Pty Ltd Djibril Diakite Hades Corporation (WA) Pty Ltd TOTAL $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.15 $0.15 $0.15 $0.22 $0.25 $0.30 $0.25 $0.25 $0.25 $0.25 $0.25 $0.30 $0.30 $0.25 $0.25 $0.25 $0.30 $0.20 $0.20 8/12/2017 8/12/2017 8/12/2017 8/12/2017 25/3/2018 18/5/2018 18/5/2018 7/12/2018 27/1/2019 28/4/2019 17/6/2018 17/6/2018 17/6/2019 17/6/2019 17/6/2019 17/6/2019 17/6/2019 11/8/2019 11/8/2019 11/8/2019 11/8/2020 2/11/19 1,000,000 1,000,000 1,000,000 1,007,825 500,000 500,000 500,000 500,000 1,000,000 1,000,000 2,000,000 2,000,000 1,000,000 1,000,000 500,000 250,000 250,000 1,000,000 1,000,000 1,500,000 1,500,000 250,000 22/12/19 1,000,000 22,757,825 Oklo Resources Limited and its Controlled Entities Page 82 2017 Annual Report Oklo Resources Limited and its Controlled Entities Page 83 2017 Annual Report 83 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 8. TENEMENT DIRECTORY Granted tenements as at the date of this report: Country Location Prospect Tenement Number Holder Kidal 09-3639/MM-SG DU North East Mali Tessalit 09-3640/MM-SG DU Samit Nord 11-0463/MM-SG DU La Société Oklo Uranium Mali Ltd sarl La Société Oklo Uranium Mali Ltd sarl La Société Oklo Uranium Mali Ltd sarl West Mali Mali Dandoko 2017-2644/MM-SG DU Africa Mining sarl Moussala 16-4606/MM-SG - DU Africa Mining sarl Gombaly 2017-2646/MM-SG DU Africa Mining sarl Aite Sud 2015-1279/MM-SG Oklo Resources Mali sarl Aourou 2017-2648/MM-SG DU SOCAF sarl Boutouguissi-Sud 2017-2647/MM-SG DU SOCAF sarl Yanfolila 2017-2783/MM-SG DU Africa Mining sarl Yanfolila Est 16-4075/MM-SG DU Compass Gold Mali sarl South Mali Kolondieba 2017-2645/MM-SG DU Africa Mining sarl Kolondieba Nord 16-2164/MM-SG DU Compass Gold Mali sarl Solabougouda 2011-0469/MM-SG DU Africa Mining sarl Sirakourou 16-4753/MM-SG -DU Africa Mining sarl Oklo Resources Limited and its Controlled Entities Page 84 2017 Annual Report 84 OKLO RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ANNUAL REPORT 2017 ASX ADDITIONAL INFORMATION As at 22 SEPTEMBER 2017 8. TENEMENT DIRECTORY Granted tenements as at the date of this report: Country Location Prospect Tenement Number Holder Kidal 09-3639/MM-SG DU North East Mali Tessalit 09-3640/MM-SG DU Samit Nord 11-0463/MM-SG DU La Société Oklo Uranium Mali Ltd sarl La Société Oklo Uranium Mali Ltd sarl La Société Oklo Uranium Mali Ltd sarl West Mali Mali Dandoko 2017-2644/MM-SG DU Africa Mining sarl Moussala 16-4606/MM-SG - DU Africa Mining sarl Gombaly 2017-2646/MM-SG DU Africa Mining sarl Aite Sud 2015-1279/MM-SG Oklo Resources Mali sarl Aourou 2017-2648/MM-SG DU SOCAF sarl Boutouguissi-Sud 2017-2647/MM-SG DU SOCAF sarl Yanfolila 2017-2783/MM-SG DU Africa Mining sarl Yanfolila Est 16-4075/MM-SG DU Compass Gold Mali sarl South Mali Kolondieba 2017-2645/MM-SG DU Africa Mining sarl Kolondieba Nord 16-2164/MM-SG DU Compass Gold Mali sarl Solabougouda 2011-0469/MM-SG DU Africa Mining sarl Sirakourou 16-4753/MM-SG -DU Africa Mining sarl Oklo Resources Limited and its Controlled Entities Page 84 2017 Annual Report okloresources.com O K L O R E S O U R C E S L I M I T E D A N N U A L R E P O R T 2 0 1 7 ANNUAL REPORT Oklo Resources Limited ASX:OKU | Level 5, 56 Pitt Street, Sydney NSW 2000, Australia T: +61 2 8319 9233 | F: +61 2 9252 8466 | info@okloresources.com okloresources.com ACN 121 582 607

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