POTASH WEST NL
A.C.N. 147 346 334
Annual Report
For the year ended
30 June 2015
For personal use only
Potash West NL
A.C.N. 147 346 334
Contents to Financial Report
Corporate Directory
Chairman’s Letter
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance Statement
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Tenement Register
2
Page No.
3
4
5
35
37
57
58
59
60
61
90
91
93
96
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate directory
Directors:
Adrian Griffin
Patrick McManus
Chew Wai Chuen (Appointed 26 November 2014)
Natalia Streltsova (Appointed 30 June 2015)
George Sakalidis (Resigned 26 November 2014)
Gary Johnson (Resigned 30 June 2015)
Company Secretary:
Amanda Wilton-Heald (Appointed 7 November 2014)
Elizabeth Hunt (Resigned 7 November 2014)
Auditor:
Ernst & Young
Ernst & Young Building
11 Mounts Bay Road
Perth WA 6000 AUSTRALIA
Telephone (+61 8) 9429 2222
Facsimile (+61 8) 9429 2436
Share Registry:
Advanced Share Registry
160 Stirling Highway
Nedlands WA 6009 AUSTRALIA
Telephone (+61 8) 9389 8033
Facsimile (+61 8) 9262 3723
Registered and Principal Office
Suite 3
23 Belgravia Street
Belmont WA 6104 AUSTRALIA
Telephone (+61 8) 9479 5386
Facsimile (+61 8) 9475 0847
Website www.potashwest.com.au
Email info@potashwest.com.au
Stock Exchange Listing
Potash West NL shares are listed on the Australian Securities Exchange (ASX code: PWN), OTC Pink
(OTC Pink code: PWNNY) and Frankfurt Stock Exchange (Ticker: A1JH27).
Solicitors
Price Sierakowski
Level 24, St Martin’s Tower
Perth WA 6000 AUSTRALIA
Telephone (+61 8) 6211 5000
Facsimile (+61 8) 6211 5055
Bankers
National Australia Bank
Ground Floor
100 St Georges Terrace
Perth WA 6000 AUSTRALIA
Telephone: (+61 8) 9441 9313
3
For personal use only
Potash West NL
A.C.N. 147 346 334
CHAIRMAN’S LETTER
Dear Shareholder
As you will be aware, Potash West controls one of the largest known greensand deposits in the world, the
Dandaragan Trough (Western Australia). Locked within those greensands is abundant wealth in the form of
potassium and phosphorus, two vital components of fertiliser. It is these vast quantities of very cheap feed
for fertiliser production that set Potash West apart from its peers, particularly as it owns the intellectual
property that is key to releasing much of that wealth.
During 2015, Potash West focused much more on the Dandaragan Trough's phosphate resources, which
are broadly coincident with the potash-bearing greensands. It is the close geological relationship between
the phosphate and glauconite (the potassium-bearing component of the greensands) that provides Potash
West with its unique opportunity – that of developing a low-cost, low-risk phosphate operation as an entry
point to a higher-capital potash operation. It's a strategy that reduces overall risk for the project and
advances the company's aim of producing potash from the Dandaragan Trough. We see the project as one
of national importance, in that it may transform Australia from being completely dependent on potash
imports to actually exporting potash to Asian nations with rapidly expanding populations. With this in mind,
Potash West has doubled its phosphate resource and completed a scoping study on the production of
super-phosphate from Dinner Hill, located in the northern extremities of the Dandaragan Trough.
Moreover, Potash West plans to capitalise on its low-cost entry strategy with the acquisition of 55% of East
Exploration Pty Ltd, owner of the South Harz project, a conventional potash (salt) mine in Germany's
Thuringia province. Historically, the South Harz project has been the subject of extensive potash
exploration, and this has led to the development of a robust exploration target. The project's value will be
enhanced by an IPO, designed to provide Potash West with a controlling interest and upgrade the
exploration target to a JORC-compliant resource.
The proprietary KMax technology Potash West developed to recover potash from glauconite has evolved
extensively over time, to the point that certain aspects of the process have been successfully applied to
recovering lithium from mica. Potash West’s role in this groundbreaking development earned it a 21%
interest in the company controlling the lithium extraction technology, now known as LMax. Rapid expansion
of world
for portable power applications (batteries), has created an
unprecedented opportunity in that sector.
lithium markets, primarily
No summary of the activities of a commodity aspirant would be complete without some comment on
markets. The potash market in particular has seen great changes in recent times. Historically, the industry
was dominated by two marketing groups, one in Canada and the other in eastern Europe; collectively, they
controlled more than 80% of global sales. The break-up of the eastern European group created turmoil in
the industry, destabilising markets and reducing prices. Fortunately, the market stabilised during 2015,
albeit with weaker prices. Similarly, the phosphate market is characterised by structural weaknesses within
much of its resource/supply base, which is dominated by a handful of north African nations in which political
intervention remains a risk.
Current market conditions continue to subdue investment in exploration and development companies
worldwide. Against that backdrop, Potash West has sought to diversify its fertilizer-based portfolio and in
the process create new opportunities for the company.
I would like to end with this observation: with the global population rapidly increasing and areas of arable
land decreasing, humans cannot survive without increased agricultural productivity – and the simplest way
to achieve it is the optimal application of fertiliser. Potash West is poised to take advantage of this scenario
and provide economic fertiliser products to meet both Australian and Asian demand.
Finally, thanks to all Potash West shareholders for their support over the last year, and to staff for helping
the company achieve its objectives in such a difficult economic climate.
Adrian Griffin
Chairman
4
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report
On 4 May 2015, Potash West NL (“Potash West” or “the Company”) has settled the final payment and
increased the Company’s ownership of East Exploration Pty Ltd (“East Exploration” or the “controlled entity”)
to 55%.
The directors present their report on Potash West NL, and its controlled entity (the “consolidated entity”) for
the year ended 30 June 2015.
Directors
The names and details of the Company’s directors in office during the financial year and until the date of
this report are set out below, directors were in office for the entire year unless otherwise stated.
Adrian Griffin was appointed as Non-executive Chairman.
Patrick McManus was appointed as Managing Director.
Chew Wai Chuen was appointed as Non-executive Director, effective from 26 November 2014.
Natalia Streltsova was appointed as Non-executive Director, effective from 30 June 2015.
George Sakalidis was appointed as Non-executive Director and resigned effective from 26 November 2014.
Gary Johnson was appointed as Non-executive Director and resigned effective from 30 June 2015.
Names, qualifications, experience and special responsibilities
Adrian Griffin Non-Executive Chairman
Adrian Griffin, an Australian-trained mining professional, has had exposure to metal mining and processing
worldwide during a career spanning more than three decades. A pioneer of the lateritic nickel processing
industry, he has helped develop extraction technologies for a range of minerals over the years. He is a
former Chief Executive Officer of Dwyka Diamonds Limited, an AIM- and ASX-listed diamond producer,
was a founding director and executive of Washington Resources Limited and also a founding director of
Empire Resources Limited, Ferrum Crescent Limited and Reedy Lagoon Corporation Limited. Moreover, Mr
Griffin was a founding director of ASX-listed Northern Minerals Limited, of which company he is currently a
non-executive director. He is a non-executive director of Reedy Lagoon and also managing director of
ASX-listed Lithium Australia NL a global developer of dispruptive lithium-from-mica opportunities..
Other listed company directorships during the last 3 years:
Northern Minerals Ltd (Director June 2006 – present), Lithium Australia NL (Director February 2011 –
Present) and Reedy Lagoon Corporation Limited (Director June 2014 – Present)
Adrian Griffin is also a member of the Audit Committee, Remuneration and Nomination Committee.
Patrick McManus Managing Director
Patrick McManus has a degree in mineral processing from Leeds University and an MBA from Curtin
University. A mining professional for more than 30 years, his work has taken him to many sites within
Australia and overseas, including Eneabba and the Murray Basin in Australia, and Madagascar, Indonesia
and the United States. During that time, Patrick has worked in operational, technical and corporate roles for
RioTinto, RGC Limited and Bemax Resources Limited. He was a founding director and, from January 2007
to March 2010, managing director of ASX-listed Corvette Resources Limited.
Other listed company directorships during the last 3 years:
Tungsten Mining NL (Director December 2012 – January 2015)
5
For personal use only Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Chew Wai Chuen Non-Executive Director
Mr Chew is a financial advisor with more than 15 years of industry experience, specialising in the provision
of corporate and wealth management for ultra-high net worth individuals. With experience in South East
Asia capital market and extensive networks of clients based in Singapore and Malaysia, Mr Chew will
provide important contributions to the Board. He has successfully worked with a number of financial
institutions in Singapore such as, Standard Chartered Bank, OCBC Bank and Credit Suisse Singapore.
Mr Chew is now a Managing Partner with a financial advisory firm, providing personal investing planning
and wealth management for high net worth individuals and has a good track record of investment into junior
mining companies in Australia and South East Asia.
Other listed company directorships during the last 3 years:
Tungsten Mining NL (Director April 2014 – present)
Natalia Streltsova Non-Executive Director
Dr Natalia Streltsova is a senior executive with over 25 years’ experience in the minerals industry of which
15 years, prior to forming her own consulting business in 2014, was spent in various leadership and
technical roles with major mining houses including Vale SA (formerly CVRD), BHP Billiton and WMC
Resources Limited. In all of these roles, there was considerable interaction with operations to provide
support as well as to identify and implement innovative projects leading to increased production and cost
reduction.
Dr Streltsova has a strong background in mineral processing and metallurgy with broad international
experience in project, technical and business development capacities. Dr Streltsova has previously been a
director on a number of Vale subsidiary boards as well as on several collaborative industry boards. She
was also a Non-Executive Director on ASX listed CopperMoly Limited.
Other listed company directorships during the last 3 years:
CopperMoly Limited (Director September 2013 –March 2014)
As at the date of this report, Natalia Streltsova is also a member of the Audit Committee and Chair of the
Remuneration and Nomination Committee.
Company secretary as at year end
Amanda Wilton-Heald (appointed 7 November 2014)
Ms Wilton-Heald is a Chartered Accountant and has more than 17 years’ experience within Australia and in
the United Kingdom. That experience has included the auditing of the company financial statements of both
ASX- and LSE-listed companies, an accounting role with an AIM-listed company in the UK specialising in
the provision of collaboration technology, and involvement in the ASX listings of junior exploration
companies, as well as the provision of corporate advisory and company secretarial services.
Elizabeth Hunt (resigned 7 November 2014)
6
For personal use only Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Interests in the shares and options of the company and related bodies corporate
As at the date of this report, the interests of the directors (including related parties) in the shares and
options of the company were:
Adrian Griffin
Patrick McManus
Chew Wai Chuen
Natalia Streltsova
Dividends
Number of ordinary
shares
Number of options
over ordinary shares
6,095,933
3,878,407
122,639
-
200,000
750,000
-
-
No dividend has been paid or declared since the start of the financial year and the directors do not
recommend the payment of a dividend in respect of the financial year.
Principal activities
The principal activity of the entity during the financial year was the exploration for minerals, namely potash.
Operating and financial review
Operating results for the year
The loss after income tax benefit for the year ended 30 June 2015 was $2,871,003 (2014: $1,822,505).
Financial Performance
Company income
Loss before tax
Profit/(loss) after income tax benefit
Earning per share (cents)
2015
$
62,157
(2,871,003)
(2,871,003)
(1.33)
2014
$
605,096
(1,822,505)
(1,822,505)
(1.72)
%
Increase/
(Decrease)
-89.73%
57.53%
57.53%
-22.67%
The financial position of the Company is presented in the attached Statement of Financial Position.
OPERATING AND FINANCIAL REVIEW
Introduction
Australia
Potash West NL (“Potash West” or “the Company”) has continued to advance the Dinner Hill Potash and
Phosphate Deposit, located some 175km north of Perth in Western Australia, Figure 1. Dinner Hill forms
part of the larger Dandaragan Trough landholding having an area of over 2,630km2. Sedimentary rocks
within the trough contain glauconite, a potash rich mica, and phosphate nodules. The objective is to
produce potash and phosphate fertilisers and a range of valuable by-products from the glauconite and
phosphate present within the sediments of the Dandaragan Trough.
A scoping study undertaken in the third quarter demonstrated significantly improved economics through
integration of potash and phosphate plants. The results of this study were released to the market on 13
January 2015.
7
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
In the fourth quarter, results from previous work and drilling completed in March 2015 were used to update
the Potash and Phosphate Mineral Resources for the Dinner Hill Project and released to the market on 03
June 2015.
Germany
In July 2014 the Company announced that it had entered into an agreement to earn a 55% interest in a
conventional potash project in the South Harz region of Germany. The two licence applications having a
combined area of 450km2 were granted in January 2015. A review of historical drill hole data resulted in the
estimation of a very large Exploration Target, the details of which were released to the market on 04 March
2015.
Dandaragan Trough Project
Scoping Study – Integration of Potash and Phosphate Projects
The new study confirms significant improvements in economics through integrating the Dinner Hill potash
and phosphate plants. The key assumptions and outcomes are:
• Processing 4.2 Mtpa to produce phosphate and potash fertilisers and Alum
• Estimated average total annual cash costs of A$40/tonne of ROM ore
• Estimated average total revenue of A$91/tonne of ROM ore
•
• NPV12% of A$652 million
• Staged development allows for initial production to assist with expansion Capex
IRR of 30%
Previous high level studies evaluated the production of potash, alum and phosphates (ASX Announcement
10 January 2013) and the production of single superphosphate (SSP) (ASX Announcement 17 September
2013) as standalone operations.
The study assumes the production of SSP in a standalone plant for the first 5 years of operation.
Subsequently, the glauconite concentrate and phosphate rock will be processed in a joint facility (Integrated
K-Max plant) to produce fertilisers, potassium sulfate, potassium magnesium sulfate and merchant grade
phosphoric acid, as well as iron oxide and, aluminium sulfate for the remaining life of mine.
The Scoping Study (+/- 35% accuracy) further demonstrates the robust nature of Potash West's
Dandaragan project.
The Scoping Study referred to in this report is based on low-level technical and economic assessments,
and is insufficient to support estimation of Ore Reserves, to provide assurance of an economic
development case at this stage, or to provide certainty that the conclusions of the Scoping Study will be
realised.
Unless otherwise stated, all cashflows are in Australian dollars and are not subject to an inflation/escalation
factor.
The Company has concluded that it has reasonable basis for providing the forward looking statements
included in this announcement. The detailed reasons for that conclusion are outlined throughout this
announcement and in particular in the attached “Forward Looking and Cautionary Statements”.
The synergy of combining both projects was recognised but not pursued, in 2013, as stand-alone projects
were at the forefront of considerations at that time.
However, as the phosphate resource lies directly above the K-Max resource, the concept of a staged
production profile was clearly identified as being cost effective and viable.
The Scoping Study is based upon the JORC compliant Mineral Resource quoted for the Dinner Hill
phosphate deposit which includes an Indicated Resource of 120Mt at 2.8% P2O5, 3.1% K2O and 8.2% CaO
(see ASX announcement 20 March 2014).
8
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
The study involves the production of SSP at a site near the Dinner Hill deposit for the first 5 years of
operation. The ore will be processed through a beneficiation and acidulation plant, Figure 2. The pelletised
product will be transported by road to Moora and dispatched by rail to Kwinana and / or Geraldton for local
and international distribution. The study assumed using sulfuric acid sourced internationally and delivered
to site from Kwinana, Western Australia. The beneficiation plant may produce a glauconite concentrate
(the source of potash), which will be stockpiled for later treatment.
During the fourth and fifth years of operation the Integrated K-Max plant (which will process the phosphate
and potassium containing minerals), Figure 3, will be constructed and commissioned. The mining and
beneficiation process will be unchanged. The integrated plant will receive glauconite containing magnetic
concentrate and phosphate rock from the beneficiation plant. The Integrated K-Max plant will produce
potassium sulfate (SOP), potassium magnesium sulfate (KMS), iron oxide and aluminium sulfate. A sulfur
burning acid plant will be installed to generate the acid requirements for the plant.
The installation of the Integrated K-Max plant allows for the production of phosphoric acid from the
phosphate concentrate and phosphate contained in the magnetic concentrate. The production of
phosphoric acid, as opposed to SSP, is viable due to the on-site acid plant, cheaper transportation costs
and larger phosphoric acid market.
9
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 1: Dandaragan Trough Location Plan
10
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 2: Phosphate process flowsheet.
Figure 3: Integrated K-Max process flowsheet
11
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Annual Mineral Resource Statement as at 30 June 2015
The June 2015 resource update uses drilling carried out in 2014 and 2015 comprising an additional 90
aircore drill holes for 2732m. The resource now covers an area of some 17 km2, Figure 4. Higher grade
phosphate mineralisation is continuous to the north within the area of the new drilling significantly upgrading
the inventory in both tonnes and grade, compared with the phosphate resource estimate published in 2014,
(ASX release 20 March 2014). These results will form the basis of pit design and mine scheduling studies
carried out as part of the planned feasibility study into phosphate production at Dinner Hill, set to begin in
the third quarter of 2015.
The Dinner Hill Deposit has, above a cut-off grade of 1.45% P2O5, an Indicated Mineral Resource of 250Mt
at 2.9% P2O5. Within this phosphate resource there is an Indicated Mineral Resource of 155Mt at 4.1%
K2O and an Inferred Mineral Resource of 20Mt at 2% K2O. An additional Indicated Mineral Resource of
18Mt at 3.8% K2O occurs marginal to the phosphate resource.
Dinner Hill Deposit Resource Summary1
Resource
Phosphate
Potash
Potash resources included within
the phosphate resource area
Potash
phosphate resource area
resource
outside
Total Potash Resources
Category
Indicated
Indicated
Inferred
Totals
Indicated
Indicated
Inferred
Totals
the
Tonnes
(Mt)
250
P2O5
(%)
2.9
155
20
175
18
175
20
195
K2O
(%)
4.1
2
3.8
3.8
4.0
2
3.8
1: Totals may differ from sum of individual items due to rounding
Comparison with Previously Estimated Mineral Resources
The previously reported phosphate Mineral Resource for Dinner Hill was estimated to be 120Mt at 2.79%
P2O5 above a lower cut-off grade of 2.15% P2O5. The phosphate resource herein reported is 250Mt at 2.9%
P2O5 above a lower cut-off grade of 1.45% P2O5. The tonnage increase of 108% is attributed to new mining
studies, which indicate that lower grades can be processed, and to extensional drilling in the north of the
deposit.
The current potash Mineral Resource of 195Mt at 3.8% K2O compares with the previously reported 244Mt
at 3.0% K2O. The reduction in tonnage reflects more recent metallurgical testwork suggesting that much of
the highly oxidised mineralisation in the Poison Hill Greensand would have reduced recovery and should be
excluded from the estimate. The target Molecap Greensand previously estimated at 122Mt at 4.6% K2O is
now estimated to contain 175Mt at 4.2% K2O, a tonnage increase of 43% due to extensional drilling in the
north of the deposit. The grade decreased by 9% due to the lower K2O encountered in the north of the area.
The project tenements cover two virtually horizontal greensand formations within the Cretaceous Coolyena
Group: the Poison Hill Greensand and the Molecap Greensand. Over most of the area of the deposit they
are separated by the Gingin Chalk and in places are underlain by a thin pebble horizon containing
phosphatic nodules. An average thickness of about 11m of surficial, mostly sandy, cover overlies the
greensand units. The greensands and the chalk contain significant amounts of phosphate as grains and
nodules of fluorapatite. They also contain significant potash within the mineral glauconite. Figure 5 is a
section through the deposit showing the geology and summary intersections through potash and phosphate
mineralisation
12
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
The cut-off grades used for both potash and phosphate are based on ongoing metallurgical and economic
studies and are set at levels that ensure continuity of mineralisation throughout the deposit as shown in
Figures 6 and 7. The phosphate resource is shown at a range of cut-off grades in Figure 8 and the potash
resource is similarly shown in Figure 9.
This indicated resource will be used to develop an optimised mining plan which will be the basis for a new
scoping study model for mining Dinner Hill. Two development options will be considered:
1. Mining the phosphate rich parts of the deposit, to produce single superphosphate, for the life of the
indicated resource.
2. Using the phosphate mining project as a “springboard” to generate cashflows, some of which would
be used to complete the development work for the K-Max process. In this model the K-Max
operation will commence ~ 5 years after the phosphate project.
13
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 4: Dinner Hill resource plan with drill hole locations
14
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 5: Dinner Hill cross section 6,668,000
Figure 6: Dinner Hill cross section 6,372,000 with potash ore blocks
15
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 7: Dinner Hill cross section 6,639,600 with phosphate ore blocks
Figure 8: Grade tonnage curve for the Dinner Hill potash resource above a range of cut-off grades.
16
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 9: Grade tonnage curve for the Dinner Hill phosphate resource above a range of cut-off
grades.
South Harz Project Germany
In July 2014, the Company announced that it had entered into an agreement to earn a 55% interest in a
conventional potash project in the South Harz region of Germany. Potash West is earning 55% of East
Exploration (EE) which has been granted two exploration licences, Küllstedt and Gräfentonna, covering
450km2 in the South Harz Potash field in central Germany, Figure 10.
Potash mining commenced in the South Harz potash district in 1896 and potash is still being produced.
Over 500 million tonnes of potash ore was extracted from the South Harz region in the 22 year period
between 1970 and 1992, producing over 100 million tonnes of potash fertiliser.
17
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 10: South Harz project location
EE has commissioned ERCOSPLAN
Ingenieurgesellschaft Geotechnik und Bergbau GmbH
(ERCOSPLAN) to review and summarise the results of all available geological data relating to the Küllstedt
licence and to estimate an Exploration Target for the area. ERCOSPLAN has a long association with the
German potash industry. In its former role as the Central Engineering Office for the East German potash
mining industry, ERCOSPLAN was closely associated with exploration drilling in the South Harz region in
the 1970s and 80s and has access to most of the summary exploration data. The Exploration Target for the
Küllstedt licence area (released to the ASX on 04 March 2015) is tabled below.
18
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Tonnage
(MMT)
Küllstedt Exploration Target
Grade
Range
% K2O
Grade Range
%KCl
Potash (K2O)
Tonnage
(MMT)
1
2
3
4
4,055 – 5,141
7.2 – 25
11.8 - 41
292 – 1,285
Notes to Exploration Target
1 - The volume of the potash seam was estimated from the geological model which has been constructed using
historical drillhole data. The tonnage was derived from the style of mineralisation and its characteristic density
which can vary between 1.83 t/m3 and 2.32 t/m3. This amounts to a tonnage range of between 4,055 million
metric tonnes and 5,141 million metric tonnes of mineralized rock.
2 - The grade range was estimated from assayed drill intersections of the potash seam which range from 7.2% to
25% K2O
3 - Conversion of assay K2O to KCl product multiply by 1.6393
4 - The tonnages of K2O were obtained by multiplying the tonnage of mineralized material with the corresponding
K2O grade of the potash seam, which range from 7.2% to 25%. Accordingly, the minimum K2O tonnage is 292
million metric tonnes and the maximum K2O tonnage is 1,285 million metric tonnes.
Between 1900 and 1978, 34 drill holes and three shafts were sunk from the surface within the Küllstedt
Exploration Licence Area, Figure 11, of which 28 drill holes were drilled for potash exploration. An
additional six drillholes were drilled, among others, for oil and gas exploration and did not necessarily fully
evaluate potash horizons. ERCOSPLAN does not, at this time, have access to the detailed exploration
database for many of these holes. ERCOSPLAN is confident that a more complete database will eventually
be recovered from the archives of federal and local authorities.
Given their long history with potash mining in the South Harz region, ERCOSPLAN is of the understanding
that the historical exploration was carried out according to long established procedures that were current
best practice in the German potash industry. Drill hole locations are shown in Figure 11.
19
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Figure 11: Küllstedt drill hole plan showing hole location and year of drilling start
20
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Technology
Potash West owns the intellectual property regarding the K-Max process which unlocks the valuable
elements that exist within the vast glauconite deposits of the Dandaragan Trough. We are applying for
patents for this technology. There has been interest from other companies looking at similar deposits and
the Company is investigating opportunities to licence the technology.
In addition the Company has a significant (21% at the time of writing) shareholding in an exciting
technology, dubbed L-Max, which shows potential as a method to extract lithium from lithium rich micas.
The company that owns the technology, Lepidico Ltd, has a plan to licence the technology to development
companies and the first licences have been granted, to Lithium Australia NL.
Lithium is a commodity which is facing very strong demand growth, due to its use in lightweight batteries.
We believe that Lepidico could develop a strong business model licencing the technology to a range of
projects and receiving a royalty stream.
Exploration Tenure
During the year the following tenements were relinquished: E70/3100, E70/3360 and E70/4124. The
decision to relinquish was based on a combination of lower prospectivity and high holding costs.
A new application E70/4609 was made during the year. It is on the western margin of the Dandaragan
Trough, in a similar geological setting to the Company’s Dinner Hill project.
Corporate Activity
The Company continued to promote the Dandaragan Trough, at local and investment market conferences.
The Company was listed on the Frankfurt Stock Exchange, under the code A1JH27.
We have raised $4.8M during the year, through share issues.
Subsequent to year-end we have entered into a transaction to sell our 55% of East Exploration to
Davenport Resources. If that progresses to completion the Company will own 29.3% of Davenport at the
IPO. The transaction is expected to be completed by the end of December 2015.
During the year George Sakalidis and Gary Johnson resigned as directors and were replaced by Chew Wai
Chuen and Natalia Streltsova
Competent Person’s Statements
Dandaragan Trough Project
The information in this report that relates to the estimation of the Mineral Resources is based on and fairly
represents information and supporting documentation prepared by J.J.G. Doepel, who is a member of the
Australasian Institute of Mining and Metallurgy. Mr. Doepel, Principal Geologist of the independent
consultancy Continental Resource Management Pty Ltd, has sufficient experience relevant to the style of
mineralisation and type of deposit under consideration. He is qualified as a Competent Person as defined
in the 2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and
Ore Reserves”. This report is issued with Mr. Doepel’s consent as to the form and context in which the
Mineral Resource appears.
South Harz Project, Germany
The information in this report that relates to Exploration Targets and Exploration Results, is based on
information compiled by Andreas Jockel, a Competent Person who is a Member of a ‘Recognised
Professional Organisation’ (RPO), the European Federation of Geologists, and a registered “European
Geologist” (Registration Number 1018) and Dr Henry Rauche, a Competent Person who is a Member of a
‘Recognised Professional Organisation’ (RPO), the European Federation of Geologists, and a registered
“European Geologist” (Registration Number 729).
21
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Andreas Jockel and Dr Henry Rauche are full-time employees of ERCOSPLAN Ingenieurgesellschaft
Geotechnik und Bergbau mbH (ERCOSPLAN). ERCOSPLAN, Andreas Jockel and Dr Henry Rauche are
not associates or affiliates of East Exploration Pty Ltd, or of any associated company. ERCOSPLAN will
receive a fee for the preparation of this Report in accordance with normal professional consulting practices.
This fee is not contingent on the conclusions of this Report and ERCOSPLAN, Andreas Jockel and Dr
Henry Rauche will receive no other benefit for the preparation of this Report. ERCOSPLAN, Andreas Jockel
and Dr Henry Rauche do not have any pecuniary or other interests that could reasonably be regarded as
capable of affecting their ability to provide an unbiased opinion in relation to the Küllstedt Exploration
Licence Area.
ERCOSPLAN does not have, at the date of this Report, and has not had within the previous years, any
shareholding in or other relationship with East Exploration Pty Ltd or the Küllstedt Exploration Licence Area
and consequently considers itself to be independent of East Exploration Pty Ltd.
Andreas Jockel and Dr Henry Rauche have sufficient experience that is relevant to the style of
mineralisation and type of deposit under consideration and to the activity being undertaken 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’. Andreas Jockel and Dr Henry Rauche consent to the
inclusion in the report of the matters based on their information in the form and context in which it appears.
Cautionary Statement:
The scoping referred to in this report is based on low-level technical and economic assessments and is
insufficient to support any estimation of Ore Reserves or to provide assurance of an economic development
case at this stage, or to provide certainty that the conclusions of the Scoping Study will be realised.
The use of the word “ore” in the context of this report does not support the definition of “Ore Reserves” as
defined by the 2012 Edition of the ‘Australasian Code for reporting of Exploration Results, Mineral
Resources and Ore Reserves. The word ‘ore’ is used in this report to give an indication of quality and
quantity of mineralized material that would be fed to the processing plant and it is not to be assumed that
‘ore ‘will provide assurance of an economic development case at this stage, or to provide certainty that the
conclusions of the scoping study will be realised.
Certain statements contained in this announcement, including information as to the future financial or
operating performance of Potash West and its projects, are forward-looking statements. Such forward-
looking statements are necessarily based upon a number of estimates and assumptions that, whilst
considered reasonable by Potash West, are inherently subject to significant technical, business, economic,
competitive, political and social uncertainties and contingencies; involve known and unknown risks and
uncertainties that could cause actual events or results to differ materially from estimated or anticipated
events or results reflected in such forward-looking statements; and may include, among other things,
statements regarding targets, estimates and assumptions in respect of potash and phosphate production
and prices, operating costs and results, capital expenditures, ore reserves and mineral resources and
anticipated grades and recovery rates, and are or may be based on assumptions and estimates related to
future technical, economic, market, political, social and other conditions.
Forward-looking statements are necessarily based upon a number of estimates and assumptions related to
future business, economic, market, political, social and other conditions that, while considered reasonable
by Potash West, are inherently subject to significant uncertainties and contingencies
Potash West disclaims any intent or obligation to update publicly any forward-looking statements, whether
as a result of new information, future events or results or otherwise. The words “believe”, “expect”,
“anticipate”, “indicate”, “contemplate”, “target”, “plan”, “intends”, “continue”, “budget”, “estimate”, “may”,
“will”, “schedule” and other similar expressions identify forward-looking statements. All forward-looking
statements made in this announcement are qualified by the foregoing cautionary statements. Investors are
cautioned that forward looking statements are not guarantees of future performance and accordingly
investors are cautioned not to put undue reliance on forward-looking statements due to the inherent
uncertainty therein.
22
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Significant changes in the state of affairs
On 4 May 2015, the Company settled the final payment and increased the Company’s ownership of East
Exploration Pty Ltd to 55%.
Other than the above mentioned, there have been no significant changes in the state of affairs of the
Company from 1 July 2014 to the date of this report.
Significant events after the balance date
On 6 July 2015, the Company issued 27,500,000 shares at $0.04 per share, raising $1,100,000 before
costs. This is part of the $1.8 million placement announced on 25 June 2015.
On 18 August 2015, the Company agreed and its controlled entity entered into a term sheet with Davenport
Resources Pty Ltd (“Davenport”), a wholly owned subsidiary of Arunta Resources Limited (“Arunta”), to sell
100% of East Exploration, which is the owner of South Harz Potash project. The term sheet is subject to the
completion of due diligence by both parties, entry into formal documentation by East Exploration’s
shareholders for the sale of their shares, Arunta and Davenport being satisfied with any conditions imposed
on the demerger of Davenport or subsequent listing of Davenport by ASX, the proposed seed capital
placement and IPO capital raising by Davenport and satisfaction of ASX and regulatory requirements
including Arunta Resources, Davenport and the Company shareholder approval.
There have not been any matters that have arisen after balance date that have significantly affected, or
may significantly affect, the operations and activities of the Company, the results of those operations, or the
state of affairs of the Company in future financial years other than disclosed elsewhere in this annual report.
Likely Developments and expected results
The Company will continue its focus on the Dandaragan Trough and exploring opportunities to progress
both the phosphate and the K-Max projects. Work has commenced on the pre-feasibility study for single
superphosphate production.
We will also look to advance the South Harz project, the vending of that project into a company that will list
on the ASX, is in progress at this moment. .
Environmental regulation and performance
The Company’s activities are subject to Australian legislation relating to the protection of the environment.
The Company is subject to significant environmental legal regulations in respect to its exploration and
evaluation activities. There have been no known breaches of these regulations and principles.
Indemnification and Insurance of directors and officers
The Company has entered into deeds of access and indemnity with the officers of the Company,
indemnifying them against liability incurred, including costs and expenses in successfully defending legal
proceedings. The indemnity applies to a liability for costs and expenses incurred by the director or officer
acting in their capacity as a director or officer.
Except in the case of a liability for legal costs and expenses, it does not extend to a liability that is:
(a)
(b)
(c)
owed to the Company or a related body corporate of the Company;
for a pecuniary penalty order under section 1317G or a compensation order under section 1317H or
section 1317HA of the Corporations Act 2001; or
owed to someone other than the Company or a related body corporate of the Company where the
liability did not arise out of conduct in good faith.
23
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Indemnification and Insurance of directors and officers (continued)
Similarly, the indemnity does not extend to liability for legal costs and expenses:
(d)
(e)
(f)
in defending proceedings in which the officer is found to have a liability described in paragraph (a), (b)
or (c);
in proceedings successfully brought by the Australian Securities and Investments Commission or a
liquidator; or
in connection with proceedings for relief under the Corporations Act 2001 in which the court denies
the relief.
During or since the financial year, the Company has paid premiums in respect of a contract insuring all the
Directors and Officers. The terms of the contract prohibit the disclosure of the details of the insurance
contract and premiums paid.
Indemnification of auditors
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part
of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an
unspecified amount). No payment has been made to indemnify Ernst & Young during or since the financial
year.
Share Options
As at the date of this report there were 5,042,188 (2014: 13,021,457) unissued ordinary shares under
options.
Option holders do not have any right, by virtue of the option, to participate in any share issue of the
company or any related body corporate.
Non-audit services
The Company may decide to employ the auditor on assignments additional to its statutory audit duties
where the auditor’s expertise and experience with the Company are important. The directors are satisfied
that the provision of non-audit services is compatible with the general standard of independence for audits
by the Corporations Act 2001. The nature and scope of each type of non-audit service provide means that
auditor independence was not compromised.
Details of the amounts paid or payable to the auditor, Ernst & Young, for non-audit services provided during
the year are set out below.
Remuneration of the auditor of the Company for:
-other services; research & development tax concession.
2015
$
17,909
17,909
2014
$
38,072
38,072
24
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Directors’ meetings
Meetings of directors held and their attendance during the financial year were as follows:
Name of director: Directors’
meeting
held whilst
in office
Directors’
meetings
attended
Audit
Committee
meetings
held
Audit
Committee
meetings
attended
Remuneration
and
Nomination
Committee
meetings held
Remuneration
and
Nomination
Committee
meetings
attended
Adrian Griffin
Patrick McManus
George Sakalidis*
Gary Johnson**
Chew Wai
Chuen***
Natalia
Streltsova****
6
6
2
6
4
-
6
6
1
6
4
-
2
-
1
2
1
-
2
-
1
2
1
-
2
-
-
2
2
-
2
-
-
2
2
-
* George Sakalidis resigned as Non-executive Director, effective from 26 November 2014.
** Chew Wai Chuen was appointed as Non-executive Director, effective from 26 November 2014.
*** Gary Johnson resigned as Non-executive Director, effective from 30 June 2015
**** Natalia Streltsova was appointed as Non-executive Director, effective from 30 June 2015
Remuneration Report (audited)
This Remuneration Report outlines the director and executive remuneration arrangements of the Company
in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purpose of
this report, Key Management Personnel (KMP) of the Company are defined as those persons having
authority and responsibility for planning, directing and controlling the major activities of the Company,
directly or indirectly, and includes executives of the Company. The information provided in this
remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.
Details of Key Management Personnel
(i) Directors:
Adrian Griffin
Patrick McManus
Chew Wai Chuen
Natalia Streltsova
George Sakalidis
Gary Johnson
Non-Executive Chairman
Managing Director
Non-Executive Director (appointed effective 26 November 2014)
Non-Executive Director (appointed effective 30 June 2015)
Non-Executive Director (resigned effective 26 November 2014)
Non-Executive Director (resigned effective 30 June 2015)
(ii) Executives:
Lindsay Cahill
Robert Van Der Laan
Geologist
Chief Financial Officer
Remuneration Philosophy
The performance of the Company depends upon the quality of its directors and executives. To prosper, the
Company must attract, motivate and retain highly skilled directors and executives.
To this end, the Company embodies the following principles in its remuneration framework:
Provide competitive rewards to attract high calibre executives;
Link executive rewards to shareholder value.
25
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
Shares and options issued under the incentive plans provide an incentive to stay with the Company. At this
time, shares and options issued do not have performance criteria attached. This policy is considered to be
appropriate for the Company, having regard to the current state of its development.
The Company does not have a policy which precludes directors and executives from entering into contracts
to hedge their exposure to options or shares granted to them as remuneration.
The Company also recognises that, at this stage in its development, it is most economical to have only a
few employees and to draw, as appropriate, upon a pool of consultants selected by the directors on the
basis of their known management, geoscientific, and engineering and other professional and technical
expertise and experience. The Company will nevertheless seek to apply the principles described above to
its directors and executives, whether they are employees of/or consultants to the Company.
Remuneration Committee Responsibilities
The Committee assesses the appropriateness of the nature and amount of remuneration of directors and
senior executives on a periodic basis by reference to relevant employment market conditions, with the
overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and
executive team.
Remuneration Structure
In accordance with best practice corporate governance, the structure of non-executive and executive
director remuneration is separate and distinct.
Non-executive director remuneration
Objective
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to
attract and retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
Structure
The Company’s constitution and the ASX Listing Rules specify that the aggregate remuneration of non-
executive directors must be determined from time to time by shareholders of the Company in a general
meeting. An amount not exceeding the amount determined is then divided between the non-executive
directors. As at the date of the report, the aggregate directors’ fees for non-executive Directors has been
set at an amount not exceeding $200,000 per annum (2014: $200,000 per annum).
The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it
is apportioned amongst non-executive directors is reviewed annually. The Board may consider advice from
external consultants, as well as the fees paid to non-executive directors of comparable companies, when
undertaking the annual review process.
Each non-executive director receives a fee for being a director of the Company. No additional fee is paid
for participating in the Audit, Remuneration and Nomination Committees.
Non-executive directors are encouraged by the Board to hold shares in the Company (purchased on market
and in accordance with the Company’s approved policies to ensure there is no insider trading). It is
considered good governance for directors of a company to have a stake in that company. The non-
executive directors of the Company may also participate in the share and option plans as described in this
report.
26
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
As an incentive to employees, Directors, executive officers and consultants, the Company has adopted a
scheme called the Potash West Employee Incentive Scheme (‘the Scheme’). The purpose of the Scheme is
to give employees, Directors, executive officers and consultants of the Company an opportunity to
subscribe for shares and/or options in the Company. The Directors consider that the Scheme will enable
the Company to retain and attract skilled and experienced employees, Board members and executive
officers and provide them with the motivation to participate in the future growth of the Company and, upon
becoming shareholders in the Company, to participate in the Company’s profits and development.
Executive director and senior management remuneration
Objective
The Company aims to reward executives with a level and mix of remuneration commensurate with their
position and responsibilities within the Company and so as to:
reward executives for Company, business team and individual performance;
align the interests of executives with those of shareholders; and
ensure total remuneration is competitive by market standards.
Structure
At this time, the cash component of remuneration paid to the Executive directors, and other senior
managers is not dependent upon the satisfaction of performance conditions.
It is current policy that some executives be engaged by way of consultancy agreements with the
Company, under which they receive a contract rate based upon the number of hours of service
supplied to the Company. There is provision for yearly review and adjustment based on consumer
price indices. Such remuneration is hence not dependent upon the achievement of specific
performance conditions. This policy is considered to be appropriate for the Company, having regard to
the current state of its development.
Executive directors are encouraged by the Board to hold shares in the Company (purchased on market
and in accordance with the Company’s approved policies to ensure there is no insider trading). It is
considered good governance for directors of a company to have a stake in that company. The
Executive directors of the Company may also participate in the share and option plans as described in
this report.
Performance table
The following table details the loss of the Company from continuing operations after income tax, together
with the basic loss per share since the incorporation of the company:
2015
$
2014
$
2013
$
2012
$
2011
$
Net loss from continuing operations
after income tax
Basic loss per share in cents
Share Price in Cents
2,871,003 1,822,505 4,193,632 3,900,096
808,723
1.33
4.9
1.72
3.6
5.85
12.0
5.76
23.0
1.08
18.0
* The Company was registered in November 2010
The options on issue are not considered dilutive for the purpose of the calculation of diluted earnings/loss
per share as their conversion to ordinary shares would not decrease the net profit from continuing
operations per share. Consequently, diluted earnings/loss per share is the same as basic earnings per
share.
27
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
Agreements with non-executive directors
The director’s fees of $90,000 per annum inclusive of superannuation requirements were paid, or due and
payable to Mr Adrian Griffin. In the event of termination, there is no notice period required.
The director’s fees of $50,000 per annum inclusive of superannuation requirements were paid, or due and
payable to Mr George Sakalidis. In the event of termination, there is no notice period required.
The director’s fees of $50,000 per annum inclusive of superannuation requirements were paid, or due and
payable to Mr Gary Johnson. In the event of termination, there is no notice period required.
The director’s fees of $50,000 per annum inclusive of superannuation requirements were paid, or due and
payable to Mr Chew Wai Chuen. In the event of termination, there is no notice period required.
The director’s fees of $50,000 per annum inclusive of superannuation requirements were paid, or due and
payable to Dr Natalia Streltsova. In the event of termination, there is no notice period required.
The company has also entered into a services agreement with Strategic Metallurgy Pty Ltd for the provision
of Metallurgical Services. Service fees are agreed on an arm’s length transaction basis. Mr Gary Johnson is
a director and shareholder of Strategic Metallurgy Pty Ltd.
The company had also entered into a services agreement with Precious Capital Pte Ltd for the provision of
corporate advisor services. Service fees are agreed on an arm’s length transaction basis. However, this
agreement had also been terminated from December 2014. Mr Chew Wai Chuen is a director and
shareholder of Precious Capital Pte Ltd.
Executive director and senior management remuneration
Long-Term Incentive (“LTI”) awards to executives are made under the Employee Share Plan (“ESP”) and
are delivered in the form of shares. Shares granted under the ESP are released equally over 36 months, 12
months from the grant date.
Agreement with Managing Director
On the 6 September 2012, the Remuneration Committee recommended to increase Mr Patrick McManus’s
annual salary from $250,000 inclusive of superannuation requirements to $275,000 per annum inclusive of
superannuation requirement, effective from 1 July 2012.
The agreement can be terminated by either party by giving three months’ notice or payment of three
months’ salary in lieu of notice.
Agreement with Chief Financial Officer
Mr Robert Van Der Laan was appointed as Chief Financial Officer, effective on 13 May 2011. On 5 August
2011 the company entered into an agreement containing the terms and conditions under which the services
of Chief Financial Officer are provided. In the event of termination, there is no notice period required.
The agreement involves the payment to the Company associated with Robert Van der Laan of an hourly
fee of $120 and reimbursement of expenses. The hourly rate was revised up to $130 effective from 1 July
2013.
The company has also entered into an agreement with Richmond Resources Pty Ltd for the transfer of
tenements. Fees are agreed on an arm’s length transaction basis. Mr Robert Van Der Laan is a director
and shareholder of Richmond Resources Pty Ltd.
28
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
The company has also entered into a services agreement with Horn Resources Pty Ltd for the provision of
investor relations, corporate advisory, office accommodation, accounting staff, administrative staff and
exploration staff. Service fees are agreed on an arm’s length transcation basis. Mr Robert Van Der Laan is
a director and shareholder of Horn Resources Pty Ltd.
Agreement with Exploration Manager
On 25 August 2011, the Company and a company associated with Mr Lindsay Cahill entered into an
agreement containing the terms and conditions under which the services of the Mining Services Manager
are provided to the Company. In the event of termination, there is no notice period required.
The agreement involves the payment to the Company associated with Mr Cahill of an hourly fee of $125
and reimbursement of expenses.
Directors’ Remuneration 2015
Short-term
Post-employment benefits
Executive
Directors’
Fees
$
Salary and
Consulting
Fees
$
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Chew Wai Chuen
Natalia Streltsova
Total
73,024
-
- 219,952
15,885
40,537
28,602
-
158,049
-
-
-
-
219,952
Executives’ Remuneration 2015
Superannuation Termination
Share and Option
Based Payments
Contribution
$
Benefits
$
Shares Options
$
$
Total
$
7,808
33,012
1,807
4,338
- 9,167
- 22,036
- 3,140
- 5,126
- - 1,250
-
-
- 40,719
-
46,965
-
90,000
- 275,000
20,833
-
50,000
-
29,852
-
-
-
- 465,685
Executive
Lindsay Cahill
Robert Van der
Laan
Total
Total Directors’
and Executives’
Remuneration
Short-term
Post-employment benefits
Salary
$
Consulting Superannuation Termination
Contribution
$
- -
Benefits
$
Fees
$
- 65,914
- 79,365
-
-
- 145,279
- -
Share and Option
Based Payments
Shares Options
$
$
-
-
-
-
-
-
Total
$
65,914
79,365
145,279
158,049
365,231
46,965
- 40,719
-
610,964
29
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
Directors’ Remuneration 2014
Short-term
Post-employment benefits
Director
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Total
Directors’
Fees
$
Salary and
Consulting
Fees
$
76,982
-
42,711
42,771
162,464
-
228,315
-
-
228,315
Executives’ Remuneration 2014
Superannuation
Termination
Share and Option
Based Payments
Contribution
$
Benefits
$
Shares Options
$
$
Total
$
7,636
33,213
4,242
4,242
49,333
5,382
-
13,472
-
3,047
-
2,987
-
- 24,888
-
-
-
-
-
90,000
275,000
50,000
50,000
465,000
Executive
Lindsay Cahill
Robert Van der
Laan
Total
Total Directors’
and Executives’
Remuneration
Short-term
Post-employment benefits
Consulting Superannuation Termination
Contribution
$
Benefits
$
Share and Option
Based Payments
Shares Options
$
$
-
-
-
-
-
-
-
-
Total
$
54,083
86,172
Salary
$
-
-
Fees
$
54,083
86,172
- 140,255
-
- - -
140,255
162,464
368,570
49,333
- 24,888
-
605,255
Incentive shares and options: Granted and vested during the year
Shares
There were no shares issued to key management personnel as part of the incentive plan during the year
ended 30 June 2015 (2014: nil).
Options
There were no options granted to key management personnel as part of the incentive plan during the year
ended 30 June 2015 (2014: nil).
30
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management personnel, which including the
directors and executives.
(a)
Share holdings of Key Management Personnel
2015
Balance at 1 July
2014
Ordinary
Granted as
remuneration
Ordinary
On Exercise of
Options
Ordinary
Net change other
Ordinary
Balance at 30 June
2015
Ordinary
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Chew Wai Chuen
Natalia Streltsova
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
5,890,297
3,384,121
1,080,600
436,097
91,389
-
10,882,504
205,636
494,286
69,465
114,973
31,250
-
915,610
-
-
-
-
-
-
-
3,755,082
6,786,023
10,541,105
-
-
-
-
-
-
Total Directors' and Executives Share holdings
21,423,609
915,610
-
-
-
-
(380,788)
-
-
(380,788)
(40,000)
(255,000)
(295,000)
(675,788)
6,095,933
3,878,407
1,150,065
170,282
122,639
-
11,417,326
3,715,082
6,531,023
10,246,105
21,663,431
2014
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
Total Directors' and Executives Share holdings
Balance at 1 July
2013
Ordinary
Granted as
remuneration
Ordinary
On Exercise of Options
Net change other
Ordinary
Ordinary
Balance at 30 June
2014
Ordinary
5,175,622
2,612,205
947,205
339,121
9,074,153
554,863
75,000
629,863
9,704,016
99,667
249,475
56,420
55,309
460,871
-
-
-
460,871
31
-
-
-
-
-
615,008
522,441
76,975
41,667
1,256,091
5,890,297
3,384,121
1,080,600
436,097
10,791,115
-
-
-
3,200,219
6,711,023
9,911,242
3,755,082
6,786,023
10,541,105
-
11,167,333
21,332,220
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
(b) Partly Paid Contributing Shares of Key Management Personnel
2015
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Chew Wai Chuen
Natalia Streltsova
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
Balance at 1 July
2014
Partly Paid
Granted as
remuneration
Partly Paid
On Exercise of Options
Net change other
Partly Paid
Partly Paid
Balance at 30 June
2015
Partly Paid
2,895,317
1,567,323
454,705
-
-
-
4,917,345
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,895,317
1,567,323
454,705
-
-
-
4,917,345
1,877,542
2,823,012
4,700,554
-
-
-
-
-
-
-
-
-
1,877,542
2,823,012
4,700,554
Total Directors' and Executives Share holdings
9,617,899
-
-
-
9,617,899
2014
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
Balance at 1 July
2013
Partly Paid
Granted as
remuneration
Partly Paid
On Exercise of Options
Net change other
Partly Paid
Partly Paid
Balance at 30 June
2014
Partly Paid
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,895,317
1,567,323
454,705
-
4,917,345
2,895,317
1,567,323
454,705
-
4,917,345
-
-
-
-
-
-
-
-
-
1,877,542
2,823,012
4,700,554
1,877,542
2,823,012
4,700,554
Total Directors' and Executives Share holdings
-
-
-
9,617,899
9,617,899
32
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
(c) Option holdings of Key Management Personnel
2015
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Chew Wai Chuen
Natalia Streltsova
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
Balance at 1
July 2014
Number
Granted as
remuneration
Number
Options
exercised
Number
Net change other
Number
Balance at 30
June 2015
Number
Not
exercisable
Number
Exercisable
Number
509,090
1,535,834
475,000
491,667
-
-
3,011,591
-
-
-
-
-
-
-
613,637
1,754,534
2,368,171
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(309,090)
(785,834)
(275,000)
(291,667)
-
-
(1,661,591)
(613,637)
(1,504,534)
(2,118,171)
(3,779,762)
200,000
750,000
200,000
200,000
-
-
1,350,000
-
-
-
-
-
-
-
200,000
750,000
200,000
200,000
-
-
1,350000
-
250,000
250,000
-
-
-
-
250,000
250,000
1,600,000
-
1,600,000
Total Directors' and Executives Share holdings
5,379,762
-
2014
Directors
Adrian Griffin
Patrick McManus
George Sakalidis
Gary Johnson
Total
Executives
Lindsay Cahill
Robert Van der Laan
Total
Balance at 1
July 2013
Granted as
remuneration
Options
exercised
Net change other
Balance at 30
June 2014
Not
exercisable
Exercisable
Number
Number
Number
Number
Number
Number
Number
450,000
1,250,000
450,000
450,000
2,600,000
-
-
-
-
-
-
-
-
-
-
59,090
285,834
25,000
41,667
411,591
509,090
1,535,834
475,000
491,667
3,011,591
-
-
-
-
-
500,000
-
-
-
-
-
500,000
-
-
113,637
1,754,534
1,868,171
613,637
1,754,534
2,368,171
-
-
-
509,090
1,535,834
475,000
491,667
3,011,591
613,637
1,754,534
2,368,171
Total Directors' and Executives Share holdings
3,100,000
-
-
2,279,762
5,379,762
-
5,379,762
33
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Report (continued)
Remuneration Report (audited) (continued)
(d) Other Transactions with Key Management Personnel
There were no other transactions with key management personnel.
End of Remuneration Report.
34
For personal use only
Potash West NL
A.C.N. 147 346 334
Auditor’s Independence Declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act
2001 is set out on page 36 and forms part of this report.
This report is made in accordance with a resolution of directors.
Patrick McManus
Managing Director
Perth
Dated: 30 September 2015
35
For personal use only Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s Independence Declaration to the Directors of Potash West NL
In relation to our audit of the financial report of Potash West NL for the financial year ended 30 June
2015, to the best of my knowledge and belief, there have been no contraventions of the auditor
independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.
Ernst & Young
Robert A Kirkby
Partner
30 September 2015
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
RK:MW:PotashWest:092
36
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement
The Company is committed to implementing the highest standards of corporate governance. In
determining what those high standards should involve the Company has considered the ASX Corporate
Governance Council’s Principles of Good Corporate Governance and Recommendations.
In line with the above, the Board has set out the way forward for the Company in its implementation of its
Principles of Good Corporate Governance and Recommendations. The approach taken by the board was
to set a blueprint for the Company to follow as it introduces elements of the governance process. Due to
the current size of the Company and the scale of its operations it is neither practical nor economic for the
adoption of all of the recommendations approved via the board charter. Where the Company has not
adhered to the recommendations it has stated that fact in this Corporate Governance Statement however
has set out a mandate for future compliance when the size of the Company and the scale of its operations
warrants the introduction of those recommendations. Date of last review and Board approval: 14
September 2015.
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1
listed entity
A
disclose:
should
Yes
a)
b)
the respective roles
and responsibilities of
its
and
board
management; and
matters
those
expressly reserved to
the board and those
to
delegated
management.
Board
Charter
Code of
Conduct,
Independent
Professional
Advice
Policy
Website
to
discharge
adequately
To add value to the Company the Board has been
formed so that it has effective composition, size and
it
commitment
responsibilities and duties. Directors are appointed
based on the specific skills required by the Company
and on their decision-making and judgment. The
Board’s role is to govern the Company rather than to
manage it. In governing the Company, the Directors
must act in the best interests of the Company as a
whole. It is the role of senior management to
manage
the
direction and delegations of the Board and the
responsibility of the Board to oversee the activities of
management in carrying out those delegated duties.
in accordance with
the Company
is
to drive
the performance of
In carrying out its governance role, the main task of
the
the Board
Company. The Board must also ensure that the
Company complies with all of
its contractual,
statutory and any other legal obligations, including
the requirements of any regulatory body. The Board
the successful
has
operations of the Company. To assist the Board
carry its functions, it has developed a Code of
Conduct to guide the Directors.
responsibility
final
the
for
In general, the Board is responsible for, and has the
authority to determine, all matters relating to the
policies, practices, management and operations of
the Company. It is required to do all things that may
be necessary to be done in order to carry out the
objectives of the Company.
Without intending to limit this general role of the
Board, the principal functions and responsibilities of
the Board include the following.
37
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Recommendation 1.1 (continued)
• Leadership of the Organisation: overseeing
the Company and establishing codes that
reflect the values of the Company and guide
the conduct of the Board.
• Strategy Formulation: to set and review the
overall strategy and goals for the Company
and ensuring that there are policies in place to
govern the operation of the Company.
• Overseeing Planning Activities:
the
development of the Company’s strategic plan
and
policy
Compliance
the development of
• Shareholder Liaison:
the price or value of
ensuring effective
communications with shareholders through an
and
communications
appropriate
promoting participation at general meetings of
the Company as well as ensuring timely and
balanced disclosures of all material information
concerning the Company that a reasonable
person would expect to have a material effect
the entity’s
on
securities.
• Monitoring,
Risk
Management:
the
Company’s risk management, compliance,
control and accountability systems and
monitoring and directing the financial and
operational performance of the Company.
• Company Finances: approving expenses and
approving
acquisitions,
and monitoring
divestitures and financial and other reporting
the
along with ensuring
Company’s financial and other reporting.
reviewing
the
performance of Executive Officers and
senior
monitoring
management in their implementation of the
Company’s strategy.
performance
• Human
integrity of
Resources:
the
the
of
reviewing
to ensure
the effectiveness of
• Ensuring the Health, Safety and Well-Being of
Employees: in conjunction with the senior
management team, developing, overseeing
and
the
Company’s occupational health and safety
systems
the well-being of all
employees.
• Delegation
delegating
appropriate powers to the Managing Director
to
day-to-day
management of the Company and establishing
and determining the powers and functions of
the Committees of the Board.
of Authority:
effective
ensure
the
• Monitoring the effectiveness of the Company’s
corporate governance practices.
38
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Recommendation 1.1 (continued)
Recommendation 1.2
A listed entity should:
a) undertake
appropriate
checks
before appointing a
or putting
person,
forward to security
holders a candidate
for election, as a
director; and
security
b) provide
with
all
holders
information
material
in
possession
its
relevant to a decision
on whether or not to
elect or re- elect a
director.
Yes,
however the
full
information
of new
Directors for
election was
not included
in all notices
of meeting
but will be
included in
future
notices of
meeting
Full details of the Board’s and Company Secretary’s
roles and responsibilities are contained in the Board
Charter. The Board collectively and each Director has
the right to seek independent professional advice at
the Company’s expense, up to specified limits, (that
limit is currently set at $2,000), to assist them to carry
out their responsibilities.
Director
Selection
Procedure
Website
the specific
Directors are appointed based on
governance skills required by the Company. Given the
size of the Company and the business that it operates,
the Company aims at all times to have at least one
Director with experience appropriate to the Company’s
operations. The Company’s current Directors all have
relevant experience in the operations. In addition,
Directors should have the relevant blend of personal
experience in:
• Accounting and financial management; and
• Director-level business experience.
Each member of the Board is committed to spending
sufficient time to enable them to carry out their duties
as a Director of the Company.
to
for
the Board,
is also given
In determining candidates
the
Nomination Committee follows a prescribed process
whereby it evaluates the mix of skills, experience and
expertise of the existing Board. In particular, the
Nomination Committee is to identify the particular skills
that will best increase the Board's effectiveness.
the balance of
Consideration
independent directors.
Potential candidates are
identified and, if relevant, the Nomination Committee
(or equivalent) recommends an appropriate candidate
for appointment to the Board. Any appointment made
by the Board is subject to ratification by shareholders
at the next general meeting. Each Non-Executive
Director has a written agreement with the Company
that covers all aspects of their appointment including
term,
remuneration,
disclosure of interests that may affect independence,
guidance on complying with the Company’s corporate
governance policies and the right to seek independent
advice, indemnity and insurance arrangements, rights
of access to the Company’s information and ongoing
confidentiality obligations as well as roles on the
Company’s committees.
time commitment
required,
39
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Recommendation 1.2 (continued)
Recommendation 1.3
A listed entity should have
a written agreement with
each director and senior
executive setting out the
terms of their
appointment.
Yes
Kept at
registered
office,
Independent
Professional
Advice
Policy
Each executive director’s agreement with
the
Company includes the same details as the non-
executive directors’ agreements but also includes a
and
position
termination clauses.
description,
hierarchy
reporting
is
responsible
The Nomination Committee
for
implementing a program to identify, assess and
enhance Director competencies. In addition, the
Nomination Committee puts in place succession
plans
to ensure an appropriate mix of skills,
experience, expertise and diversity are maintained on
the Board.
The Company has entered into an agreement with
each director setting out
their
appointment.
terms of
the
term,
including
Each non-executive director has a written agreement
with the Company that covers all aspects of their
appointment
time commitment
required, remuneration, disclosure of interests that
may affect independence, guidance on complying
with the Company’s corporate governance policies
and the right to seek independent advice, indemnity
and insurance arrangements, rights of access to the
Company’s information and ongoing confidentiality
obligations as well as roles on the Company’s
committees.
Each member of the Board is committed to spending
sufficient time to enable them to carry out their duties
as a Director of the Company.
Yes
Board
Charter
Website
Full details of the Board’s and Company Secretary’s
roles and responsibilities are contained in the Board
Charter.
Recommendation 1.4
The company secretary of
a listed entity should be
accountable directly to the
board, through the chair,
on all matters to do with
the proper functioning of
the board.
40
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Recommendation 1.5
of
to
A listed entity should:
a) have a diversity policy
includes
which
requirements for the
board or a relevant
the
committee
set
board
measurable
for
objectives
gender
achieving
diversity
to
assess annually both
the objectives and the
entity’s progress in
achieving them;
and
b) disclose that policy or
a summary of it; and
Yes
Diversity
Policy
Website
The Company recognises and respects the value of
diversity at all levels of the organisation. The
Company
to setting measurable
objectives for attracting and engaging women at the
Board level, in senior management and across the
whole organisation.
is committed
The Diversity Policy was re-adopted during the year
and the Company set the following objectives for the
employment of women:
•
•
•
to the Board – 25% by 2016
to senior management – no target set
to the organisation as a whole – 30% by 2016
As at the date of this report, the Company has the
following proportion of women appointed:
•
•
•
to the Board – 25%
to senior management (including Company
Secretary) – 33%
to the organisation as a whole – 22%
that
The Company recognises
the mining and
exploration industry is intrinsically male dominated in
many of the operational sectors and the pool of
women with appropriate skills will be limited in some
instances. The Company recognises that diversity
extends
to matters of age, disability, ethnicity,
marital/family status, religious/cultural background
and sexual orientation.
the
Company will seek to identify suitable candidates for
positions from a diverse pool. The addition of Chew
Wai Chuen to the Board provides a different cultural
view to the operations of the Company.
Where possible,
41
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Recommendation 1.5 (continued)
c) disclose as at
the
the
end
each
of
reporting period the
measurable
for
objectives
achieving
gender
diversity set by the
board or a relevant
committee of
the
board in accordance
entity’s
with
diversity policy and
its progress towards
achieving them, and
either:
respective
the
1)
proportions
of
men and women
on the board, in
senior executive
positions
and
across the whole
organisation
(including
how
the entity has
“senior
defined
for
executive”
these purposes);
or
if the entity is a
“relevant
employer” under
the Workplace
Gender Equality
the entity’s
Act,
recent
most
“Gender Equality
Indicators”,
as
in and
defined
published under
that Act.
2)
42
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 1: Lay solid foundations for management and oversight (continued)
Yes
Board,
Committee
& Individuals
Performance
Evaluation
Procedure
Website
It is the policy of the Board to conduct evaluation of
its performance. The objective of this evaluation is to
provide best practice corporate governance to the
Company. During the financial year an evaluation of
the performance of the Board and its members was
not formally carried out. However, a general review of
the Board and senior executives has occurred on an
on-going basis to ensure that structures suitable to
the Company's status as a listed entity are in place.
Recommendation 1.6:
A listed entity should:
a) have and disclose a
for
process
periodically evaluating
the performance of
its
the
board,
and
committees
directors;
individual
and
b) disclose,
relation
reporting
to each
period, whether a
performance
was
evaluation
the
undertaken
in
reporting period
in
accordance with that
process.
in
Recommendation 1.7:
Board,
Committee
& Individuals
Performance
Evaluation
Procedure
Website
It is the policy of the Board to conduct evaluation of
individuals’ performance. The objective of this
evaluation is to provide best practice corporate
governance to the Company. During the financial
year an evaluation of
the
individuals was not formally carried out. However, a
general review of the individuals has occurred on an
on-going basis to ensure that structures suitable to
the Company's status as a listed entity are in place.
the performance of
A listed entity should:
a) have and disclose a
Yes
process for
periodically evaluating
the performance of
its senior executives;
and
b) disclose, in relation
to each reporting
period, whether a
performance
evaluation was
undertaken in the
reporting period in
accordance with that
process.
43
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance Reference
Commentary
Principle 2: Structure the board to add value
Recommendation 2.1
listed
The board of a
entity should:
a) have a nomination
committee which:
1) has at least three
members,
a
majority of whom
independent
are
directors; and
is chaired by an
independent
director,
disclose:
the charter of the
committee;
the members of
committee;
the
and
and
4)
3)
2)
b)
5) as at the end of
reporting
each
the
period,
number of times
committee
the
met
throughout
the period and the
individual
attendances
of
the members at
those meetings;
or
if it does not have a
nomination
committee, disclose
the
fact and
that
processes it employs
board
to address
issues
succession
and
that
to ensure
the
the board has
appropriate balance
of skills, knowledge,
experience,
and
independence
diversity to enable it
its
to discharge
and
duties
responsibilities
effectively.
year
end,
of
The role of the Nomination Committee is to help
achieve a structured Board that adds value to the
Company by ensuring an appropriate mix of skills are
present in Directors on the Board at all times. At
the
the Nomination Committee
consisted
three Non-Executive directors,
being Natalia Streltsova, Adrian Griffin and Chew
the Company Secretary. The
Wai Chuen and
is Natalia
Chair of
Streltsova, an
The
Nomination Committee met once during the year and
all members at the time were present.
the Nomination Committee
independent
director.
including
The responsibilities of the Nomination Committee
include devising criteria
for Board membership,
regularly reviewing the need for various skills and
experience on the Board and identifying specific
individuals for nomination as Directors for review by
the Board. The Nomination Committee also oversees
management
the
succession plans
Managing Director and his/her direct reports and
evaluate
the Board’s performance and make
recommendations for the appointment and removal of
Directors.
remuneration,
expectations, terms, the procedures for dealing with
conflicts of interest and the availability of independent
professional advice are clearly understood by all
Directors, who are experienced public company
Directors. The Board collectively and each Director
has the right to seek independent professional advice
at the Company’s expense, up to specified limits,
(that limit is currently set at $2,000), to assist them to
carry out their responsibilities.
Matters
such as
Yes
Nomination
Committee
Charter,
Independent
Professional
Advice
Policy
Website
44
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 2: Structure the board to add value (continued)
Recommendation 2.2
listed entity should
A
have and disclose
a
board skills matrix setting
out the mix of skills and
diversity
the board
currently has or is looking
to
its
achieve
membership.
that
in
Recommendation 2.3
listed entity should
A
disclose:
a)
of
the names of
the
directors considered
by the board to be
independent
directors;
if a director has an
position,
interest,
or
association
relationship
the
type described in Box
2.3 but the board is
of the opinion that it
not
does
compromise
the
independence of the
the nature
director,
interest,
the
of
position, association
in
relationship
or
an
and
question
explanation of why
the board is of that
opinion; and
the length of service
of each director.
b)
c)
Yes
Internal
management
document
The Company has reviewed the skill set of its Board
to determine where the skills lie and any relevant
gaps in skills shortages. The Company is working
towards filling these gaps through professional
development initiatives as well as seeking to identify
suitable Board candidates for positions from a
diverse pool.
Yes
Board
Charter,
Independence
of Directors
Assessment
Website
The Company recognises the importance of Non-
Executive Directors and the external perspective
and advice that Non-Executive Directors can offer.
An Independent Director:
1.
2.
is a Non-Executive Director and;
is not a substantial shareholder of the
Company or an officer of, or otherwise
associated directly with, a substantial
shareholder of the Company;
3. within the last three years has not been
employed in an executive capacity by the
Company or another group member, or
been a Director after ceasing to hold any
such employment;
4. within the last three years has not been a
principal of a material professional adviser
or a material consultant to the Company or
another group member, or an employee
materially associated with
the service
provided;
is not a material supplier or customer of the
Company or another group member, or an
officer of or otherwise associated directly or
indirectly with a material supplier or
customer;
5.
6. has no material contractual relationship
with the Company or other group member
other than as a Director of the Company;
7. has not served on the Board for a period
which could, or could
reasonably be
perceived to, materially interfere with the
Director’s ability to act in the best interests
of the Company; and
45
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 2: Structure the board to add value (continued)
Recommendation 2.3 (continued)
8.
is free from any interest and any business
or other relationship which could, or could
reasonably be perceived
to, materially
interfere with the Director’s ability to act in
the best interests of the Company.
Materiality for the purposes of points 1 to 8 above is
determined on the basis of both quantitative and
qualitative aspects with regard to the independence
of Directors. An amount over 5% of the Company’s
expenditure or 10% of the particular directors
annual gross income is considered to be material.
A period of more than six years as a Director would
assessing
be
independence.
considered material
when
Adrian Griffin (appointed 12 November 2010) is a
the
Non-Executive Director and Chairman of
Company and meets the Company’s criteria for
independence. Although Adrian Griffin has entered
into a profit á prendre re mineral interest rights with
to be
the Company, he
independent as the agreement is not considered to
be material as
is
insignificant to both parties. His experience and
knowledge of the Company makes his contribution
to the Board such that it is appropriate for him to
remain on
in his position as
Chairman.
the proportion vended
is still considered
the Board and
in
Chew Wai Chuen (appointed 26 November 2014) is
a Non-Executive Director of the Company and
meets the Company’s criteria for independence. His
experience and knowledge of the Company makes
is
his contribution
appropriate for him to remain on the Board and in
his position as a Non-Executive Director.
the Board such
that
to
it
Natalia Streltsova (appointed 30 June 2015) is a
Non-Executive Director of the Company and meets
the Company’s criteria for independence. Her
experience and knowledge of the Company makes
is
her contribution
appropriate for her to remain on the Board and in his
position as a Non-Executive Director.
the Board such
that
to
it
Patrick McManus (appointed 23 November 2010) is
an Executive Director of the Company and does not
meet the Company’s criteria for independence.
However, his experience and knowledge of the
Company makes his contribution to the Board such
that it is appropriate for him to remain on the Board.
46
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 2: Structure the board to add value (continued)
Recommendation 2.4
A majority of the board of
a listed entity should be
independent directors.
Yes
Independence
of Directors
Assessment
Website
The Board has a majority of Directors who are
independent.
Recommendation 2.5
The chair of the board of
a listed entity should be
independent director
an
and, in particular, should
not be the same person
as the CEO of the entity.
Recommendation 2.6
Yes
Independence
of Directors
Assessment
Website
The Chairperson is an independent Director who is
not the CEO / Managing Director.
It is the policy of the Company that each new
Director undergoes an induction process in which
they are given a full briefing on the Company.
Where possible this includes meetings with key
executives, tours of the premises, an induction
package and presentations. Information conveyed
to new Directors include:
•
•
•
•
as
conduct
details of the roles and responsibilities of a
Director;
formal policies on Director appointment as
contribution
well
expectations;
a copy of
the Corporate Governance
Statement, Charters, Policies and Memos
and
a copy of the Constitution of the Company.
and
In order to achieve continuing improvement in Board
performance, all Directors are encouraged
to
undergo continual professional development. The
Board has implemented an Ongoing Education
Framework.
for
A listed entity should have
a program
inducting
new directors and provide
appropriate
professional
development opportunities
for directors
to develop
and maintain the skills and
knowledge
to
perform
role as
directors effectively.
needed
their
Yes
Director
Induction
Program,
Ongoing
Education
Framework
Website
47
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 3: Act ethically and responsibly
Recommendation 3.
a
A listed entity should:
code
a) have
for
conduct
directors,
executives
employees; and
b) disclose that code or
a summary of it.
of
its
senior
and
Yes
Code of
Conduct
Website
As part of its commitment to recognising the
legitimate interests of stakeholders, the Company
has established a Code of Conduct to guide
compliance with legal and other obligations to
legitimate stakeholders. These stakeholders include
employees,
government
authorities, creditors and the community as whole.
customers,
clients,
Principle 4: Safeguard integrity in corporate reporting
Recommendation 4.1
The board of a
listed
entity should: (a) have
committee
an
which:
a) has at
audit
all
are
least
three
of
members,
non-
whom
directors
executive
and a majority of
whom
are
independent
directors; and
1)
is chaired by an
independent
director, who
not
the board,
and disclose:
2)
is
the chair of
the charter of the
committee;
the
relevant
qualifications and
4) experience of the
members of the
committee; and
in relation to each
reporting period,
of
the number
the
times
committee met
the
throughout
the
period and
individual
attendances
of
the members at
those meetings;
or
3)
5)
relevant
Directors
During the reporting year, the Audit and Risk
Committee consisted of Natalia Streltsova, Adrian
are
Griffin and Chew Wai Chuen who
independent
with
Non-Executive
experience
to being a member of the
Audit and Risk Committee. Natalia Streltsova is a
graduate of AICD. She has had experience with
audit and financial compliance as part of her
companies.
responsibilities
Adrian Griffin’s financial experience is limited
to
practical application as a director of a number
of private and public companies over a period
of 30 years. Chew Wai Chuen is a Qualified
Chartered Financial Planner, holding BBA and MBA
qualifications. He has had experience with financial
compliance as part of his engagement with various
companies.
various
with
The Audit and Risk Committee met once during the
year and all members at the time were present.
as
appoint
Barry Woodhouse
As of 24 September 2015, the Board has resolved
to
the
Independent Chairman of
the Audit and Risk
Committee. Mr Woodhouse is a CPA and a Fellow
of Governance Institute of Australia and has more
than 27 years’ experience in the junior mineral
exploration, mineral production, mining services and
manufacturing sectors in both private and public
companies in Australian and foreign jurisdictions.
The Board also resolved that Chew Wai Chuen is no
longer a member of the Audit and Risk Committee.
Yes
Audit and
Risk
Committee
Charter
Website
48
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 4: Safeguard integrity in corporate reporting (continued)
Recommendation 4.1 (continued)
b)
of
that
if it does not have an
committee,
audit
disclose
fact
and the processes it
employs
that
independently verify
and safeguard the
its
integrity
corporate reporting,
the
including
the
processes
appointment
and
the
removal
external auditor and
the
the
rotation of
audit
engagement
partner.
for
of
Recommendation 4.2
the
that
that,
listed
The board of a
it
entity should, before
approves
entity’s
financial statements for a
financial period, receive
from its C E O and CFO a
in
declaration
their
financial
opinion,
the
records of the entity have
been properly maintained
and
financial
the
statements comply with
appropriate
the
accounting
standards
and give a true and fair
financial
the
view of
position and performance
of the entity and that the
opinion has been formed
on the basis of a sound
system
risk
management and internal
control which is operating
effectively.
of
to
the Board
The Managing Director and the Chief Financial
Officer provide a declaration
in
accordance with section 295A of the Corporations
Act for each financial report and assure the Board
that such declaration is founded on a sound system
of risk management and internal control and that the
in all material
is operating effectively
system
respects in relation to financial reporting risks.
Yes
Kept at
registered
office
49
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 4: Safeguard integrity in corporate reporting (continued)
Recommendation 4.3
A listed entity that has an
AGM should ensure that
its external auditor attends
its AGM and is available
to answer questions from
security holders relevant
to the audit.
Yes
AGM
The external auditor is invited to attend every AGM
for the purpose of answering questions from security
holders relevant to the audit.
Principle 5: Make timely and balanced disclosure
Recommendation 5.1
A listed entity should:
a) have a written policy
for complying with its
continuous disclosure
obligations under the
Listing Rules; and
b) disclose
that policy
or a summary of it.
Yes
Continuous
Disclosure
Policy
Website
The Board has designated the Company Secretary
as the person responsible for overseeing and
coordinating disclosure of information to the ASX as
well as communicating with the ASX. In accordance
with
the Company
immediately notifies the ASX of information:
the ASX Listing Rules
the price or value of
1. concerning the Company that a reasonable
person would expect to have a material
the
effect on
Company’s securities; and
that would, or would be likely to, influence
persons who commonly invest in securities
in deciding whether to acquire or dispose of
the Company’s securities.
2.
Principle 6: Respect the rights of security holders
Recommendation 6.1
listed entity should
A
provide information about
itself and its governance
its
to
website.
investors
via
Yes
Website
Disclosure
Policy
Website
The Company’s website includes the following:
• Corporate Governance policies, procedures,
charters, programs, assessments, codes
and frameworks
• Names and biographical details of each of
its directors and senior executives
• Constitution
• Copies of annual, half yearly and quarterly
reports
ASX announcements
•
• Copies of notices of meetings of security
holders
• Media releases
• Overview of
the Company’s
current
business, structure and history
50
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 6: Respect the rights of security holders (continued)
Recommendation 6.1 (continued)
• Details of upcoming meetings of security
holders
• Summary of the terms of the securities on
issue
• Historical market price information of the
securities on issue
• Contact details for the share registry and
media enquiries
• Share registry key security holder forms
Recommendation 6.2
A
listed entity should
design and implement an
relations
investor
facilitate
program
two-way
effective
communication
with
investors.
to
Yes
Shareholder
Communication
Policy, Social
Media Policy
Website
Recommendation 6.3
A
listed entity should
disclose the policies and
processes it has in place
to facilitate and encourage
participation at meetings
of security holders.
Yes
Shareholder
Communication
Policy
Website
51
The Company
its
shareholders and to facilitate the effective exercise
of those rights the Company is committed to:
rights of
respects
the
•
through
effectively
with
communicating
shareholders
the
market via ASX, information mailed to
shareholders and the general meetings of
the Company;
releases
to
•
• giving shareholders
ready access
the Company and
to
balanced and understandable information
about
corporate
proposals;
requesting the external auditor to attend
the annual general meeting and be
available to answer shareholder questions
about the conduct of the audit and the
preparation and content of the auditor’s
report of future Annual Reports.
The Company also makes available a telephone
number and email address for shareholders to
make enquiries of the Company.
the
respects
rights of
The Company
its
shareholders and to facilitate the effective exercise
of those rights the Company is committed to
making it easy for shareholders to participate in
The
shareholder meetings of the Company.
Company also makes available a
telephone
number and email address for shareholders to
make enquiries of the Company.
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 6: Respect the rights of security holders (continued)
Recommendation 6.4
holders
to
A listed entity should give
the
security
receive
option
from
communications
send
and
to,
communications
the
its security
entity and
registry electronically.
Yes
Shareholder
Communication
Policy
Website
Shareholders are regularly given the opportunity to
receive communications electronically.
Principle 7: Recognise and manage risk
Recommendation 7.1
The Board has not established a separate Risk
Committee, and therefore it is not structured in
accordance with Recommendation 7.1. Given the
current size and composition of the Board, the
Board believes that there would be no efficiencies
gained by establishing a separate Risk Committee.
Accordingly, the Board performs the role of Risk
Committee. Items that are usually required to be
discussed by a Risk Committee are discussed at a
separate meeting when required. When the Board
convenes as the Risk Committee it carries out
those functions which are delegated to it in the
Company’s Risk Committee Charter. The Board
deals with any conflicts of interest that may occur
when convening
the Risk
Committee by ensuring that the Director with
conflicting interests is not party to the relevant
discussions.
the capacity of
in
The Board as a whole did not meet as the Risk
Committee during the year. Risk identification and
risk management discussions occurred at several
Board meetings throughout the year. To assist the
Board to fulfil its function as the Risk Committee,
the Company has adopted a Risk Management
Policy.
No
Risk
Management
Policy
Website
listed
The board of a
entity should:
a) have a committee or
committees
to
oversee risk, each
of which:
1) has at least three
members,
a
majority of whom
independent
are
directors; and
is chaired by an
independent
director,
disclose:
the charter of the
committee;
the members of
committee;
the
and
and
3)
2)
4)
5) as at the end of
reporting
each
the
period,
number of times
committee
the
met
throughout
the period and
the
individual
of
attendances
the members at
those meetings;
or
52
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 7: Recognise and manage risk (continued)
Recommendation 7.1 (continued)
b)
that
if it does not have a
risk committee or
that
committees
(a) above,
satisfy
disclose
fact
and the processes it
for
employs
the
overseeing
entity’s
risk
management
framework.
Recommendation 7.2
or
board
The
a
committee of the board
should:
a)
the entity’s
review
management
risk
least
framework at
annually
to satisfy
itself that it continues
to be sound; and
in relation
disclose,
reporting
to each
period,
whether
such a review has
taken place.
Yes
Risk
Management
Policy
Website
The Company’s Risk Management Policy states
that the Board as a whole is responsible for the
oversight of the Company’s risk management and
control
the
The objectives of
Company’s Risk Management Strategy are to:
framework.
•
•
•
•
identify risks to the Company;
balance risk to reward;
ensure regulatory compliance is achieved;
and
ensure senior executives, the Board and
investors understand the risk profile of the
Company.
The Board monitors
arrangements including:
risk
through
various
•
regular Board meetings;
•
share price monitoring;
• market monitoring; and
•
regular review of financial position and
operations.
is considered a sound strategy
The Company has developed a Risk Register in
order to assist with the risk management of the
Company. The Company’s Risk Management
Policy
for
addressing and managing risk. During the year,
management regularly reported to the Board on the
following categories of risks affecting the Company
as part of the Company’s systems and processes
for managing material business risks: operational,
financial reporting, sovereignty and market-related
risks.
53
For personal use only Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 7: Recognise and manage risk (continued)
Recommendation 7.2 (continued)
risk management
The Board is responsible for the oversight of the
and
Company’s
control
framework. Responsibility
for control and risk
management is delegated to the appropriate level
of management within the Company with the
Managing Director and Chief Financial Officer (or
equivalent) having ultimate responsibility to the
the risk management and control
Board
framework. Arrangements put in place by the Board
to monitor risk management include:
for
•
regular reporting to the Board in respect of
operations and the financial position of the
Company;
• where appropriate
the appointment of
appropriately skilled consultants to provide
independent assessment of operational
results, proposals and activities; and
Use of a
management.
risk
register
to assist with
risk
Recommendation 7.3
b)
listed entity should
A
disclose:
a)
if it has an internal
audit function, how
the
is
function
structured and what
role it performs; or
if it does not have an
audit
internal
function,
fact
and the processes it
employs
for
evaluating
and
continually improving
the effectiveness of
its risk management
and internal control
processes.
that
which
overseeing
When the Audit and Risk Committee convenes it
carries out those functions which are delegated to it
in the Company’s Audit and Risk Committee
Charter
the
include
establishment and implementation by management
of a system for identifying, assessing, monitoring
the
and managing material
Company, which includes the Company’s internal
compliance and control systems.. Due to the
nature and size of the Company's operations, and
the Company’s ability to derive substantially all of
the benefits of an
internal audit
function, the expense of an independent internal
auditor is not considered to be appropriate.
independent
throughout
risk
No
Audit and Risk
Committee
Charter
Website
54
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 7: Recognise and manage risk (continued)
Recommendation 7.4
A
listed entity should
disclose whether it has
any material exposure to
economic, environmental
and social sustainability
risks and, if it does, how
it manages or intends to
manage those risks.
Yes
Corporate
Governance
Statement
The Company has considered
its economic,
environmental and social sustainability risks by way
of internal review and has concluded that it is not
subject to material economic, environmental and
social sustainability risks.
Principle 8: Remunerate fairly and responsibly
Recommendation 8.1
listed
The board of a
entity should:
a) have a remuneration
committee which:
1) has at least three
members,
a
majority of whom
independent
are
directors; and
is chaired by an
independent
director,
and disclose:
the charter of the
committee;
the members of
committee;
the
and
3)
4)
2)
5) as at the end of
reporting
each
period,
the
number of times
committee
the
throughout
met
the period and
individual
the
attendances
of
the members at
those meetings;
or
of
The
the
responsibilities
The role of the Remuneration Committee is to
assist the Board in fulfilling its responsibilities in
respect of establishing appropriate remuneration
levels and incentive policies for employees. During
the year, the Remuneration Committee consisted of
three Non-Executive Directors, being Natalia
Streltsova, Adrian Griffin and Chew Wai Chuen and
The Chair of
the Company Secretary.
the
is Natalia Streltsova,
Remuneration Committee
an
The Remuneration
independent director.
Committee met once during the financial year
time were
ended and all members at
present.
the
Remuneration Committee include setting policies
for senior officers’ remuneration, setting the terms
and conditions of employment for the Managing
Director, reviewing and making recommendations
to the Board on the Company’s incentive schemes
and superannuation arrangements, reviewing the
remuneration of both Executive and Non-Executive
Directors, recommendations for remuneration by
gender and making recommendations on any
proposed changes and undertaking reviews of the
Managing Director’s performance, including, setting
with the Managing Director goals and reviewing
progress in achieving those goals. The Board
collectively and each Director has the right to seek
independent professional advice at the Company’s
expense, up to specified limits, (that limit is
currently set at $2,000), to assist them to carry out
their responsibilities.
Yes
Remuneration
Committee
Charter,
Independent
Professional
Advice Policy
Website
55
For personal use only
Potash West NL
A.C.N. 147 346 334
Corporate Governance Statement (continued)
Principle /
Recommendation
Compliance
Reference
Commentary
Principle 8: Remunerate fairly and responsibly (continued)
Recommendation 8.1 (continued)
b)
if it does not have a
remuneration
committee, disclose
the
fact and
that
processes
it
for setting
employs
and
the
level
composition
of
for
remuneration
directors and senior
and
executives
ensuring
that such
is
remuneration
appropriate and not
excessive.
Recommendation 8.2
and
listed entity should
A
its
separately disclose
practices
policies
the
regarding
remuneration of non-
executive directors and
of
remuneration
the
executive directors and
other senior executives.
Recommendation 8.3
A listed entity which has
equity-based
an
scheme
remuneration
should:
a) have a policy on
whether participants
are permitted
to
into
enter
transactions
through
(whether
of
the
or
derivatives
otherwise)
which
limit the economic
risk of participating
in the scheme; and
b) disclose that policy or
a summary of it.
use
As of 24 September 2015, the Board has resolved
that Chew Wai Chuen is no longer a member of the
Remuneration Committee.
Yes
Remuneration
Policy
Website
Non-Executive Directors are to be paid their fees
out of the maximum aggregate amount approved
by shareholders for the remuneration of Non-
Executive Directors.
Managing Director
remuneration is set by the Board with the executive
director in question not present. Full details
regarding the remuneration of Directors has been
included in the Remuneration Report within the
Annual Report.
Executives and Non-Executive Directors are
prohibited
transactions or
arrangements which limit the economic risk of
participating in unvested entitlements.
from entering
into
Yes
Remuneration
Policy
Website
56
For personal use only Potash West NL
A.C.N. 147 346 334
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2015
For the year ended
30 June 2015
For the year ended
30 June 2014
Note
$
$
INCOME FROM CONTINUING ACTIVITIES
Geological services
Administrative services
Interest
Government grant
TOTAL INCOME
EXPENSES
Administration
Depreciation
Equity based payments
Exploration
Legal
Occupancy
Remuneration (excluding share based payments)
Share of net losses of associates
19
-
38,147
24,010
-
62,157
743,853
15,026
341,635
685,806
72,069
62,000
662,764
350,007
660
35,595
10,120
558,721
605,096
735,642
20,719
67,735
777,352
57,750
71,000
697,402
-
LOSS FROM CONTINUING OPERATIONS BEFORE
INCOME TAX
(2,871,003)
(1,822,505)
INCOME TAX BENEFIT
4
-
-
NET LOSS FOR THE YEAR
OTHER COMPREHENSIVE INCOME
(2,871,003)
-
(1,822,505)
-
TOTAL COMPREHENSIVE LOSS FOR THE
YEAR
LOSS FOR THE YEAR ATTRIBUTABLE TO:
Members of the controlling entity
Non controlling interest
TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Members of the controlling entity
Non controlling interest
(2,871,003)
(1,822,505)
(2,859,357)
(11,646)
(2,871,003)
(2,859,357)
(11,646)
(2,871,003)
-
-
-
-
-
-
Basic and diluted loss per share (cents per share)
7
1.33
1.72
The consolidated statement of comprehensive income should be read in conjunction with the
accompanying notes.
57
For personal use only
Potash West NL
A.C.N. 147 346 334
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2015
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
Total Current Assets
NON CURRENT ASSETS
Exploration and evaluation
Investment in associate
Financial assets
Plant and equipment
Total Non Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
As at 30 June
2015
$
As at 30 June
2014
$
Note
8
9
10
11
12
13
14
15
16
17
18
1,542,256
75,638
13,860
1,631,754
2,500,000
-
75,000
53,513
2,628,513
4,260,267
390,327
60,210
450,537
450,537
164,270
48,133
18,804
231,207
2,500,000
100,000
-
65,580
2,665,580
2,896,787
297,490
46,281
343,771
343,771
3,809,730
2,553,016
16,718,598
687,091
(13,595,959)
3,809,730
12,754,631
523,341
(10,724,956)
2,553,016
The consolidated statement of financial position should be read in conjunction with the accompanying notes.
58
For personal use only
Potash West NL
A.C.N. 147 346 334
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2015
Issued Capital
Accumul
ated
Losses
Share and
Option Based
Payment
Reserve
Total
$
$
$
$
At 1 July 2013
Note
Opening Balance
11,725,227
(8,902,451)
455,606
3,278,382
Loss for the year
Other comprehensive
income (net of tax)
Total comprehensive
loss for the year
(net of tax)
Transactions with
owners in their
capacity as owners:
Shares issued
Share issue
transaction costs
Share and option
based payments
Balance at 30 June
2014
Balance at 1 July
2014
Loss for the year
Other comprehensive
income (net of tax)
Total comprehensive
loss for the year
(net of tax)
Transactions with
owners in their
capacity as owners:
Shares issued
Share issued
transaction costs
Share and option
based payments
Balance as at 30
June 2015
-
-
-
(1,822,505)
-
(1,822,505)
1,204,395
(116,807)
19
-
-
-
-
-
-
-
-
-
(1,822,505)
-
(1,822,505)
1,204,395
(116,807)
9,552
9,552
12,812,815
(10,724,956)
465,158
2,553,017
12,812,815
(10,724,956)
465,158
2,553,017
-
-
-
(2,871,003)
-
(2,871,003)
-
-
-
(2,871,003)
-
(2,871,003)
4,283,160
(319,194)
19
-
-
-
-
4,283,160
-
(319,194)
163,750
163,750
16,776,781
(13,595,959)
628,908
3,809,730
The consolidated statement of changes in equity should be read in conjunction with the accompanying
condensed notes.
59
For personal use only
Potash West NL
A.C.N. 147 346 334
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2015
OPERATING ACTIVITIES
Payments to suppliers and employees
Government grant received
R&D tax rebate
Interest received
NET CASH FLOWS USED IN OPERATING ACTIVITIES
INVESTING ACTIVITIES
Purchase of plant and equipment
Payment for equity investments
NET CASH FLOWS USED IN INVESTING ACTIVITIES
FINANCING ACTIVITIES
Proceeds from issue of shares
Share issue costs
NET CASH FLOWS FROM FINANCING ACTIVITIES
For the year
ended 30
June 2015
For the year
ended 30
June 2014
Note
$
$
(2,420,853)
-
-
24,010
(2,396,843)
(2,491,516)
11,139
547,582
10,120
(1,922,676)
23
-
(75,000)
(75,000)
-
(100,000)
(100,000)
4,100,278
(250,445)
3,849,833
1,146,211
(116,807)
1,029,404
NET (DECREASE)/INCREASE IN CASH AND CASH
EQUIVALENTS
Cash and cash equivalents at the beginning of the year
CASH AND CASH EQUIVALENTS AT THE END OF THE
YEAR
1,377,990
(993,272)
164,270
1,157,541
8
1,542,260
164,270
The consolidated statement of cash flows should be read in conjunction with the accompanying notes.
60
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements
Note 1: Corporate information
In March 2014, Potash West entered into an agreement with RL Holdings Pty Ltd and Lufgan Nominees Pty
Ltd, which allows the Company to earn up to a 55% interest in East Exploration, which holds a potash
project in Germany. The Company has subscribed the shares in East Exploration in different tranches and
on 4 May 2015, the Company has settled the final payment and increased the its ownership of East
Exploration to 55%. To this effect, the financial statements of Potash West and East Exploration are
consolidated for reporting purposes.
The financial report of Potash West NL for the year ended 30 June 2015 was authorised for issue in
accordance with a resolution of directors on 30 September 2015.
Potash West NL is a company limited by shares incorporated in Australia the shares of which are publicly
traded on the Australian Securities Exchange (ASX), OTC Pink and the Frankfurt Stock Exchange.
East Exploration Pty Ltd is a privately owned propriety company limited by shares incorporated in Australia.
The nature of operations and principal activities of the Consolidated Entity are described in the directors’
report.
Note 2: Statement of significant accounting policies
(a) Basis of preparation
The financial report is a general purpose financial report, which has been prepared in accordance with the
requirements of the Corporations Act 2001, Accounting Standards and Interpretations and complies with
other requirements of the law. Potash West NL is a for-profit entity for the purpose of preparing the financial
statements.
The accounting policies detailed below have been consistently throughout the year presented unless
otherwise stated.
The financial report has also been prepared on a historical cost basis. Cost is based on the fair values of the
consideration given in exchange for assets.
The financial report is presented in Australian dollars.
The company is a listed public company, incorporated in Australia and operating in Australia. The entity’s
principal activities are mineral exploration.
(b)
Adoption of new and revised standards
The Company has adopted the following new and amended Australian Accounting Standard and AASB
Interpretations for the reporting year ended 30 June 2015:
Reference
Title
AASB 2012-3
Amendments to Australian Accounting Standards - Offsetting
Financial Assets and Financial Liabilities
AASB 2012-3 adds application guidance to AASB 132 Financial
Instruments: Presentation to address inconsistencies identified
in applying some of the offsetting criteria of AASB 132,
including clarifying the meaning of "currently has a legally
enforceable right of set-off" and that some gross settlement
systems may be considered equivalent to net settlement.
Application
date of
standard
Application
date for Group
1 January 2014 1 July 2014
61
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(b) Adoption of new and revised standards (continued)
Reference
Title
Interpretation 21
AASB 2013-3
AASB 2013-4
AASB 2013-5
AASB 2013-7
AASB 1031
Levies
This Interpretation confirms that a liability to pay a levy is only
recognised when the activity that triggers the payment occurs.
Applying the going concern assumption does not create a
constructive obligation.
Amendments to AASB 136 – Recoverable Amount Disclosures
for Non-Financial Assets
AASB 2013-3 amends the disclosure requirements in AASB
136 Impairment of Assets. The amendments include the
requirement to disclose additional information about the fair
value measurement when the recoverable amount of impaired
assets is based on fair value less costs of disposal.
Amendments to Australian Accounting Standards – Novation of
Derivatives and Continuation of Hedge Accounting [AASB 139]
AASB 2013-4 amends AASB 139 to permit the continuation of
hedge accounting in specified circumstances where a
derivative, which has been designated as a hedging instrument,
is novated from one counterparty to a central counterparty as a
consequence of laws or regulations.
Amendments to Australian Accounting Standards – Investment
Entities
[AASB 1, AASB 3, AASB 7, AASB 10, AASB 12, AASB 107,
AASB 112, AASB 124, AASB 127, AASB 132, AASB 134 &
AASB 139]
These amendments define an investment entity and require
that, with limited exceptions, an investment entity does not
consolidate its subsidiaries or apply AASB 3 Business
Combinations when it obtains control of another entity.
These amendments require an investment entity to measure
unconsolidated subsidiaries at fair value through profit or loss in
its consolidated and separate financial statements.
These amendments also introduce new disclosure
requirements for investment entities to AASB 12 and AASB
127.
Amendments to AASB 1038 arising from AASB 10 in relation to
consolidation and interests of policyholders [AASB 1038]
AASB 2013-7 removes the specific requirements in relation to
consolidation from AASB 1038, which leaves AASB 10 as the
sole source of consolidation requirements applicable to life
insurance entities.
Materiality
The revised AASB 1031 is an interim standard that cross-
references to other Standards and the Framework (issued
December 2013) that contain guidance on materiality.
AASB 1031 will be withdrawn when references to AASB 1031
in all Standards and Interpretations have been removed.
AASB 2014-1 Part C issued in June 2014 makes amendments
to eight Australian Accounting Standards to delete their
references to AASB 1031. The amendments are effective from
1 July 2014*.
62
Application
date of
standard
Application
date for Group
1 January 2014 1 July 2014
1 January 2014 1 July 2014
1 January 2014 1 July 2014
1 January 2014 1 July 2014
1 January 2014 1 July 2014
1 January 2014 1 July 2014
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Application
date of
standard
Application
date for Group
^
^
1 July 2014
1 July 2014
Note 2: Statement of significant accounting policies (continued)
(b) Adoption of new and revised standards (continued)
Reference
Title
AASB 2013-9
AASB 2014-1
Part A -Annual
Improvements
2010–2012 Cycle
Amendments to Australian Accounting Standards – Conceptual
Framework, Materiality and Financial Instruments
The Standard contains three main parts and makes
amendments to a number of Standards and Interpretations.
Part A of AASB 2013-9 makes consequential amendments
arising from the issuance of AASB CF 2013-1.
Part B makes amendments to particular Australian Accounting
Standards to delete references to AASB 1031 and also makes
minor editorial amendments to various other standards.
Part C makes amendments to a number of Australian
Accounting Standards, including incorporating Chapter 6
Hedge Accounting into AASB 9 Financial Instruments.
AASB 2014-1 Part A: This standard sets out amendments to
Australian Accounting Standards arising from the issuance by
the International Accounting Standards Board (IASB) of
International Financial Reporting Standards (IFRSs) Annual
Improvements to IFRSs 2010–2012 Cycle and Annual
Improvements to IFRSs 2011–2013 Cycle.
Annual Improvements to IFRSs 2010–2012 Cycle addresses
the following items:
► AASB 2 - Clarifies the definition of 'vesting conditions' and
'market condition' and introduces the definition of
'performance condition' and 'service condition'.
► AASB 3 - Clarifies the classification requirements for
contingent consideration in a business combination by
removing all references to AASB 137.
► AASB 8 - Requires entities to disclose factors used to
identify the entity's reportable segments when operating
segments have been aggregated. An entity is also required
to provide a reconciliation of total reportable segment
assets to the entity's total assets.
► AASB 116 & AASB 138 - Clarifies that the determination of
accumulated depreciation does not depend on the selection
of the valuation technique and that it is calculated as the
difference between the gross and net carrying amounts.
AASB 124 - Defines a management entity providing KMP
services as a related party of the reporting entity. The
amendments added an exemption from the detailed disclosure
requirements in paragraph 17 of AASB 124 Related Party
Disclosures for KMP services provided by a management
entity. Payments made to a management entity in respect of
KMP services should be separately disclosed.
63
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Application
date of
standard
Application
date for Group
1 July 2014
1 July 2014
1 July 2014
1 July 2014
1 July 2014
1 July 2014
Note 2: Statement of significant accounting policies (continued)
(b) Adoption of new and revised standards (continued)
Reference
Title
AASB 2014-1
Part A -Annual
Improvements
2011–2013 Cycle
Amendments to
Australian
Accounting
Standards - Part
B
Defined Benefit
Plans: Employee
Contributions
(Amendments to
AASB 119)
Amendments to
AASB 1053 –
Transition to and
between Tiers,
and related Tier 2
Disclosure
Requirements
[AASB 1053]
Annual Improvements to IFRSs 2011–2013 Cycle addresses
the following items:
► AASB 13 - Clarifies that the portfolio exception in paragraph
52 of AASB 13 applies to all contracts within the scope of
AASB 139 or AASB 9, regardless of whether they meet the
definitions of financial assets or financial liabilities as
defined in AASB 132.
AASB 140 - Clarifies that judgment is needed to determine
whether an acquisition of investment property is solely the
acquisition of an investment property or whether it is the
acquisition of a group of assets or a business combination in
the scope of AASB 3 that includes an investment property. That
judgment is based on guidance in AASB 3.
AASB 2014-Part B makes amendments in relation to the
requirements for contributions from employees or third parties
that are set out in the formal terms of the benefit plan and
linked to service.
The amendments clarify that if the amount of the contributions
is independent of the number of years of service, an entity is
permitted to recognise such contributions as a reduction in the
service cost in the period in which the related service is
rendered, instead of attributing the contributions to the periods
of service.
The Standard makes amendments to AASB 1053 Application of
Tiers of Australian Accounting Standards to:
• clarify that AASB 1053 relates only to general purpose
financial statements;
• make AASB 1053 consistent with the availability of the
AASB 108 Accounting Policies, Changes in Accounting
Estimates and Errors option in AASB 1 First-time Adoption
of Australian Accounting Standards;
• clarify certain circumstances in which an entity applying Tier
2 reporting requirements can apply the AASB 108 option in
AASB 1; permit an entity applying Tier 2 reporting
requirements for the first time to do so directly using the
requirements in AASB 108 (rather that applying AASB 1)
when, and only when, the entity had not applied, or only
selectively applied, applicable recognition and
measurement requirements in its most recent previous
annual special purpose financial statements; and
specify certain disclosure requirements when an entity resumes
the application of Tier 2 reporting requirements.
^ The application dates of AASB 2013-9 are as follows:
Application date for the Group: period ending 30 June 2014
Part A – periods ending on or after 20 Dec 2013
Part B - periods beginning on or after 1 January 2014
Application date for the Group: period beginning 1 July 2014
Part C - reporting periods beginning on or after 1 January 2015 Application date for the Group: period beginning 1 July 2015
The adoption of these new and revised standards has not resulted in any significant changes to the
Company's accounting policies or to the amounts reported for the current or prior periods.
64
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(b) Adoption of new and revised standards (continued)
Accounting Standards and Interpretations issued but not yet effective:
Reference
Title
Application
date of
standard
Application
date for Group
AASB 9
Financial Instruments
1 January 2018 1 July 2018
AASB 2014-3
AASB 2014-4
Amendments to Australian Accounting Standards –
Accounting for Acquisitions of Interests in Joint
Operations
[AASB 1 & AASB 11]
Clarification of Acceptable Methods of Depreciation
and Amortisation (Amendments to
AASB 116 and AASB 138)
1 January 2016 1 July 2016
1 January 2016 1 July 2016
AASB 15
Revenue from Contracts with Customers
1 January 2017
1 July 2017
AASB 2014-9
AASB 2014-10
AASB 2015-1
AASB 2015-2
AASB 2015-3
AASB 2015-4
AASB 2015-5
Amendments to Australian Accounting Standards –
Equity Method in Separate Financial Statements
1 January 2016 1 July 2016
Amendments to Australian Accounting Standards –
Sale or Contribution of Assets between an Investor and
its Associate or Joint Venture
Amendments to Australian Accounting Standards –
Annual Improvements to Australian Accounting
Standards 2012–2014 Cycle
Amendments to Australian Accounting Standards –
Disclosure Initiative: Amendments to AASB 101
1 January 2016 1 July 2016
1 January 2016 1 July 2016
1 January 2016 1 July 2016
Amendments to Australian Accounting Standards
arising from the Withdrawal of AASB 1031 Materiality
1 July 2015
1 July 2015
Amendments to Australian Accounting Standards –
Financial Reporting Requirements for Australian
Groups with a Foreign Parent
Amendments to Australian Accounting Standards –
Investment Entities: Applying the Consolidation
Exception
1 July 2015
1 July 2015
1 July 2015
1 July 2015
The impact of the above new and revised standards is yet to be determined.
(c)
Statement of compliance
The financial report complies with Australian Accounting Standards and International Financial Reporting
Standards (IFRS).
(d) Critical accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about
carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and
associated assumptions are based on historical experience and other factors that are considered to be
relevant. Actual results may differ from these estimates.
65
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(d) Critical accounting estimates and judgements (continued)
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in
the year in which the estimate is revised if it affects only that year or in the year of the revision and future
years if the revision affects both current and future years.
Share-based payment transactions
The Company measures the share-based payment transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. Estimating fair value for share based
payment transactions requires determining the most appropriate valuation model, which is dependent on the
terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the
valuation model including the expected life of the share option, volatility and dividend yield and making
assumptions about them. The assumptions and models used for estimating fair value for share-based
payment transactions are disclosed in Note 18.
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only when management considers
that it is probable that sufficient future tax profits will be available to utilise those temporary differences.
Significant management judgement is required to determine the amount of deferred tax assets that can be
recognised, based upon the likely timing and the level of future taxable profits over the next two years
together with future tax planning strategies.
Impairment of capitalised exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of
factors, including whether the Company decides to exploit the related lease itself or, if not, whether it
successfully recovers the related exploration and evaluation asset through sale.
(e)
Share-based payment transactions
Employees (including senior executives) of the Company receive remuneration in the form of share-based
payment transactions, whereby employees render services as consideration for equity instruments (equity-
settled transactions).
The cost of equity-settled transactions is recognised, together with a corresponding increase in other capital
reserves in equity, over the period in which the performance and/or service conditions are fulfilled. The
cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date
reflects the extent to which the vesting period has expired and the Company’s best estimate of the number
of equity instruments that will ultimately vest. The income statement expense or credit for a period
represents the movement in cumulative expense recognised as at the beginning and end of that period and
is recognised in equity based payments expense (Note 18).
No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions for
which vesting are conditional upon a market or non-vesting condition. These are treated as vesting
irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other
performance and/or service conditions are satisfied.
When the terms of an equity-settled transaction award are modified, the minimum expense recognised is
the expense as if the terms had not been modified, if the original terms of the award are met. An additional
expense is recognised for any modification that increases the total fair value of the share based payment
transaction, or is otherwise beneficial to the employee as measured at the date of modification.
66
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(e)
Share-based payment transactions (continued)
When an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any
expense not yet recognised for the award is recognised immediately. This includes any award where non-
vesting conditions within the control of either the entity or the employee are not met. However, if a new
award is substituted for the cancelled award, and designated as a replacement award on the date that it is
granted, the cancelled and new awards are treated as if they were a modification of the original award, as
described in the previous paragraph. The dilutive effect of outstanding options is reflected as additional
share dilution in the computation of diluted earnings per share (further details are given in Note 7).
(f)
Going concern
This report has been prepared on the going concern basis, which contemplates the continuity of normal
business activity and the realisation of assets and settlement of liabilities in the normal course of business.
The Company has incurred a net loss for the year ended 30 June 2015 of $2,871,003 (2014: $1,822,505)
and experienced net cash outflows from operating activities of $2,396,843 (2014: $1,922,676). At the end of
the reporting year, the Directors recognise the need to raise additional funds via equity raising to fund future
planned exploration activities.
The Directors have reviewed the Company’s financial position and are of the opinion that the use of the
going concern basis of accounting is appropriate as they believe the Company will be successful in
securing additional funds through the equity issue.
Should the Company not achieve the matters set out above, there is significant uncertainty whether the
Company will continue as a going concern and therefore whether it will realise its assets and extinguish its
liabilities in the normal course of business and at the amounts stated in the financial report.
The financial report does not contain any adjustments relating to the recoverability and classification of
recorded assets or to the amounts or classification of recorded assets or liabilities that might be necessary
should the Company not be able to continue as a going concern.
(g)
Exploration and evaluation expenditure
Exploration and evaluation costs are written off in the year they are incurred apart from acquisition costs
which are carried forward where right of tenure of the area of interest is current and they are expected to be
recouped through sale or successful development and exploitation of the area of interest or, where
exploration and evaluation activities in the area of interest have not reached a stage that permits
reasonable assessment of the existence of economically recoverable reserves.
Where an area of interest is abandoned or the directors decide that it is not commercial, any accumulated
acquisition costs in respect of that area are written off in the financial period the decision is made. Each
area of interest is also reviewed at the end of each accounting period and accumulated costs written off to
the extent that they will not be recoverable in the future.
Amortisation is not charged on costs carried forward in respect of areas of interest in the development
phase until production commences.
67
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(h) Plant & equipment
Plant and equipment is stated at historical cost less accumulated depreciation and any accumulated
impairment in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the
asset as follows:
Plant and equipment – over two to 15 years
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in
circumstances indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent cash inflows, the recoverable amount is
determined for the cash-generating unit to which the asset belongs.
If any indication exists of impairment and where the carrying values exceed the estimated recoverable
amount, the assets or cash-generating units are written down to their recoverable amount.
The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in
use. In assessing value in use, the estimated future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset.
Derecognition
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are
expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the item) is
included in the statement of comprehensive income in the period the item is derecognised.
(i)
Income tax
Current tax assets and liabilities for the current year and prior periods are measured at amounts expected
to be recovered from or paid to the taxation authorities based on the current year’s taxable income. The tax
rates and tax laws used for computations are enacted or substantively enacted by the balance date.
Deferred income tax is provided on all temporary differences at balance date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except where the
deferred income tax liability arises from the initial recognition of goodwill of an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of
unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available
against which the deductible temporary differences, and the carry-forward of unused tax assets and unused
tax losses can be utilised except where the deferred income tax asset relating to the deductible temporary
difference arises from the initial recognition of an asset or liability in a transaction that is not a business
combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or
loss.
The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the
deferred income tax asset to be utilised.
68
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(i)
Income tax (continued)
Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the
extent that it has become probable that future taxable profit will allow the deferred tax asset to be
recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the
year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been
enacted or substantively enacted at the balance date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the
statement of comprehensive income.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off
current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same
taxable entity and the same taxation authority.
(j) GST
Revenues, expenses and assets are recognised net of the amount of GST except:
• where the GST incurred on a purchase of goods and services is not recoverable from the taxation
authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of
the expense item as applicable; and
•
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the statement of financial position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash
flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation
authority, are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to,
the taxation authority.
(k)
Provisions and employee benefits
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation.
When the Company expects some or all of a provision to be reimbursed, for example under an insurance
contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually
certain. The expense relating to any provision is presented in the statement of comprehensive income net
of any reimbursement.
Provisions are measured at the present value of management’s best estimate of the expenditure required
to settle the present obligation at the balance date. If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate that reflects the time value of money and the risks
specific to the liability. The increase in the provision resulting from the passage of time is recognised in
finance costs.
69
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(k) Provisions and employee benefits (continued)
Employee leave benefits
i. Wages and salaries, annual leave and sick leave
Liabilities for wages and salaries including non-monetary benefits, annual leave and accumulating sick
leave due to be settled within 12 months of the reporting date are recognised in provisions in respect of
employees’ services up to the reporting date and are measured at the amounts expected to be paid when
the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken
and measured at the rates paid or payable.
ii. Long service leave
The liability for long service leave is recognised and measured as the present value of expected future
payments to be made in respect of services provided by employees up to the reporting date using the
projected unit credit method. Consideration is given to the expected future wage and salary levels,
experience of employee departures and periods of service. Expected future payments are discounted using
market yields at the reporting date on high quality corporate bonds with terms to maturity and currency that
match, as closely as possible, the estimated future cash outflows.
(l) Cash and cash equivalents
Cash and cash equivalents in the consolidated statement of financial position comprise cash at bank and in
hand and short-term deposits with an original maturity of three months or less.
For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents consist of cash
and cash equivalents as defined above, net of outstanding bank overdrafts.
(m) Receivables
Receivables, which generally have 30-90 day terms, are recognised initially at fair value and subsequently
measured at amortised cost using the effective interest rate method, less an allowance for any uncollectible
amounts.
Collectability or receivables are reviewed on an ongoing basis. Debts that are known to be uncollectible are
written off when identified. An allowance for doubtful debts is raised when there is objective evidence that
the Company will not be able to collect the debt.
(n) Prepayments
Prepayment for goods and services which are to be provided in future years are recognised as
prepayments. Prepayments are recorded in the other assets in the balance sheet.
(o) Revenue recognition
Revenue is recognised and measured at the fair value of the consideration received or receivable to the
extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured. The following specific recognition criteria must also be met before revenue is
recognised:
Interest Income
Income is recognised as the interest accrues (using the effective interest method, which is the rate that
exactly discounts estimated future cash receipts through the expected life of the financial instrument) to the
net carrying amount of the financial asset.
70
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(o) Revenue recognition (continued)
Fee Income
Revenue from geological services provided is recognised as the services are rendered, the revenue and
the costs incurred or to be incurred in respect of the transactions can be measured reliably and the
economic benefits associated with the transaction will flow to the Company.
Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received and
all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as
income over the period necessary to match the grant on a systematic basis to the costs that it is intended to
compensate. When the grant relates to an asset, it is recognised as deferred income and released to
income in equal amounts over the expected useful life of the related asset.
When the Company receives non-monetary grants, the asset and the grant are recorded gross at nominal
amounts and released to the income statement over the expected useful life and pattern of consumption of
the benefit of the underlying asset by equal annual instalments. When loans or similar assistance are
provided by governments or related institutions with an interest rate below the current applicable market
rate, the effect of this favourable interest is regarded as additional government grants.
(p) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of tax, from the proceeds.
(q) Trade and other payables
Trade payables and other payables are carried at amortised costs and represent liabilities for goods and
services provided to the Company prior to the end of the financial year that are unpaid and arise when the
Company becomes obliged to make future payments in respect of the purchase of these goods and
services.
(r)
Earnings per share
Basic earnings per share is calculated as net profit attributable to members of the Company adjusted to
exclude any costs of servicing equity (other than dividends) divided by the weighted average number of
ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit attributable to members of the Company adjusted for:
•
•
costs of servicing equity (other than dividends);
the after tax effect of dividends and interest associated with dilutive potential ordinary shares that
have been recognised as expenses; and
other non-discretionary changes in revenues or expenses during the period that would result from the
dilution of potential ordinary shares;
•
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted
for any bonus element.
(s)
Investments and other financial assets
Financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are
classified as either financial assets at fair value through profit or loss, loans and receivables, held-to-
maturity investments, or available-for-sale financial assets. When financial assets are recognised initially,
they are measured at fair value, plus, in the case of investments not at fair value through profit or loss,
directly attributable transaction costs. The Company determines the classification of its financial assets
after initial recognition and, when allowed and appropriate, re-evaluates this designation at each financial
year-end.
71
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(s)
Investments and other financial assets (continued)
(i) Held-to-maturity investments
Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as
held-to-maturity when the Company has the positive intention and ability to hold to maturity. Investments
intended to be held for an undefined period are not included in this classification. Investments that are
intended to be held-to maturity, such as bonds, are subsequently measured at amortised cost. This cost is
computed as the amount initially recognised minus principal repayments, plus or minus the cumulative
amortisation using the effective interest method of any difference between the initially recognised amount
and the maturity amount. This calculation includes all fees and points paid or received between parties to
the contract that are an integral part of the effective interest rate, transaction costs and all other premiums
and discounts. For investments carried at amortised cost, gains and losses are recognised in profit and loss
when the investment are derecognised or impaired, as well as through the amortisation process.
(ii)Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market. Such assets are carried at amortised cost using the effective interest method.
Gains and losses are recognised in profit and loss when the loans and receivables are derecognised or
impaired, as well as through the amortisation process.
(t)
Impairment of financial assets
The Company assesses at each balance date whether a financial asset or group of financial assets is
impaired.
Available-for-sale investments
If there is objective evidence that an available-for-sale investment is impaired, an amount comprising the
difference between its cost and its current fair value, less any impairment loss previously recognised in
profit and loss, is transferred from equity to the statement of comprehensive income. Reversals of
impairment losses for equity instruments classified as available-for-sale are not recognised in profit.
Reversals of impairment losses for debt instruments are reversed through profit and loss if the increase in
an instrument’s fair value can be objectively related to an event occurring after the impairment loss was
recognised in profit or loss.
(u) Leases
Operating Lease payments are recognised as an operating expense in the statement of comprehensive
income on a straight-line basis over the lease term. Operating lease incentives are recognised as a liability
when received and subsequently reduced by allocating lease payments between rental expense and the
reduction of the liability.
(v)
Investment in associate
The Group’s investments in associates are accounted for using the equity method. Under the equity
method, the investment in an associate is initially recognised at cost. The carrying amount of the
investment is adjusted to recognise changes in the Group’s share of net assets of the associate since the
acquisition date.
The consolidated statement of profit or loss reflects the Group’s share of the results of operations of the
associate. Any change in OCI of those investees is presented as part of the Group’s OCI. In addition, when
there has been a change recognised directly in the equity of the associate, the Group recognises its share
of any changes, when applicable, in the statement of changes in equity.
Unrealised gains and losses resulting from transactions between the Group and the associate are
eliminated to the extent of the interest in the associate.
72
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 2: Statement of significant accounting policies (continued)
(v)
Investment in associate (continued)
The aggregate of the Group’s share of profit or loss of an associate is shown on the face of the statement
of profit or loss outside operating profit and represents profit or loss after tax and non-controlling interests in
the subsidiaries of the associate.
The financial statements of the associate are prepared for the same reporting period as the Group. When
necessary, adjustments are made to bring the accounting policies in line with those of the Group.
After application of the equity method, the Group determines whether it is necessary to recognise an
impairment loss on its investment in its associate. At each reporting date, the Group determines whether
there is objective evidence that the investment in the associate is impaired. If there is such evidence, the
Group calculates the amount of impairment as the difference between the recoverable amount of the
associate and its carrying value, then recognises the loss as ‘Share of profit of an associate’ in the
statement of profit or loss.
Upon loss of significant influence over the associate, the Group measures and recognises any retained
investment at its fair value. Any difference between the carrying amount of the associate upon loss of
significant influence and the fair value of the retained investment and proceeds from disposal is recognised
in profit or loss.
(w) Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year. The comparative figures are for the Company only as it acquired
the controlled entity during the year ended 30 June 2015.
Note 3: Segment information
The Company has based its operating segment on the internal reports that are reviewed and used by the
executive management team (“Chief Operating Decision Makers”) in assessing performance and in
determining the allocation of resources.
The Company currently does not have production and is only involved in exploration. As a consequence,
activities in the operating segment are identified by management based on the manner in which resources
are allocated, the nature of the resources provided and the identity of the manager and country of
expenditure. Information is reviewed on a whole of entity basis.
Based on these criteria the Company has only one operating segment, being exploration, and the segment
operations and results are reported internally based on the accounting policies as described in Note 2 for
the computation of the Company’s results presented in this set of financial statements.
73
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 4: Income tax
(a) Income tax expense/(benefit)
Current tax
Deferred tax
Adjustments for current tax of prior years
Total tax expense/(benefit)
2015
$
2014
$
-
-
-
-
-
-
-
-
(b) Numerical reconciliation of income tax expense
to prima facie tax payable
Loss from continuing operations before income tax
expense
(2,871,003)
(1,822,505)
Prima facie tax benefit at the Australian tax rate of 30%
(861,300)
(546,751)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Share based payment
Non-deductible expenses
Non-assessable income
Capital raising costs deductible
Deferred tax assets not brought to account
Income tax expense/(benefit)
(c) Deferred tax assets
Accrued expenses
Business related deduction
Employee entitlement provisions
Tax losses
Deferred tax asset not recognised
Offset against deferred tax liabilities
Net deferred tax assets
(d) Deferred tax liabilities
Exploration tenement
Offset against deferred tax assets
Net deferred tax liabilities
74
102,491
6,370
-
-
752,441
-
9,380
163,991
23,509
3,401,294
3,598,175
(2,848,175)
750,000
(750,000)
-
750,000
750,000
(750,000)
-
-
7,366
(164,275)
(35,042)
738,702
-
7,500
-
13,884
3,920,326
3,941,710
(3,191,710)
750,000
(750,000)
-
750,000
750,000
(750,000)
-
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 5: Directors’ and Executives’ remuneration
Short-term employee benefits
Post-employment benefits
Termination benefits
Share-based payment
Total compensation
Note 6: Auditor’s remuneration
Remuneration of the auditor of the Company for:
- auditing or reviewing the financial report
- research & development tax concession
- tax agent
Note 7: Earnings per share
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
Net loss
Loss used in calculating basic and diluted loss per share
2015
$
2014
$
523,280
46,965
531,034
49,333
-
-
40,719
24,888
610,964
605,255
2015
$
2014
$
42,745
17,909
-
60,654
42,745
33,440
4,632
80,817
2015
$
1.33
1.33
(2,871,003)
(2,871,003)
2014
$
1.72
1.72
(1,822,505)
(1,822,505)
Number
Number
Weighted average number of ordinary shares used in the
calculation of basic and diluted (loss)/earnings per share
215,683,626
106,144,476
During the year there were no listed or key management personnel options exercised.
The options issued under Employee Option Plan (EOP) are not considered dilutive for the purpose of the
calculation of diluted earnings/loss per share as their conversion to ordinary shares would not decrease the
net profit from continuing operations per share. Consequently, diluted earnings/loss per share is the same
as basic earnings per share.
Subsequent to the reporting date, the Company undertook a capital raising, raising a total of $1.8 million
before costs at $0.04 per share. As of the reporting date, the company has received $379,000 and a further
$721,000 was received subsequent to 30 June 2015. A total of 27,500,000 ordinary shares have been
issued as a result of the capital raising and that would significantly change the number of ordinary shares or
potential ordinary shares outstanding between the reporting date and the date of completion of these
financial statements.
75
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 8: Cash and cash equivalents
Cash at bank and on hand
Reconciliation of cash and cash equivalents
30-Jun-15
$
1,542,256
1,542,256
30-Jun-14
$
164,270
164,270
Cash at the end of financial period is shown in the Statement of Cash Flows is reconciled to items in the
Statement of Financial Position as follows:
Cash and cash equivalents
1,542,256
164,270
Note 9: Trade and other receivables
Trade debtors
GST Receivables
30-Jun-15
$
30-Jun-14
$
37,924
37,714
75,638
14,837
33,296
48,133
(i) Non-trade debtors are non-interest bearing and are generally on 30-90 days terms. The carrying
amounts of these receivables represent fair value and are not considered to be impaired.
Note 10: Other assets
Prepayments
Note 11: Exploration expenditure
Acquisition of mineral rights - Dandaragan Trough tenements
30-Jun-15
$
30-Jun-14
$
13,860
13,860
18,804
18,804
30-Jun-15
$
30-Jun-14
$
2,500,000
2,500,000
2,500,000
2,500,000
The ultimate recoupment of acquisition costs carried forward for exploration and evaluation phases is
dependent on the successful development and commercial exploitation or scale of the respective ar
76
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 12: Investment in associate
Opening Balance
30-Jun-15
$
100,000
30-Jun-14
$
100,000
Further investment - East Exploration Pty Ltd
Further investment - East Exploration Pty Ltd
Further investment - East Exploration Pty Ltd
Further investment - East Exploration Pty Ltd
Share of associated company's losses after income tax
50,000
50,000
100,000
50,007
(350,007)
-
-
-
-
-
Balance at the end of the financial year
-
100,000
On 7 May 2015, the investment in East Exploration Pty Ltd ceased to be an associate when the
Company acquired a 55% interest in East Exploration Pty Ltd. The investment is now treated as a
subsidiary. Refer to note 25 for details.
Note 13: Financial assets
Investment – Lepidico
30-Jun-15
$
30-Jun-14
$
75,000
75,000
-
-
During the year, the Company subscribed to shares in Lepidico Ltd, a technology developer which has
developed a process of extracting Lithium from Lithium bearing micas.
Note 14: Plant and equipment
At 30 June 2014
Cost
Accumulate depreciation
Closing net carrying value
Year ended 30 June 2015
Office
Equipment
$
Plant and
Equipment
$
Computer
Software
$
Total
$
16,078
(9,581)
6,497
72,835
(34,756)
42,451
(21,447)
38,079
21,004
131,364
(65,784)
65,580
Opening net carrying value
Additions
Depreciation charge for the year
6,497
2,959
(2,185)
38,079
-
(7,604)
21,004
-
(5,237)
65,580
2,959
(15,026)
Closing net carrying value
7,271
30,475
15,767
53,513
77
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 15: Trade and other payables
Current
Unsecured liabilities
Trade payables
Ageing Analysis
30 June 2015
Financial assets
Trade and other receivables
Financial liabilities
Trade and other payables
Loans and borrowings
Net Maturity
30 June 2014
Financial assets
Trade and other receivables
Financial liabilities
Trade and other payables
Loans and borrowings
30-Jun-15
$
30-Jun-14
$
390,327
390,327
297,490
297,490
Current
90 - 120
Days
120 - 180
Days
180 +
Days
Total
75,638
390,327
-
(314,690)
-
-
-
-
-
-
-
-
-
75,638
- 390,327
-
-
- (314,690)
Current
90 - 120
Days
120 - 180
Days
180 +
Days
Total
46,525
1,608
297,490
-
-
-
-
-
-
-
-
48,133
- 297,490
-
-
- (249,357)
Net Maturity
(250,965)
1,608
Due to short term nature of these payables, their carrying value is assumed to approximate their fair value.
Note 16: Provisions
Employee benefits
30-Jun-15
$
30-Jun-14
$
60,210
60,210
46,281
46,281
78
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 17: Contributed equity
30-Jun-15
30-Jun-14
No.
$
No.
$
Ordinary shares - fully paid
Contributing Shares - partly paid
200,929,615
35,960,024
17,111,805
-
113,806,148
35,960,024
13,047,840
-
236,889,639
17,111,805
149,766,172
13,047,840
Effective 1 July 1998, the corporation legislation abolished the concepts of authorised capital and par value
shares. Accordingly, the Company does not have authorised capital or par value in respect of its issued
shares. Fully paid ordinary shares carry one vote per share and carry the rights to dividends.
When managing capital (which is defined as the Company's total equity amounting $3,809,730, (2014:
$2,553,016), the Board's objective is to ensure the entity continues as a going concern as well as to
maintain optimal returns to shareholders and benefits for other stakeholders. The Board also aims to
maintain a capital structure that ensures the lowest cost of capital available for future exploration and
development activity. The Company is not subject to any externally imposed capital requirements.
Movements in ordinary shares on issue of the legal parent are:
At the beginning of reporting year
Issue of 2,000,000 shares via private share placement
Issue of 8,174,790 shares via non-renounceable entitlement issue
Issue of 10,649,423 shares via non-renounceable entitlement
shortfall issue
Issue of 460,871 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 500,000 shares to consultant in lieu of services provided
Issue of 23,607,857 shares via private share placement
Issue of 56,400,000 shares via private share placement
Issue of 1,250,000 shares to consultant in lieu of services provided
Issue of 1,000,000 shares to acquire exploration license
Issue of 250,000 shares to consultant in lieu of services provided
Issue of 1,600,000 shares via private share placement
Issue of 2,000,000 shares to consultant via employees share plan
Isuse of 100,000 shares to transfer the tenements
Issue of 390,045 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 473,402 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 20,913 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 31,250 shares to directors and senior management via
remuneration sacrifice share plan
Shares to be issued via private share placement
Shares to be issued under the director and senior management fee
and remuneration sacrifice share plan
Note
17.1
17.2
17.3
17.4
17.5
17.6
17.7
17.8
17.9
17.1
17.11
17.12
17.13
17.14
17.15
17.16
17.17
17.20
17.21
Reserved shares
At the end of the reporting year
79
2015
Number
2014
Number
113,806,148 92,021,064
2,000,000
8,174,790
10,649,423
460,871
500,000
23,607,857
56,400,000
1,250,000
1,000,000
250,000
1,600,000
2,000,000
100,000
390,045
473,402
20,913
31,250
9,475,000
600,440
211,005,055 113,806,148
(3,150,000)
(1,150,000)
207,855,055 112,656,148
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 17: Contributed equity (continued)
Movements in ordinary shares on issue of the legal parent are (continued):
At the beginning of reporting year
Issue of 2,000,000 shares via private share placement
Issue of 8,174,790 shares via non-renounceable entitlement issue
Issue of 10,649,423 shares via non-renounceable entitlement
shortfall issue
Issue of 460,871 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 500,000 shares to consultant in lieu of services provided
Shares to be issued to Steda Nominees Pty Ltd via private share
placement
Shares to be issued under the director and senior management fee
and remuneration sacrifice share plan
Issue of 23,607,857 shares via private share placement
Issue of 56,400,000 shares via private share placement
Issue of 1,250,000 shares to consultant in lieu of services provided
Issue of 1,000,000 shares to acquire exploration license
Issue of 250,000 shares to consultant in lieu of services provided
Issue of 1,600,000 shares via private share placement
Issue of 2,000,000 shares to consultant via employees share plan
Isuse of 100,000 shares to transfer the tenements
Issue of 390,045 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 473,402 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 20,913 shares to directors and senior management via
remuneration sacrifice share plan
Issue of 31,250 shares to directors and senior management via
remuneration sacrifice share plan
Shares to be issued via private share placement
Shares to be issued under the director and senior management fee
and remuneration sacrifice share plan
Equity raising costs
Note
17.1
17.2
17.3
17.4
17.5
17.18
17.19
17.6
17.7
17.8
17.9
17.10
17.11
17.12
17.13
17.14
17.15
17.16
17.17
17.20
17.21
17.22
Reserved shares
At the end of the reporting year
2015
$
2014
$
13,047,840
11,960,253
200,000
408,740
532,471
24,887
25,000
5,000
8,296
821,275
2,820,000
43,750
50,000
12,500
80,000
100,000
5,000
15,903
21,303
1,004
1,250
379,000
32,175
(319,194)
(116,807)
17,111,806
13,047,840
(335,025)
(235,025)
16,776,781
12,812,815
80
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 17: Contributed equity (continued)
Movements in partly paid contributing shares on issue of the legal parent are:
Note
2015
Number
2014
Number
At the beginning of reporting year
35,960,024
-
Issue of 35,960,024 partly paid contributing shares pursuant to non-
renounceable entitlement issue
17.23
At the end of the reporting year
- 35,960,024
35,960,024 35,960,024
Outstanding amount per partly paid contributing share at 30 June 2015 is $0.049 (2014: $0.049).
The partly paid contributing share are issued with 35,960,024 outstanding calls of 4.9 cents each. The
dates for the future calls are not before 30 June 2015. The partly paid contributing share carry a right to a
dividend on the same basis as holders of Ordinary Shares. Partly paid contributing shares carry the right to
vote in proportion which the amount paid (not credited) bears to the total amounts paid and payable
(excluding amounts credited). The company has the power to forfeit any shares where the call remains
unpaid 14 days after the call was payable. The company must then offer the shares forfeited for public
auction within six weeks of the call becoming payable.
17.1
17.2
17.3
17.4
17.5
17.6
17.7
17.8
17.9
The issue of 2,000,000 shares at $0.10 per share via private share placement.
The issue of 8,174,790 shares to existing shareholders at $0.05 per share via non-renounceable
entitlement issue.
The issue of 10,649,423 shares to existing shareholders at $0.05 per share via non-renounceable
entitlement shortfall issue.
The issue of 460,871 shares to directors and senior management at $0.054 per share via director
fee and remuneration sacrifice share plan.
The issue of 500,000 shares to consultant at $0.05 per share in lieu of services provided.
The issue of 23,607,857 shares at $0.035 per share via private share placement.
The issue of 56,400,000 shares at $0.05 per share via private share placement.
The issue of 1,250,000 shares to consultant at $0.035 per share in lieu of services provided.
The issue of 1,000,000 shares to Dempsey Minerals Ltd and Fyfehill at $0.05 per share for
exploration license.
17.10 The issue of 250,000 shares to General Resources GmbH at $0.05 per share in lieu of services
provided
17.11 The issue of 1,600,000 shares at $0.05 per share via private share placement.
17.12 The issue of 2,000,000 shares to consultants at $0.05 per share.
17.13 The issue of 100,000 shares to Richmond Resources Pty Ltd at $0.05 per share for transferring the
tenements.
17.14 The issue of 390,045 shares to directors and senior management via director fee and remuneration
sacrifice share plan at $0.044 per share.
17.15 The issue of 473,402 shares to directors and senior management via director fee and remuneration
sacrifice share plan at $0.0455 per share.
17.16 The issue of 20,913 shares to directors and senior management via director fee and remuneration
sacrifice share plan at $0.048 per share.
17.17 The issue of 31,250 shares to directors and senior management via director fee and remuneration
sacrifice share plan at $0.04 per share.
17.18 Shares to be issued to Steda Nominees Pty Ltd at $0.05 per share via private share placement.
17.19 Shares to be issued to directors and senior management via director fee and remuneration sacrifice
share plan. Shares have not yet been issued, with the number of shares to be determined at issue
date, dependent on the market share price.
81
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 17: Contributed equity (continued)
17.20 Shares to be issued to subscribers at $0.04 per share via private share placement.
17.21 Shares to be issued to directors and senior management via director fee and remuneration sacrifice
share plan. Shares have not yet been issued, with the number of shares to be determined at issue
date, dependent on the market share price.
17.22 For the year 2015, the payment of costs incurred by the Company in relation to equity raising and
listing of the Company's shares and of $319,194 (2014: $116,807).
17.23 The issue of 35,960,024 partly paid contributing shares pursuant to non-renounceable entitlement
bonus issue.
Note 18: Share based payment reserve
Note
30-Jun-15
Number
30-Jun-14
Number
At the beginning of reporting year
4,950,000
4,450,000
Issue of 500,000 options for option based payment
Issue of 429,688 options for option based payment
Issue of 1,562,500 options for option based payment
Issue of 2,000,000 reserve shares treated as in substance
options
18.1
18.2
18.3
17.12
429,688
1,562,500
2,000,000
500,000
-
-
-
At the end of the reporting year
8,942,188
4,950,000
Note
30-Jun-15
$
30-Jun-14
$
At the beginning of reporting year
523,341
455,606
Amount expensed for options issued to consultant.
500,000 options with exercise price of $0.15
Amount expensed for options issued to consultant.
429,688 options with exercise price of $0.087
Amount expensed for options issued to consultant.
1,562,500 options with exercise price of $0.087
Amount expensed for shares (in substance options) issued to
consultant in lieu of services provided.
2,000,000 share at $0.05 per share
18.1
18.2
18.3
17.12
-
9,552
13,750
50,000
100,000
-
-
-
At the end of the reporting year
628,908
465,158
18.1 The issue of 500,000 $0.15 options exercisable on or before 7 February 2017 on 6 February 2014 to
consultant. Please refer to Note 18 for further explanation.
18.2 The issue of 429,688 $0.087 options exercisable on or before 6 November 2017 on 6 November 2014
to consultant. Please refer to Note 18 for further explanation.
18.3 The issue of 1,562,500 $0.087 options exercisable on or before 6 November 2017 on 6 November
2014 to consultant. Please refer to Note 18 for further explanation.
82
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 19: Equity based payments
Expenses arising from share-based payment and option-based payment transactions
Total expenses arising from share-based payment transactions recognised during the year were as follows:
Options issued in consideration for services. See note 18.2 and 18.3
Shares issued under the director and senior management fee and
remuneration sacrifice share plan. See note 17.4, 17.19, 17.14, 17.15,
17.16, 17.17 and 17.21.
Shares issued in consideration of services. See note 17.8, 17.9, 17.10
and 17.12.
30-Jun-15
$
63,750
30-Jun-14
$
9,552
71,635
33,183
206,250
25,000
341,635
67,735
During 2015 financial year, 1,992,188 options were issued to consultant as part of the fees paid to
consultants for capital raising. The fair value of options granted under this plan is calculated using 5-day
VWAP plus a 50% premium prior to the issue and the term of the options is 3 years.
On 20 October 2014, the Company issued 1,250,000 shares at $0.035 per share and further 1,000,000
shares and 250,000 shares at $0.05 per share to consultants in lieu of cash payments for services
provided. This issue has been approved by shareholders at the 2014 AGM.
On 7 January 2015, the Company issued 2,000,000 shares (in substance options) to consultants under the
Employee Share Plan ("ESP"). The fair value of the shares issued is at market value $0.05 per share.
Under the Management fee and remuneration sacrifice share plan, the eligible directors and senior
management of the Company may elect to sacrifice part of their directors’ fees or consulting fees to acquire
Shares in the Company. Under the Plan, the relevant directors and senior management will receive the
remainder of their directors’ fees or consulting fees in cash. As such, the Shares will be issued for nil cash
consideration and will be valued at market fair value. The Plan has been approved by the shareholders
during 2013 AGM. The associated shares for the sacrificed amount up to March 2015 have been issued to
the directors who have elected to sacrifice part of their directors fees, with remaining associated shares to
be issued in next financial year.
During the 2014 financial year, 500,000 options were issued to consultants under the Employee Option
Plan (EOP). The fair value of options granted under the EOP is estimated at the date of grant using a
Black-Scholes option pricing methodology, taking into account the terms and services were valued at the
market price at the date of issue as the value of the services received could not be reliably measured.
Options issued during the period vested at grant date.
On 8 April 2014 and 20 June 2014, a total of 500,000 shares were issued to consultants in lieu of services
provided to the Company at a market value, $0.05 per share.
The fair value of the shares and options granted for the year ended 30 June 2015 was estimated on the
date of grant using the following assumptions:
Dividend yield (%)
Expected volatility* (%)
Risk-free interest rate (%)
Expected life (years)
Share price ($)
30-Jun-15
Nil
75
2
3
See below tables:
30-Jun-14
Nil
75
2.5
3
See below tables:
83
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 19: Equity based payments (continued)
Share-based payment plans
Outstanding at 1 July
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
Share-based payment plans (to
consultants)
Outstanding at 1 July
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
Option-based payment plans
Outstanding at 1 July
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
2015
Number
2,110,871
915,610
-
-
-
3,026,481
-
2015
WAEP
$0.1348
$0.0431
-
-
-
$0.1071
-
2014
Number
1,150,000
960,871
-
-
-
2,110,871
-
2014
WAEP
$0.2040
$0.0500
-
-
-
$0.1348
-
2015
Number
2015
WAEP
2014
Number
2014
WAEP
-
-
4,500,000
-
-
-
4,500,000
-
$0.0458
-
-
-
$0.0458
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2015
Number
2,600,000
2015
WAEP
$0.3189
-
-
(1,250,000)
-
-
$0.2800
2014
Number
2,600,000
-
-
-
-
2014
WAEP
$0.3189
-
-
-
-
1,350,000
$0.3549
2,600,000
$0.3189
-
-
-
-
* Volatility was determined using considered judgement as to the volatility of the share price over the vesting
period.
Option-based payments (to consultants)
Outstanding at 1 July
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
2015
Number
1,200,000
1,992,188
-
2015
WAEP
$0.2708
$0.0870
-
(500,000)
2,692,188
-
$0.3000
$0.1294
-
2014
Number
700,000
500,000
-
-
-
1,200,000
-
2014
WAEP
$0.357
$0.150
-
-
-
$0.2708
-
84
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 20: Commitments
(i) The Company has certain obligations with respect to tenements and minimum expenditure
requirements on areas, as follows:
Within 1 year
1 to 2 years
Total
30-Jun-15
$
930,500
930,500
1,861,000
30-Jun-14
$
1,000,500
1,000,500
2,001,000
The commitments may vary depending upon additions or relinquishments of the tenements, as well as
farm-out agreements. The above figures are based on the mines department Emits reports as at 30 June
2015. These figures are adjusted at the anniversary date of each tenement and therefore the total can
change on a monthly basis.
(ii) Mr Patrick McManus was appointed as Managing Director on 23 November 2010. Pursuant to a revised
agreement dated 23 November 2010, his reviewed salary is set at $275,000 per annum inclusive of 9.25%
superannuation effective from 1 July 2013. The agreement can be terminated by either party by giving
three months' notice or payment of three months' salary in lieu of notice being $68,750.
Note 21: Contingent liabilities
There are no contingent liabilities as at 30 June 2015 (2014: Nil).
Note 22: Related party transactions
Consulting fees were paid to Strategic Metallurgy Pty Ltd, a company
of which Gary Johnson is a director and shareholder
Corporate advisory fees and options were paid and issued to Precious
Capital Pte Ltd, a company of which Chew Wai Chuen is a director
and shareholder
The issue of 100,000 shares to Richmond Resources Pty Ltd, a
company of which Robert Van der Laan is a director and shareholder,
at $0.05 per share for transferring the tenements.
Fees were paid to Horn Resources Pty Ltd, a company of which
Robert Van der Laan is a director and shareholder.
Fees included investor relations, corporate advisory, office
accommodation, accounting staff (excluding fees directly related to
Robert Van der Laan), administrative staff and exploration staff.
30-Jun-15
$
30-Jun-14
$
157,270
340,785
196,300
57,600
5,000
-
337,769
696,339
409,093
807,478
The Company issued 15,000,000 shares to Barclay Wells Ltd for the Contingent Entitlement shares in 2011
year (Nil: 2015 year). The Contingent Entitlement share Trustee has entered into a declaration of trust
under which it declares that it holds the Contingent Entitlement shares on trust for certain shareholders of
the Company (‘Eligible Beneficiaries’), being those shareholders who hold at least 10,000 shares in the
Company as the Listing Date and who hold at least one shares in the Company on the first Business Day
following the date that all shares in respect of which the ASX imposes restrictions as a condition to the
listing cease to e restricted securities (‘the Entitlement Date’). These shares are held in Share Plan Trust on
behalf of the Company and accounted for as reserve shares with nil value.
85
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 22: Related party transactions (continued)
During the prior year, the 15,000,000 Contingent Entitlement shares were transferred from the Share Plan
Trust to the Eligible Beneficiaries accordingly.
As at the date of this report , there were total 3,150,000 shares issued under the Employee Share Plan
(ESP) accounted for as in-substance options (2014: 1,150,000 shares). The Company has provided each
employee with a Resource Loan up to the amount payable in respect of the shares. The employee must
repay the Loan in full prior to expiry of the Loan Term but may elect to repay the Loan Amount in respect of
any or all of the Plan Shares at any time prior to expiry of the Loan Term.
Note 23: Cash flow information
30-Jun-15
$
30-Jun-14
$
Reconciliation of cash flow from operations with (loss)/profit from ordinary activities after income tax
Loss from ordinary activities after income tax
Share of associates loss
Depreciation and amortisation
Expenses settled via equity issues
Changes in assets and liabilities
(Increase)/decrease in receivables
Increase/(decrease) in payables
Increase/(decrease) in provisions
Cash flows from operations
(2,871,003)
350,000
15,026
338,887
(1,822,505)
-
20,719
67,735
(22,560)
(221,122)
13,929
(2,396,843)
49,957
(250,576)
11,994
(1,922,676)
Note 24: Financial risk management objectives and policies
The Company’s principal financial instruments comprise cash and short term deposits. The main purpose of
the financial instruments is to finance the Company’s operations. The Company also has other financial
instruments such as trade debtors and creditors which arise directly from its operations. The main risks
arising from the Group’s financial instruments are interest rate risk and credit risk. The board reviews and
agrees policies for managing each of these risks and they are summarised below:
Interest Rate Risk
(a)
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate
as a result of changes in market interest rates and the effective weighted average interest rate for each
class of financial assets and financial liabilities is set out in the following table. Also included is the effect on
profit and equity after tax if interest rates at that date had been 10% higher or lower with all other variables
held constant as a sensitivity analysis.
The Group has not entered into any hedging activities to manage interest rate risk. In regard to its interest
rate risk, the Group continuously analyses its exposure. Within this analysis consideration is given to
potential renewals of existing positions, alternative investments and the mix of fixed and variable interest
rates.
86
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 24: Financial risk management objectives and policies (continued)
Weighted
Average
Effective
Interest Rate
%
Floating
Interest
Rate
$
Fixed
Interest
Rate
$
Non
Interest
Bearing
$
Interest Rate
Risk Sensitivity
-10%
10%
Total
$
Profit Equity Profit Equity
$
$
$
$
1.50
2015
Financial
Assets
Cash
Receivables
Total Financial Assets
Financial
Liabilities
Trade creditors
Total Financial Liabilities
1,115,395
-
1,115,395
426,862
75,638
1,542,257
-
-
75,638
- 502,500 1,617,895
-1,171
-1,171
1,171
1,171
-
-
-
-
390,327
390,327
390,327
390,327
Weighted
Average
Effective
Interest Rate
%
Floating
Interest
Rate
$
Fixed
Interest
Rate
$
Non
Interest
Bearing
$
Interest Rate
Risk Sensitivity
Total
$
-10%
Profit Equity
10%
Profit Equity
$
$
$
$
2014
Financial Assets
Cash
Receivables
Total Financial Assets
Financial Liabilities
Trade creditors
Total Financial Liabilities
2.35
92,968
-
92,968
-
-
-
-
-
-
-
71,302
164,270
-153
-153
153
153
48,133
48,133
119,435
212,403
297,490
297,490
297,490
297,490
A sensitivity of 10% (2014: 10%) has been selected as this is considered reasonable given the current
level of both short term and long term Australian dollar interest rates. A -10% sensitivity would move short
term interest rates at 30 June 2015 from around 1.50% to 1.35% (2014: 2.35% to 2.12%) representing a
15.0 basis points (2014: 23.5 basis points) downwards shift, which is 10.5 basis points (2014: 16.5 basis
points) net of tax.
Based on the sensitivity analysis only interest revenue from variable rate deposits and cash balances is
impacted resulting in a decrease or increase in overall income.
Liquidity Risk
(a)
The Company manages liquidity risk by maintaining sufficient cash reserves and marketable securities
required to meet the current exploration and administration commitments, through the continuous
monitoring of actual cash flows.
All payables are due within 30 days, which is consistent with the prior year.
Fair Values
(b)
For financial assets and liabilities, the net fair value approximates their carrying value. No financial assets
and financial liabilities are readily traded on organised markets in standardised form.
87
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 24: Financial risk management objectives and policies (continued)
(d) Credit Risk
Credit risk arises in the event that counterparty will not meet its obligations under a financial instrument
leading to financial losses. The Company is exposed to credit risk from its operating activities, financing
activities including deposits with banks. The credit risk control procedures adopted by the Company is to
assess the credit quality of the institution with whom funds are deposited or invested, taking into account its
financial position and past experiences.
The maximum exposure to credit risk on financial assets of the Company which have been recognised on
the statement of financial position is generally limited to the carrying amount.
Cash is maintained with National Australia Bank.
Note 25: Controlled entity
Potash West NL is the ultimate parent entity of the consolidated group.
The following was a controlled entity at the balance date and has been included in the consolidated
financial statements. All shares held are ordinary shares.
Name
East Exploration Pty Ltd (i)
Country of
Incorporation
Australia
Percentage
Interest Held %
2015
55%
Date Acquired/Incorporated
7 May 2015
(i) On 24 April 2014, the Company entered into an agreement with Lufgan Nominees Pty Ltd and RL
Holdings Pty Ltd to set up a new company called East Exploration Pty Ltd to acquire exploration
permits in respect of the tenements and developing the tenements in Germany, which is the principal
place of business. Upon signing of the Heads of Agreement, the Company agrees to subscribe
300,000 shares at $1.00 per share and further 66,666 shares at $0.0001 per share to acquire a total of
up to 55% of East Exploration ("acquisition"). On 7 May 2015, the Company settled the final payment
of $50,000 and completed the acquisition.
As at 30 June 2015, there are no commitment or contingent liabilities in respect of the controlled entity.
88
For personal use only
Potash West NL
A.C.N. 147 346 334
Notes to Financial Statements (continued)
Note 26: Parent entity disclosure
Assets
Current assets
Non current assets
Total Assets
Liabilities
Current liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
Income/(Loss) for the year
Other comprehensive income
Total comprehensive income for the
financial year
Note 27: Subsequent events
Parent
30-Jun-15
Parent
30-Jun-14
1,624,717
2,628,513
4,253,230
231,207
2,665,580
2,896,787
450,537
450,537
343,771
343,771
3,802,693
2,553,016
16,540,712
864,977
(13,602,996)
3,802,693
12,754,631
523,341
(10,724,956)
2,553,016
Parent
30-Jun-15
Parent
30-Jun-14
(2,778,040)
-
(1,822,505)
-
(2,778,040)
(1,822,505)
On 6 July 2015, the Company issued 27,500,000 shares at $0.04 per share, raising $1,100,000 before
costs. This is part of the $1.8 million placement announced on 25 June 2015.
On 18 August 2015, the Company agreed and its controlled entity entered into a term sheet with Davenport
Resources Pty Ltd (“Davenport”), a wholly owned subsidiary of Arunta Resources Limited (“Arunta”), to sell
100% of East Exploration, which is the owner of South Harz Potash project. The term sheet is subject to the
completion of due diligence by both parties, entry into formal documentation by East Exploration’s
shareholders for the sale of their shares, Arunta and Davenport being satisfied with any conditions imposed
on the demerger of Davenport or subsequent listing of Davenport by ASX, the proposed seed capital
placement and IPO capital raising by Davenport and satisfaction of ASX and regulatory requirements
including Arunta Resources, Davenport and the Company shareholder approval.
There have not been any matters that have arisen after balance date that have significantly affected, or
may significantly affect, the operations and activities of the Company, the results of those operations, or the
state of affairs of the Company in future financial years other than disclosed elsewhere in this annual report.
89
For personal use only
Potash West NL
A.C.N. 147 346 334
Directors’ Declaration
In the opinion of the directors of Potash West NL:
(a)
the financial statements and notes set out on pages 57 to 89 are in accordance with the
Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the financial position of the Company as at 30 June 2015
and of its performance, as represented by the results of its operations and its cash
flows, for the year ended on that date; and
complying with Accounting Standards in Australia and the Corporations Regulations
2001;
the financial statements and notes also comply with International Financial Reporting
Standards as disclosed in Note 2(c); and
subject to the matters discussed in Note 2(f), there are reasonable grounds to believe that the
Company will be able to pay its debts as and when they become due and payable.
(b)
(c)
This declaration has been made after receiving the declarations required to be made to the directors in
accordance with section 295A of the Corporations Act 2001 for the year ending 30 June 2015.
This declaration is made in accordance with a resolution of the directors.
Patrick McManus
Managing Director
Perth
Dated: 30 September 2015
90
For personal use only Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor's report to the members of Potash West NL
Report on the financial report
We have audited the accompanying financial report of Potash West NL, which comprises the consolidated
statement of financial position as at 30 June 2015, the consolidated statement of comprehensive
income, the consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, notes comprising a summary of significant accounting policies and other
explanatory information, and the directors' declaration of the consolidated entity comprising the
company Potash West NL and the entities it controlled at the year's end or from time to time during the
financial year.
Directors' responsibility for the financial report
The directors of the company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal controls as the directors determine are necessary to enable the preparation of the financial
report that is free from material misstatement, whether due to fraud or error. In Note 2, the directors
also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that
the financial statements comply with International Financial Reporting Standards.
Auditor's responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. Those standards require that we comply with
relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial report. The procedures selected depend on the auditor's judgment, including the assessment
of the risks of material misstatement of the financial report, whether due to fraud or error. In making
those risk assessments, the auditor considers internal controls relevant to the entity's preparation of the
financial report that gives a true and fair view in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's
internal controls. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by the directors, as well as evaluating the overall
presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion.
Independence
In conducting our audit we have complied with the independence requirements of the Corporations Act
2001. We have given to the directors of the company a written Auditor’s Independence Declaration, a
copy of which is included in the directors’ report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
91
RK:MW:PotashWest:091
For personal use only Opinion
In our opinion:
a.
the financial report of Potash West NL is in accordance with the Corporations Act 2001,
including:
i
ii
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2015
and of its performance for the year ended on that date; and
complying with Australian Accounting Standards and the Corporations Regulations 2001;
and
b.
the financial report also complies with International Financial Reporting Standards as disclosed in
Note 2.
Emphasis of Matter
Without qualifying our opinion, we draw attention to Note 2 (f) in the financial report which describes the
principal conditions that raise doubt about the company’s ability to continue as a going concern. These
conditions indicate the existence of a material uncertainty that may cast significant doubt about the
company’s ability to continue as a going concern and therefore, the company may be unable to realise its
assets and discharge its liabilities in the normal course of business.
Report on the remuneration report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June
2015. The directors of the company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is
to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
Opinion
In our opinion, the Remuneration Report of Potash West NL for the year ended 30 June 2015, complies
with section 300A of the Corporations Act 2001.
Ernst & Young
Robert A Kirkby
Partner
Perth
30 September 2015
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
92
RK:MW:PotashWest:091
For personal use only Potash West NL
A.C.N. 147 346 334
Shareholder Information
Distribution schedules of shareholders and statements of voting rights are set out in Table 1, whilst the
Company’s top twenty shareholders and option holders are shown in Tables 2, 3 and 4. Substantial
shareholder notices that have been received by the Company are set out in Table 5.
Table 1
Shareholder spread as at 11 September 2015
Ordinary shares, with right to attend meetings and vote personally or by proxy, through show of
hands and, if required, by ballot (one vote for each share)
Spread of Holdings
No. Holders
PWN
No. Holders
PWNCA
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 - and over
104
232
202
900
260
30
129
139
279
51
Total number of holders of securities
Total number of securities
1,698
229,679,615
628
35,960,024
Table 2
Top twenty shareholders as at 11 September 2015
Shareholder
No. Shares
Percentage
1 Citicorp Nominees Pty Limited
2 Yap Thai Choy
3 HSBC Custody Nominees (Australia) Limited
4 UOB Kay Hian Private Limited
5 Mr Dennis Bell
6 Mr Robert Peter Van Der Laan
7 Mr Adrian Christopher Griffin
8 Mr John Stephen Bladon Millward
9 Torbinup Resources Pty Ltd
10 Potash West NL
11 Mr Patrick Bernard Mc Manus & Mrs Vivienne Edwina Mc Manus
12 Gilpin Park Pty Ltd
13 Flourish Super Pty Ltd
14 Davsms Investments Pty Ltd
15 Dr Tack-Shin Lee
16 SBI Investments (PR) LLC
17 Philip Anthony Feitelson
18 Sept Rogues Ltd
19 Mr Brett James Smith & Mrs Lynne Smith
20 Nutsville Pty Ltd
37,953,438
12,000,000
11,407,857
9,549,745
5,957,143
5,867,645
5,077,045
3,687,814
3,518,057
3,150,000
3,107,230
2,855,000
2,500,000
2,175,000
2,120,229
2,108,348
2,000,000
1,827,781
1,600,000
16.525
5.225
4.967
4.158
2.594
2.555
2.210
1.606
1.532
1.371
1.353
1.243
1.088
0.947
0.923
0.918
0.871
0.796
0.697
1,500,000
119,962,332
0.653
52.230
93
For personal use only
Potash West NL
A.C.N. 147 346 334
Shareholder Information (continued)
Table 3
Top twenty partly paid shareholders as at 11 September 2015
Shareholder
No. Shares
Percentage
1 HSBC Custody Nominees (Australia) Limited
2 Mr Robert Peter Van Der Laan
3 Mr Adrian Christopher Griffin
4 Mr John Stephen Bladon Millward
5 Torbinup Resources Pty Ltd
6 Roberin Pty Ltd
7 Mr Mohan Singh Nandha
8 Sept Rogues Ltd
9 Mrs Anjana Nandha
10 Richmond Resources Pty Ltd
11 National Nominees Limited
12 Mr Frederick Denis L’Aime
13 Potash West NL
14 Ossart Holdings Pty Ltd
15 Citicorp Nominees Pty Limited
16 Mr Bruno Carraro & Mrs Giuseppina Carraro
17 Nutsville Pty Ltd
18 First Investment Partners
19 Mr Brent Arthur Cotsworth
20 Mr Adrian Christopher Griffin
Table 4
Top twenty option holders as at 11 September 2015
2,869,345
2,598,823
2,575,931
1,863,907
1,779,029
1,553,615
1,072,541
913,891
911,091
697,917
655,817
591,499
575,000
494,556
479,241
415,422
400,000
350,000
295,376
260,310
21,353,311
7.979
7.227
7.163
5.183
4.947
4.320
2.983
2.541
2.534
1.941
1.824
1.645
1.599
1.375
1,333
1.555
1.112
0.973
0.821
0.724
59.381
Optionholder
Nil
No. Options
-
Percentage
-
Table 5
Substantial shareholders as at 11 September 2015
Shareholder
Nil
Voting Rights
No. of shares Percentage
-
-
The voting rights attached to each class of equity securities are set out below.
(a) Ordinary shares
On a show of hands every member present at a meeting in person or by proxy shall have one vote and
upon a poll each share shall have one vote.
94
For personal use only
Potash West NL
A.C.N. 147 346 334
Shareholder Information (continued)
Unlisted options as at 30 June 2015
Details of unlisted option holders are as follow:
Class of unlisted options
No. Options
Options exercisable at $0.40 on or before 8 September 2016
Holders of more than 20% of this class
Options exercisable at $0.60 on or before 8 September 2016
Holders of more than 20% of this class
100,000
1
100,000
1
Options exercisable at $0.355 on or before 13 November 2015
1,350,000
Holders of more than 20% of this class
1
Options exercisable at $0.13 on or before 25 October 2015
1,000,000
Holders of more than 20% of this class
2
Options exercisable at $0.15 on or before 7 February 2017
500,000
Holders of more than 20% of this class
1
Options exercisable at $0.087 on or before 6 November 2017
1,992,188
Holders of more than 20% of this class
2
95
For personal use only
Potash West NL
A.C.N. 147 346 334
Tenement Register
Tenements (Australia) as at 6 August 2015
Tenements Name
Project
Holder
Details
Bell
E70/3418
Image Resources NL
100% Mineral Rights for Potash
Dinner Hill
E70/3987
Richmond Resources Pty Ltd
100% Mineral Rights for Potash
Dalaroo North
E70/3988
Richmond Resources Pty Ltd
100% Mineral Rights for Potash
Daraloo South
E70/3989
Richmond Resources Pty Ltd
100% Mineral Rights for Potash
Mogumber
E70/4124
Potash West NL
Pending
Jam Hill
Bald Hill
E70/4137
Potash West NL
100% Mineral Rights for Potash
E70/4138
Potash West NL
100% Mineral Rights for Potash
Ingra Hills
E70/4139
Potash West NL
100% Mineral Rights for Potash
Watheroo
E70/4471
Potash West NL
100% Mineral Rights for Potash
Dandaragan
E70/4609
Potash West NL
100% Mineral Rights for Potash
Dandaragan
E70/4687
Potash West NL
Pending
96
For personal use only