Celtink Creative: Rex Minerals: Annual Report 2009 – 4pp Cover – OUTSIDE. 260909
PMS 8943 Metallic
C M Y
K
ABN 12 124 960 523
CONTACT
A 209 Dana Street Ballarat
Victoria 3350 Australia
T (03) 5337 4000
F (03) 5331 1776
P PO Box 626W Ballarat West
Victoria 3350 Australia
info@rexminerals.com.au
E
W www.rexminerals.com.au
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Drill Discover Define
annual report 2009
Celtink Creative: Rex Minerals: Annual Report 2009 – 4pp Cover – INSIDE. 210909
PMS 8943 Metallic
C M Y
K
ABN 12 124 960 523
CORPORATE DIRECTORY
DIRECTORS
Paul Chapman (Chairperson)
Steven Olsen (Managing Director)
Richard Laufmann
SHARE REGISTRARS
Security Transfer Registrars
Pty Ltd
770 Canning Highway
Applecross WA 6153
COMPANY SECRETARY
Janet Mason
PRINCIPAL and
REGISTERED OFFICE
209 Dana Street
Ballarat Victoria 3350
CONTACT DETAILS
Rex Minerals Ltd
PO Box 626W
Ballarat West Victoria 3350
Telephone 03 5337 4000
Facsimile 03 5331 1776
Email info@rexminerals.com.au
AUDITORS
KPMG
147 Collins Street
Melbourne Victoria 3000
BANKERS
ANZ Banking Group Limited
927 Sturt Street
Ballarat Victoria 3350
LEGAL ADVISORS
Baker McKenzie
181 William Sreet
Melbourne Victoria 3000
OPERATION LOCATIONS
A U S T R A L I A
SOUTH
AUSTRALIA
NEW SOUTH
WALES
VICTORIA
SOUTH
AUSTRALIA
Wandearah
Pine Point
Adelaide
Mt Carrington
Lismore
NEW SOUTH
WALES
Sydney
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TABLE OF CONTENTS
Rex Minerals Ltd Annual Report for the year ended 30 June 2009
INTRODUCTION, HIGHLIGHTS AND GOALS FOR 2010 ..............................1
LETTER FROM THE CHAIRMAN AND MANAGING DIRECTOR ..................2
REVIEW OF OPERATIONS ...........................................................................3
EXPLORATION PROJECTS......................................................................4-12
TENEMENTS SCHEDULE ..........................................................................12
DIRECTORS’ REPORT............................................................................13-24
BALANCE SHEETS ....................................................................................25
INCOME STATEMENTS..............................................................................26
STATEMENTS OF CHANGES IN EQUITY ..................................................27
STATEMENTS OF CASH FLOWS................................................................28
NOTES TO THE FINANCIAL STATEMENTS ..........................................30-50
DIRECTORS’ DECLARATION ......................................................................51
AUDITOR’S INDEPENDENCE DECLARATION...........................................52
INDEPENDENT AUDIT REPORT ..........................................................53-54
ADDITIONAL SHAREHOLDER INFORMATION..........................................55
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INTRODUCTION
Rex Minerals Ltd (“Rex”) is an Australian minerals exploration and development company with a large-scale copper
project in South Australia and a copper, gold and silver project in New South Wales. On South Australia’s Yorke Peninsula,
Rex seeks to discover multiple copper deposits leading to the development of a large, low-cost and long life mining
operation. In New South Wales, Rex’s Mt Carrington project has existing gold and silver Resources and a shallow copper
discovery which may provide the Company with a shorter term development option. Rex is progressing with both projects
to identify the optimal development paths that will lay the foundations for continued growth as a diversified exploration
and mining company.
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HIGHLIGHTS
Multiple large scale high grade copper intersections have
been returned from drilling at the Hillside Project on the
Yorke Peninsula in South Australia.
Assay results include:
> 259m @ 1.7% copper and 0.4g/t gold
> 60m @ 3.0% copper and 0.5g/t gold
> 57m @ 1.5% copper and 0.4g/t gold
> 51m @ 1.5% copper and 0.1g/t gold
A Resource update was completed at the Mt Carrington
Project for a total Inferred Resource of:
> 190,000 ounces of gold, and
> 10.5 million ounces of silver
A new shallow high grade copper discovery was made at
Mt Carrington with drilling results of 18.7m @ 5.9%
copper and 10.1m @ 6.3% copper.
The Company exercised an option to purchase 100% of
the Mt Carrington Project
The Company successfully raised a total of $11.1 million
during difficult economic conditions in order to maintain
progress at its projects.
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GOALS FOR 2010
> Resource : At the Hillside copper project define an initial Inferred Resource estimate.
> Scale : At Hillside identify and scope potential extensions of the copper mineralisation within 500m of the surface.
> New Discovery : Make at least one new large scale copper discovery along the Pine Point Copper Belt.
> Scale : At Mt Carrington identify the potential for the copper, gold and silver mineralisation within 200m of the surface.
> Resource : At Mt Carrington define a new copper Resource and/or increase the gold and silver Resource.
> Economics : Initiate scoping studies at Hillside and Mt Carrington.
Page 1
A 209 Dana Street Ballarat
Victoria 3350 Australia
T (03) 5337 4000
F (03) 5331 1776
P PO Box 626W Ballarat West
Victoria 3350 Australia
E info@rexminerals.com.au
W www.rexminerals.com.au
minerals ltd
ABN 12 124 960 523
LETTER FROM THE CHAIRMAN AND MANAGING DIRECTOR
For the year ended 30 June 2009
Dear Fellow Shareholder,
At the Company’s IPO in September 2007, the foundation was laid down for Rex to test a number of large scale targets with a
substantial drilling program planned for each project area. The underlying premise to this strategy was that almost all mineral
discoveries require a substantial amount of drilling and re-interpretation before the potential can be realised. This strategy was made
even more important during the past year as the global financial crisis took hold.
Whilst many explorers stopped drilling, Rex through its drilling alliance with Titeline Drilling continued with its drilling campaign at
the Hillside copper project in South Australia. It was at close to the peak of the global financial crisis that drill hole HDD018 returned
high grade assay results (in January 2009) over a substantial length, which indicated the beginnings of what is now emerging as a
substantial copper discovery. Since that time drilling has continued to produce a number of thick and high grade copper intersections,
with the rewards from the strategy undertaken by Rex since the IPO now delivering results.
With every new discovery comes a phase of rapid learning about the key features associated with each mineral deposit. There are many
examples from other similar deposits that geologists can use to aid the discovery process, but each deposit will typically have a number
of important characteristics that are unique.
On the Yorke Peninsula, Rex has tested a wide range of theories about the copper mineralisation situated there, with some exciting
results returned in terms of the scale of copper mineralisation that could ultimately be discovered. The initial targeting was focussed on
the gravity features that were defined in the area (one method used to discover the Prominent Hill deposit), which produced large
scale, but lower grade copper results initially. It was the continuation of some of these early drill holes underneath the adjacent
magnetic anomaly that ultimately led to the discovery of thick and high grade zones of copper mineralisation. The copper
mineralisation was found to be closely associated with magnetite (cause of the magnetic anomaly), and recent high resolution
magnetic surveys have shown that a number of high intensity linear magnetic anomalies over a substantial strike length are yet to be
drill tested at Hillside. Therefore our belief is that the Hillside project alone could deliver a new large scale mining opportunity for Rex.
However, the evolution of Rex’s growth is not just restricted to the Hillside Project. The Pine Point Copper Belt is a large geological
zone that extends for over 60km within Rex’s Exploration Licence on the Yorke Peninsula. Key exploration criteria has been recognised
within the Pine Point Copper Belt, based on government magnetic surveys, gravity surveys and a number of high grade historical
copper mines. These criteria all support our view that the potential for multiple large scale copper targets in this region is very high.
Rex is now moving into a very exciting and rapid growth phase as exploration expands to cover the entire Pine Point Copper Belt over
the following year.
In addition, exploration at the Mt Carrington copper-gold-silver project is continuing to uncover the potential in this area. Rex’s work
this year has shown that the existing shallow copper-gold-silver Resources defined to date are part of a much larger mineral system,
with strong evidence for the presence of large scale mineralisation in the project area. This project therefore fits within our original
strategy of working on projects that have large scale potential which could support the development of a new mining operation.
The capital raisings completed over the first half of 2009 were crucial in achieving success from our exploration effort. Rex is now well
financed, with a solid capital structure and with 100% ownership of two projects that contain large scale growth opportunities.
In the year ahead Rex is looking to move to a new level of copper exploration on the Yorke Peninsula. The potential that has been
uncovered at both Hillside and further along the Pine Point Copper Belt has revealed a new frontier of copper exploration and
discovery on the Yorke Peninsula. Rex will focus its attention on both the initial definition of a Resource at Hillside, along with proving
up the regional copper potential that could all feed into a new large scale mining operation.
At Mt Carrington, results are also leading Rex towards identifying a new large scale project. The shallow Resources and high grade
copper results are encouraging and Rex will continue exploring the shallow potential at Mt Carrington.
We look forward to your further support over the following year as we expand our exploration programs and expect to deliver a
continuous stream of new and exciting exploration results leading towards the development of a new mining operation.
Yours sincerely,
Paul Chapman
Chairman
Steven Olsen
Managing Director
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REX MINERALS LTD
REVIEW OF OPERATIONS For the year ended 30 June 2009
SUMMARY
Rex has consolidated its activities down to two major projects during the year with the following important
milestones achieved.
October 2008
Sale of Victorian Gold assets (St Arnaud and North Creswick) for $1.5 million.
December 2008
January 2009
March 2009
March 2009
April 2009
Complete Resource upgrade at the Mt Carrington project, NSW, for a total Inferred Resource of:
190,000 ounces of gold, and
10.5 million ounces of silver
Large scale and high grade copper mineralisation discovered at Hillside, South Australia,
including:
259m @ 1.7% copper and 0.4g/t gold from 205m in drill hole HDD 018W1.
Complete capital raising of $5.51 million at a share price of $0.40. This was the first capital
raising since the company’s IPO in September 2007 where a total of $7.0 million was raised at
a share price of $0.25.
Discovered new high grade and shallow copper mineralisation at Mt Carrington with results of:
18.9m @ 5.9% copper from 52.25m and 10.1m @ 6.3% copper from 88.0m in drill hole KYD001.
Further large scale and high grade copper intersected at Hillside including:
57m @ 1.5% copper and 0.4g/t gold from 381m in drill hole HDD023.
April 2009
Exercise option to purchase 100% of the Mt Carrington project.
May 2009
Complete capital raising of $5.6 million at a share price of $0.70.
June 2009
Complete financial year with $12.3 Million cash and 100% ownership of two large scale
projects hosting new copper discoveries over the past year.
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REX MINERALS LTD
EXPLORATION PROJECTS For the year ended 30 June 2009
PINE POINT COPPER BELT, YORKE PENINSULA, SOUTH AUSTRALIA
Rex has 100% ownership over a 60km section of the highly prospective Pine Point Copper Belt (‘PPCB’) on the Yorke
Peninsula of South Australia, between the townships of Pine Point, Ardrossan and White Cliffs. The features which
attracted Rex to the area and underpin its current focus include:
Historic finds : Multiple historical high-grade copper deposits exist along the PPCB.
Thin cover : Most of the Pine Point Copper Belt is ‘hidden’ by a thin layer of cover rocks
(approx. 10m to 50m thick).
Multiple targets : A range of prospects and targets exist along the 60 km section of the copper belt.
Scale : Large scale and high-grade copper mineralisation has now been discovered (Hillside) at one of many
‘hidden’ targets along the PPCB.
Setting : The copper discovered to date is associated with magnetite, which in high concentrations will produce
magnetic anomalies on detailed surveys allowing Rex to ‘see through’ the cover rocks to focus on new targets.
Modern Techniques : Detailed high resolution magnetic surveys have the potential to redefine in much greater
detail a large number of copper targets.
Infrastructure : The proximity to Adelaide (1.5hrs by car) and the location of a major highway along the entire
length of the Peninsula and the nearby ports will assist the economics of new developments.
Power : The area is connected to the State’s main power grid.
The exploration activity to date on the Pine Point Copper belt has largely been focussed at the Hillside project. The
discovery of large scale copper mineralisation at Hillside has important implications for additional copper mineralisation
along the Pine Point Copper Belt. The most important exploration tool which is considered to have the ability to focus the
drilling towards the highest concentrations of copper at Hillside is a detailed magnetic survey. A large (1000km2) high
resolution magnetic survey has been planned for September 2009 to cover the entire Pine Point Copper Belt that lies
within Rex’s Exploration Licences on the Yorke Peninsula.
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA
Following on from the early indications that Rex had discovered a large scale IOCG (Iron-Oxide-Copper-Gold) type of
deposit at Hillside, Rex received further confirmation of this in the form of multiple large scale and high grade copper
intersections. Table 1 is a summary of the significant drill intersections that were returned during the year from the
Hillside project. Of particular significance is that high grade copper mineralisation has now been broadly identified in
exploration drilling over a large magnetic anomaly which has a total length of over two kilometres (Figure 3).
All of the drilling completed to date at Hillside shows a strong correlation between copper and magnetite. Magnetite is the
mineral which has been identified as the cause of the magnetic anomalies at Hillside. (This relationship is similar to many
other copper-gold deposits such as the Ernest Henry deposit in Queensland).
It was therefore considered important to define the magnetic anomalies at Hillside in as much detail as possible, to
optimise the subsequent drilling program. To this end a new high resolution airborne magnetic survey was recently
completed which has dramatically improved the resolution of the magnetic data at Hillside, and enabled Rex geologists to
locate a number of new high priority target areas.
The magnetic survey has identified three distinct north-south oriented structures which are interpreted to extend for up to
1.6km each (Figure 4). Drilling to date has focussed on the central section of the westernmost structure which
corresponds with the Zanoni Fault. Within the Zanoni structure, as well as the other two structures to the east, there are a
number of locations that have yet to be tested, which Rex considers are important targets (Figure 4). Testing of these
targets is considered to give Rex the best opportunity of determining the extent of the copper mineralisation between 20m
and 500m of the surface at Hillside.
Rex is planning to test a number of important targets at Hillside, over the remainder of 2009 and into 2010, that were
defined from the new magnetic image. The results from this drilling campaign should enable Rex to make an initial scoping
assessment of the copper dimensions and grade between 20m and 500m depth, which in turn will allow the drilling
campaign to be focussed on the areas with the highest potential to deliver an initial Resource estimate by mid 2010.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA (continued)
Hole Number
From (m)
To (m)
Interval (m)
Copper (%)
Gold (g/t)
Structure
HDD009
HDD010
HDD011
HDD012
HDD013
HDD015
HDD017
HDD018
HDD018W1
including
including
HDD020
HDD023
including
HDD024
364
235
301
300
516
303
334
205
447
205
252
416
182
381
400
413
HDD024W1
413
HDD024W2
400
HDD025
HDD026
including
HDD013
HDD015
HDD017
HDD023
465
257
350
492
220
170
270
HDD024W1
671
HDD024W2
609
HDD023
HDD022
459
56
369
239
306
306
532
305
336
280
452
464
280
442
184
438
405
499
499
498
508
525
372
499
225
173
286
691
660
546
68
5
4
5
6
16
2
2
75*
5
259*
28*
26*
2
57
5.0
86
86
98
43
268
22
7
5
3
16
20
51
87
12
1.1
2.4
3.0
1.9
1.4
2.4
1.7
3.3
3.5
1.7
4.1
4.4
1.1
1.5
9.6
0.6
0.6
0.5
0.4
0.7
3.2
2.0
1.0
1.9
0.6
0.6
1.5
0.3
2.0
0.3
0.2
0.7
0.5
0.2
0.3
0.1
0.8
0.6
0.4
1.3
0.9
0.2
0.4
2.1
0.1
0.1
0.1
–
0.2
0.7
0.3
0.3
0.2
–
0.05
0.1
–
0.4
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Zanoni
Dart
Dart
Dart
Dart
Dart
Dart
Marion
Marion
Table 1: Summary of drilling results from the Hillside for the 2008/2009 financial year.
*Denotes reported intersections are not true width.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA (continued)
Figure 1: Residual Gravity Image for the Pine Point
Copper Belt.
Figure 2: Residual Magnetic Image for the Pine Point
Copper Belt, showing the location of the Pine Point Fault.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA (continued)
Figure 3: Hillside Project high resolution magnetics and drillhole locations.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA (continued)
Figure 4: Hillside Project high resolution magnetics with target zones defined – Zanoni, Parsee and Songvaar.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
HILLSIDE COPPER-GOLD PROJECT, SOUTH AUSTRALIA (continued)
Figure 5: Geological Cross Section 74400N (‘AB’) with drillholes and defined copper zones.
Figure 6: Geological Cross Section 74300N (‘CD’) with drillholes and defined copper zones.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
WANDEARAH COPPER-GOLD PROJECT, SOUTH AUSTRALIA
The Wandearah project in South Australia comprises two Exploration Licences which have large scale copper-gold
potential. Historical drilling at Wandearah has confirmed the presence of low grade copper mineralisation and iron-oxide
alteration similar to that observed at Prominent Hill and Olympic Dam. Although this project exists underneath 300m of
cover sediments, combined gravity and magnetic anomalies on the project suggest that a massive mineralised IOCG system
could exist in basement rocks. The lateral expression of the Olympic Dam deposit, one of the world’s largest copper
deposits could easily fit within the gravity and magnetic signatures that exist at Wandearah.
In the year ended June 2009 Rex completed a detailed geophysical gravity survey over the project, followed by a single
vertical diamond drill hole. The gravity survey highlighted the presence of a number of strong north-west and northerly
trending structural features which appear to constrain the area of several gravity anomalies at their intersection points.
Several targets have been identified from this survey within an area of 12km x 6km.
A single diamond drill hole was completed to test one of the gravity–structural targets in late 2008. The hole was drilled
to 707m and intersected a sequence of carbonaceous sediments and conglomerate before passing into basement sediments
at 465m, displaying weak pervasive hematite alteration and veining, minor brecciation and thin granitic intrusions.
No significant alteration was encountered and assay results were generally low. A thick zone of weak copper mineralisation
was noted at 130m down hole depth within graphitic sediments, which may represent an alternative viable copper target
of the ‘Mt Gunson’ style.
COWELL PROJECT, SOUTH AUSTRALIA
The Cowell project in South Australia comprises a single Exploration Licence which has copper-gold and uranium
potential. Initial geological interpretation also indicated there may be potential for Haematite and Magnetite Iron Ore,
similar to the deposits mined in the Middleback Ranges to the north. On this premise a total of six holes were drilled in
mid 2008 to test for both Haematite and Magnetite Iron Ore. Drilling intersected a thick sequence of magnetite-bearing
metamorphic gneiss beneath 50m of cover sediments, however low Fe analyses were returned. Drilling did return
anomalous copper and uranium assays related to fluorite-bearing granites.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
MT CARRINGTON GOLD-SILVER PROJECT, NEW SOUTH WALES
At the Mt Carrington Project in NSW, Rex completed a comprehensive review of the drilling and geological information
leading to an updated Resource estimate which was completed in December 2008. The results from this work are
summarised in Table 2 below.
Verification drilling of the Resources was also completed in early 2009, and the discovery of shallow high grade copper
mineralisation in drilling during this program has also presented a new opportunity for Rex at Mt Carrington
Extensive copper mineralisation has been previously identified at Mt Carrington but not thoroughly evaluated, and
consequently the results from drill hole KYDD001 (intersecting 18.7m @ 5.9% copper and 10.1m @ 6.3% copper)
which were announced in March 2009, indicate that the shallow copper potential could add significant value to the
development options at Mt Carrington.
MT CARRINGTON INFERRED RESOURCES
Gold Resources
Deposit
Strauss
Kylo
1,150,000
1,370,000
Guy Bell
160,000
Sub-Total
2,680,000
Silver Resources
Tonnes
Gold Grade (g/t)
Gold Ounces
Silver Grade (g/t) Silver Ounces
2.1
1.6
2.5
1.9
78,000
71,000
13,000
162,000
5.0
3.2
4.9
4.1
185,000
141,000
25,000
351,000
Deposit
Tonnes
Gold Grade (g/t)
Gold Ounces
Silver Grade (g/t) Silver Ounces
Lady Hampden
1,070,000
White Rock
4,080,000
0.8
–
Sub-Total
5,150,000
Total
7,830,000
28,000
–
28,000
190,000
59
62
61
2,030,000
8,134,000
10,164,000
10,515,000
Table 2: Summary of the Mt Carrington Inferred Resource estimate completed by Rex Minerals in December 2008.
All gold Resources have been produced using a lower cut-off of 0.5g/t and all silver Resources have been produced using
a lower cut-off of 25g/t.
The gold Resources at Mt Carrington predominantly occur within three deposits (Kylo, Strauss and Guy Bell) that are in
close proximity to each other and to existing infrastructure which previous operations at Mt Carrington had established,
and which can form part of a new development opportunity in the future. This infrastructure includes access to mains
power, a fresh water dam, a tailings dam and a cleared plant site (previous processing plant was removed).
The deposits display considerable potential for further extensions to each of the existing gold Resources at depth and
along strike. A number of areas have yet to be tested in between the existing deposits, providing opportunities to increase
the shallow Resources that are amenable to open pit mining within the existing mine site area.
The silver Resources and additional exploration potential provide a unique opportunity and exposure to the silver price.
The largest silver Resource at Mt Carrington is at White Rock which contains 8.5Mozs of silver with additional drilling
outside the resource indicating that the silver mineralisation extends well beyond the existing Resource (Figure 7).
In addition to the shallow copper, gold and silver potential at Mt Carrington, there is some geological evidence that the
Mt Carrington field has large scale potential at depth. In order to effectively test this potential within a meaningful time
frame Rex has committed to complete an extensive program of detailed Induced Polarisation (IP) surveys, a detailed
magnetic survey, and a large scale regional review of the geology, collating the work of the numerous companies that have
explored Mt Carrington over the past 30 years or more. This work will be followed up by intermittent drillings programs
testing the high priority targets that have been uncovered through 2010.
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REX MINERALS LTD
EXPLORATION PROJECTS (continued) For the year ended 30 June 2009
MT CARRINGTON GOLD-SILVER PROJECT, NEW SOUTH WALES (continued)
Figure 7: White Rock Project IP Chargeability Image showing area of the Inferred Silver Resource.
TENEMENT SCHEDULE For the year ended 30 June 2009
Tenement
Locality
Lease Status
Area Type
Current Area
Grant Date
EL3875
EL3874
EL3116
EL3876
EL3459
EL3418
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Wandearah
Wandearah
Cowell
Granted
Granted
Granted
km²
km²
km²
km²
km²
km²
422
1262
27
127
81
85
02/08/2007
02/08/2007
04/08/2003
02/08/2007
29/11/2005
16/09/2005
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REX MINERALS LTD
DIRECTORS’ REPORT For the year ended 30 June 2009
The Directors present their report together with the financial report of Rex Minerals Limited (“the Company”) and of the
Group, being the Company and its subsidiaries, and the Group’s interest in associates and jointly controlled entities for the
financial year ended 30 June 2009 and the auditors’ report thereon.
1.
DIRECTORS
The Directors of the Company at any time during or since the end of the financial year are:
Name, qualifications and independence status
Experience, special responsibilities and other directorships
Mr Paul Chapman
Independent Chairperson
(B.Comm, ACA, Grad.Dip. Tax, CFPT(Snr),
MAICD, SAFin)
Mr Paul Chapman is a chartered accountant and has over twenty
years resources experience gained in Australia and the US. He has
worked in a number of commodity businesses including gold, nickel,
manganese, bauxite/alumina and oil/gas.
Mr Richard Laufmann
Independent Non-Executive Director
(B.Eng (Mining), MAusIMM, MAICD)
Mr Steven Olsen
Managing Director
(B.Sc.(Hons), M.Sc.(MinEx), Grad.Dip
(F&I), MAusIMM)
Mr Chapman has held senior management roles in public companies
of various sizes and is Chairman of ASX listed uranium explorer
Encounter Resources Ltd and Chairman of listed explorer Silver
Lake Resources Ltd. Director since 2007.
Mr Richard Laufmann is a mining engineer with a proven track
record in the resources sector both in Australia and overseas.
He was Managing Director of Ballarat Goldfields NL from 2002
until 2007, at which time Ballarat Golfields merged with Lihir Gold
Limited. Mr Laufmann also previously led WMC Resources
Limited’s Gold Business as General Manager – Operations. His
extensive operational experience includes three years as General
Manager of St Ives Gold in Western Australia. Mr Laufmann is
currently the Managing Director of Indophil Resources, an ASX
listed company operating in the Philippines. Director since 2007.
Mr Steven Olsen has over 16 years experience in the resources
industry with a background of 14 years working as a mine geologist
and exploration geologist, predominantly in Western Australia and
Canada, on nickel and gold deposits. Mr Olsen has had continued
exploration success for both nickel and gold mineralisation
throughout his career.
From 2002 to 2007, Mr Olsen was Chief Geologist at Ballarat
Goldfields NL (BGF), leading the geological team at BGF which
developed a highly successful geological model creating a Resource
base of 1.4Mozs and the ongoing conversion of exploration targets
to Resources. Director since 2007.
2.
COMPANY SECRETARY
Ms Amber Rivamonte, CPA, B.Bus (Acc) was appointed to the position of Company Secretary and CFO in July 2007.
Ms Rivamonte previously held the role of Company Secretary for four years at Ballarat Goldfields NL and has over 15
years experience in the financial management of public listed exploration companies.
Ms Janet Mason, CPA, B.Bus (Acc) was appointed Acting Company Secretary and CFO in December 2008, whilst
Ms Rivamonte is on 12 months leave. Ms Mason has 15 years experience in the mining industry, including 11 years with
WMC in a number of finance roles.
Page 13
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
3.
DIRECTORS’ MEETINGS
The number of Directors’ meetings and number of meetings attended by each of the Directors of the Company during the
financial year are:
Director
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Board
Meetings
A
16
15
17
B
17
17
17
Audit Committee
Meetings
A
2
2
2
B
2
2
2
A – Number of meetings attended.
B – Number of meetings held during the year whilst the Director held office.
4.
CORPORATE GOVERNANCE STATEMENT
This statement outlines the main corporate governance practices in place throughout the financial year, which comply with
the ASX Corporate Governance Council recommendations, unless otherwise stated.
Recommendation
Comment
4.1 Lay solid foundations for management
and oversight
4.1.1 Companies should establish the functions reserved
to the Board and those delegated to senior
executives and disclose those functions.
The Board recognises the importance of distinguishing
between the respective roles and responsibilities of the
Board and management. The respective roles and
responsibilities of the Board and the Managing Director
are set out in the Company’s Board Charter.
The primary responsibility of the Board is to protect and
advance the interest of shareholders. To fulfil this role, the
Board has overall responsibility for developing and
approving the Company’s corporate strategy and
monitoring implementation of the strategy, appointing the
Managing Director, monitoring senior executives’
performance and approving the Company’s risk and audit
framework. The Board is also responsible for the
Company’s general corporate governance matters,
including matters such as disclosures and the
appointment and monitoring of any committees set
up by the Board.
The Managing Director has primary responsibility to the
Board for the affairs of the Company. The Managing
Director’s responsibilities include implementing and
monitoring (together with the Board) the strategic and
financial plans for the Company, managing the
appointment of senior executive positions, being the
primary channel of communication and point of contact
between the senior executives and the Board, providing
strong leadership to, and effective management of, the
Company and otherwise carrying out the day to day
management of the Company.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
4.
CORPORATE GOVERNANCE STATEMENT (continued)
Recommendation
4.1.1 Continued.
4.1.2 Companies should disclose the process for
evaluating the performance of senior executives.
Comment
This recommendation is also satisfied in as much as
should a new Director be appointed, the Company’s
Board Charter and other corporate governance
documentation together with updated financial
statements will be given to the new Directors together
with a formal letter of appointment which will set out
details in respect of, amongst other matters:
> the Company’s financial, strategic, operational
and risk management position
> each Director’s rights, duties and responsibilities;
and
> the role of the Board and senior executives
The Company’s goals for the year are set out in the
Annual Report and these are used as the basis for
evaluating performance of senior executives.
Performance evaluations are undertaken annually, in
June, by the Managing Director. The Managing Director’s
performance evaluation is also undertaken annually, in
June, by the Board.
4.2 Structure the Board to add value
4.2.1 A majority of the Board should be independent
This recommendation is satisfied.
Directors.
4.2.2 The Chair should be an independent Director.
This recommendation is satisfied.
4.2.3 The roles of Chairperson and Chief Executive
This recommendation is satisfied.
Officer should not be exercised by the same
individual.
4.2.4 The Board should establish a
Nomination Committee.
4.2.5 Companies should disclose the process for
evaluating the performance of the Board, its
committees and individual Directors.
The Board has not adopted a charter relevant to the
specific functions of a nomination committee. Given the
size of the Company and the Board, and the start up
nature and straight forward structure of the Company,
the Directors consider that any efficiencies achieved by
the establishment of a nomination committee would be
minimal, thereby not making its establishment cost
effective. The Company has Board processes in place
which raise issues that would otherwise be considered by
a nomination committee.
The Directors consider that due to the size of the
Company and its Board, such a formal review procedure
is not appropriate at this point in time and has instead
adopted a self evaluation process to measure it’s own
performance. This recommendation is satisfied in as much
as the details have been included in the Annual Report
and the Board Charter.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
4.
CORPORATE GOVERNANCE STATEMENT (continued)
Recommendation
Comment
4.3 Promoting ethical and responsible
decision making
4.3.1 Companies should establish a code of conduct and
disclose the code or a summary of the code as to:
> the practises necessary to maintain confidence in
the Company’s integrity.
> the practises necessary to take into account their
legal obligations and the reasonable expectations of
their stakeholders.
> the responsibility and accountability of individuals
for reporting and investigating reports of unethical
practices.
4.3.2 Companies should establish a policy concerning
trading in Company securities by Directors, senior
executives and employees and disclose the policy or
a summary of that policy.
This recommendation is satisfied. The Company’s Code of
Conduct sets out the Company’s expectations for the
conduct of the Company’s Directors, senior executives and
employees, including in relation to business conduct,
personal and professional conduct (such as confidentiality,
personal behaviour and respect for others).
This recommendation is satisfied. The Company’s Share
Trading Policy sets out the Company’s policy regarding
the trading of securities in the Company, by Directors,
senior executives and certain others. This provides details
of the Company’s Insider Trading Policy as well as various
other matters relating to institutional investors and
journalists, as well as various other matters.
4.4 Safeguard integrity in financial reporting
4.4.1 The Board should establish an Audit Committee.
This recommendation is satisfied.
4.4.2 The Audit Committee should be structured so that
it: Consists only of non-executive Directors;
Consists of a majority of independent Directors; Is
chaired by an independent Chair who is not chair
of the Board; Has at least 3 members.
The members of the Audit Committee are Paul Chapman
and Richard Laufmann, who are both independent
Directors. Richard Laufmann is an independent Chair of
the Audit Committee (and he is not Chair of the Board).
Given the size of the Company and the Board, and the
start up nature and straight forward structure of the
Company, the Directors consider that the Audit
Committee is of sufficient size, independence and
technical expertise to discharge its mandate effectively.
4.4.3 The Audit Committee should have a formal charter.
This recommendation is satisfied.
4.5 Make timely and balanced disclosure
4.5.1 Companies should establish written policies
designed to ensure compliance with ASX Listing
Rule disclosure requirements and to ensure
accountability at a senior executive level for that
compliance and disclose those policies or a
summary of those policies.
This recommendation is satisfied. The Company has
established written policies and procedures designed to
ensure compliance with ASX Listing Rule disclosure
requirements and accountability for compliance. The
Company’s Continuous Disclose Policy sets out the
Company’s policies and procedures with regard to the
reporting of material price sensitive information to the
ASX subject to confidentiality carve-out aspects and the
Company’s procedures in this regard.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
4.
CORPORATE GOVERNANCE STATEMENT (continued)
Recommendation
Comment
4.6 Respect the rights of shareholders
4.6.1 Companies should design and disclose a
communications policy for promoting effective
communication with shareholders and encouraging
their participation at general meetings and disclose
their policy or a summary of that policy.
4.7 Recognise and manage risk
4.7.1 Companies should establish policies for the
oversight and management of material business
risks and disclose a summary of those policies.
4.7.2 The Board should require management to design
and implement the risk management and internal
control system to manage the Company’s material
business risks and report to it on whether those
risks are being managed effectively. The Board
should disclose that management has reported to it
as to the effectiveness of the Company’s
management of its material business risks.
4.8 Remunerate fairly and responsibly
4.8.1 The Board should establish a
Remuneration Committee.
4.8.2 Companies should clearly distinguish the structure
of Non-Executive Director’s remuneration from
that of Executive Directors and senior executives.
The Company places a high priority on communications
with its Shareholders. Although the Company does not
have a standalone communications policy, the Company
considers that its Continuous Disclosure Policy, together
with disclosure through the following means, should be
sufficient to promote effective communications with
shareholders:
> announcements released through to the ASX
company announcements platform;
> notices of meetings to shareholders; and
> provision of all relevant documentation released on
the Company’s website.
Although there is no standalone risk management policy,
the Board Charter provides that it is the Board’s
responsibility to approve the Company’s risk and audit
framework, systems of risk management and internal
control, as well approving compliance with any risk and
audit policies and protocols in place at the time.
This recommendation is satisfied.
This recommendation is not satisfied. Given the size of
the Company and the Board, and the start up nature and
straight forward structure of the Company, the Directors
consider that any efficiencies achieved by the
establishment of a remuneration committee would be
minimal, not making its establishment cost effective.
This recommendation is satisfied. However, Board
members are entitled to options as set out in this Annual
Report having regard to the small number of the
Company’s management team.
Page 17
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
5.
PRINCIPAL ACTIVITIES
The principal activity of the Group during the course of the financial year was minerals exploration in Australia.
There were no significant changes in the nature of the Group’s principal activities during the year.
Rex is a diversified exploration company. Rex’s strategy is to discover large scale mineral Resources in locations with
important strategic advantages and in commodities that are in high demand. Headquartered in Ballarat, Victoria, Rex has
ownership of projects covering the commodities of Copper, Gold, Silver and Iron. The projects are located in South
Australia and New South Wales and are within geological terrains that are known for their endowment in these
commodities. Rex applies its extensive technical experience and existing drilling capacity to progress its projects, laying
solid foundations for long term growth, enabling Rex to forge ahead as a diversified exploration and mining company.
5.1
Objectives
The Group’s principal objective is to create value through the discovery, development and mining of mineral
resources. To progress with the Group’s primary objective, the following targets have been set for 2010 and later
financial years.
> Define an initial Inferred Resource estimate for the Hillside copper project, South Australia.
> Identify the potential extents of the copper mineralisation at Hillside within 500m of the surface.
> Make at least one new large scale copper discovery along the Pine Point Copper Belt.
> Identify the potential for the copper, gold and silver mineralisation at Mt Carrington within 200m of the surface.
> Define a new copper Resource and/or increase the gold and silver Resource at Mt Carrington.
6.
OPERATING AND FINANCIAL REVIEW
The income statement shows a loss after tax of $1,851,166 (2008 loss: $857,987) for the year. The Group has no bank
debt. As at 30 June 2009 the Group had a cash position of $12,286,067 (2008: $3,876,807). Operating activities
incurred a cash outflow for the year of $829,394 (2008: $804,247).
7.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors there were no further significant changes in the state of affairs of the Group during the year
ended 30 June 2009.
8.
DIVIDENDS PAID OR RECOMMENDED
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend
to the date of this report.
9.
EVENTS SUBSEQUENT TO REPORTING DATE
Subsequent to 30 June 2009 there has not arisen in the interval between the end of the financial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or the state of affairs of the
Group, in future financial years.
10. LIKELY DEVELOPMENTS
Likely developments are the continued minerals exploration on the tenements owned or controlled by the Group.
Further information about likely developments in the operations of the Group and the expected results of those operations
in future financial years has not been included in this report because disclosure of the information would be likely to result
in unreasonable prejudice to the Group.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
11. DIRECTORS’ INTERESTS
The relevant interest of each Director in the shares or options over such instruments issued by the companies within the
Group and other related bodies corporate, as notified by the Directors to the Australian Securities Exchange in
accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows:
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
12. SHARE OPTIONS
Rex Minerals Limited
Ordinary shares
Options over ordinary shares
2,500,000
2,500,000
4,500,000
1,000,000
1,000,000
1,500,000
12.1
Options granted to Directors and Officers of the Company
During or since the end of the financial year, the Company granted options for no consideration over unissued
ordinary shares in the Company to the following Directors and to the following of the five most highly remunerated
Officers of the Company as part of their remuneration:
All options were granted during the financial year. No options have been granted since the end of the financial year.
Number of options granted
Exercise price
Expiry date
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
120,000
$0.41
30 June 2011
12.2
Unissued shares under option
At the date of this report unissued ordinary shares of the Company under option are:
Expiry date
30 June 2011
30 June 2011
30 June 2011
30 June 2011
31 May 2012
Total
Exercise price
Number of shares
$0.25
$0.30
$0.365
$0.41
$0.70
5,200,000
1,500,000
150,000
180,000
300,000
7,330,000
All options expire on the expiry date, unless the options have not vested and the employee is terminated then options
will lapse.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
12. SHARE OPTIONS (continued)
12.3
Shares issued on exercise of options
During the financial year, the Company did not issue ordinary shares as a result of the exercise of options.
Since the end of the financial year, the Company has issued 530,000 options resulting from the exercise of options.
13.
INDEMNIFICATION AND INSURANCE OF OFFICERS
The Company provides insurance to cover legal liability and expenses for the Directors and Executive Officers of the
Company. The Directors and Officers Liability Insurance provides cover against all costs and expenses that may be
incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought
against the Officers in their capacity as Officers. Disclosure of the nature of the liability cover and the amount of the
premium is subject to a confidentiality clause under the insurance policy.
The Company has entered into an agreement with the Directors and certain Officers to indemnify these individuals against
any claims and related expenses, which arise as a result of their work in their respective capacities.
The Company has not provided any insurance or indemnity for the auditor of the Company.
14. NON-AUDIT SERVICES
During the year KPMG, the Company’s auditor, did not provide any non-audit services to the Company (2008: $16,500).
15. REMUNERATION REPORT – AUDITED
15.1
Principles of compensation
Remuneration is referred to as compensation through this report.
Key management personnel have authority and responsibility for planning, directing and controlling the activities of
the Company and the Group, including Directors of the Company and other Executives. Key management personnel
comprise the Directors of the Company and Executives for the Company and the Group including the five most
highly remunerated Company and Group Executives.
Compensation levels for key management personnel of the Group are competitively set to attract and retain
appropriately qualified and experienced Directors and Executives. The Board obtains independent advice of the
appropriateness of compensation packages of both the Company and the Group given trends in comparative
companies and the objectives of the Company’s compensation strategy.
Net loss attributable to equity holders of the parent
$1,851,166
Change in share price
$0.295
2009
2008
$857,987
$0.010
The compensation structures are designed to attract suitably qualified candidates, reward the achievement of
strategic objectives, and achieve the broader outcome of creation of value for shareholders.
15.1.1
Fixed compensation
Fixed compensation consists of base compensation (which is calculated on a total cost basis and
includes any FBT charges related to employee benefits including motor vehicles), as well as employer
contributions to superannuation funds.
Compensation levels are reviewed annually by the Board through a process that considers individual and
overall performance of the Group. In addition external consultants provide analysis and advice to
ensure the Directors’ and Senior Executives’ compensation is competitive in the market place.
15.1.2
Performance linked compensation
Performance linked compensation includes both short-term and long-term incentives, and is designed to
reward key management personnel for meeting or exceeding their financial and personal objectives.
15.1.3
Short-term incentive bonus
The short-term incentive (STI) is a discretionary bonus provided in the form of cash, which is calculated
based on an assessment of key performance indicators, including share price performance, business
growth, exploration success and safety, environment and community issues.
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
15. REMUNERATION REPORT – AUDITED (continued)
15.1
Principles of compensation (continued)
15.1.4
Long-term incentive
The long-term incentive (LTI) is provided as options over ordinary shares of the Company. Options
granted to employees currently only have service conditions attached to them, due to the nature of the
Company at this time; the Board believes this is appropriate.
15.1.5
Service agreements
It is the Group’s policy that employment contracts for key management personnel, excluding the Chief
Executive Officer are unlimited in term but capable of termination on 3 months’ notice and that the
Group retains the right to terminate the contract immediately, by making payment equal to 3 months’
pay in lieu of notice.
The Group has entered into contracts with each key management person, excluding the Chief Executive
Officer, that are capable of termination on three month’s notice. The Group retains the right to terminate
a contract immediately by making payment equal to three month’s pay in lieu of notice. The key
management personnel are also entitled to receive on termination of employment their statutory
entitlements of accrued annual and long service leave, together with any superannuation benefits.
The employment contract outlines the components of compensation paid to the key management
personnel but does not prescribe how compensation levels are modified year to year. Compensation
levels are reviewed each year to take into account cost-of-living changes, any change in the scope of the
role performed by the Senior Executive and any changes required to meet the principles of the
compensation policy.
Mr Steven Olsen, Chief Executive Officer, has a contract of employment dated 1 July 2007 with the
Company and terminates on the 30 June 2010. The contract specifies the duties and obligations to be
fulfilled by the Chief Executive Officer and provides that the Board and Chief Executive Officer will
consult and agree objectives for achievement each year.
The Chief Executive Officer has no entitlement to termination payment in the event of removal for
misconduct or gross negligence.
Discretionary bonus payments are allowable under the current management employment contracts
including the Chief Executive Officer for meeting and/or exceeding performance milestones and upon
approval by the Board.
Non-Executive Directors
Total compensation for all Non-Executive Directors, last voted upon by shareholders at the 2007 AGM,
is not to exceed $300,000 per annum and is set based on advice from external advisors with reference
to fees paid to other Non-Executive Directors of comparable companies. Directors’ base fees are
presently $95,000 per annum.
The Chairperson and Non-Executive Directors do not receive performance related remuneration.
Directors’ fees cover all main Board activities and membership of committees.
Page 21
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REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
15. REMUNERATION REPORT – AUDITED (continued)
15.2
Directors’ and Executive Officers’ remuneration (Company and Group)
Details of the nature and amount of each major element of remuneration of each Director of the Company, each of
the five named Company Executives and relevant Group Executives who receive the highest remuneration and other
key management personnel are:
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Page 22
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
15. REMUNERATION REPORT – AUDITED (continued)
15.2
Directors’ and Executive Officers’ remuneration (Company and Group) (continued)
Notes in relation to the table of Directors’ and Executive Officers’ remuneration
A.
B.
The short-term incentive bonus is for performance during the respective financial year using the criteria set
out in the Remuneration Report. The amount was finally determined after performance reviews were
completed and approved by the Board. No amounts vest in future years in respect of the bonuses paid.
The fair value of the unlisted options granted has been calculated at the date of grant based upon the Black
Scholes option pricing model. The fair value is allocated to each reporting period evenly over the period from
grant date to vesting date. The value disclosed is the portion of the fair value of the options recognised in this
reporting period.
The following factors and assumptions were used in determining the fair value of options on grant date:
Grant Date
Option life
Fair value
per option
Exercise price Price of shares
on grant date
Expected
volatility
Risk free
interest rate
31st July 2007
3.92 years
$0.121
13th Feb 2009
2.37 years
$0.296
$0.25
$0.41
$0.25
$0.51
55%
90%
6.15%
2.85%
15.3
Equity Instruments
All options refer to options over ordinary shares of Rex Minerals Ltd, which are exercisable on a one-for-one basis.
15.3.1
Options and rights over equity instruments granted as compensation
Details on options over ordinary shares in the Company that were granted as compensation to each key
management person during the reporting period and details on options that were vested during the
reporting period are as follows:
Grant date
Number of
options granted
during 2009
Fair value per
option at grant
date ($)
Exercise
price per
option ($)
Expiry date
Number of
options vested
during 2009
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
200,000
200,000
Ms Janet Mason
120,000
13 Feb 2009
$0.296
$0.41
30 June 2011
80,000
Grant date
Number of
options granted
during 2008
Fair value per
option at grant
date ($)
Exercise
price per
option ($)
Expiry date
Number of
options vested
during 2008
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Ms Amber Rivamonte
600,000
31 July 2007
$0.121
$0.25
30 June 2011
200,000
Mr Geoffrey Lowe
600,000
31 July 2007
$0.121
$0.25
30 June 2011
200,000
Ms Janet Mason
–
–
–
–
–
–
No options have been granted since the end of the financial year. The options were provided at no cost to the recipients.
Page 23
>
REX MINERALS LTD
DIRECTORS’ REPORT (continued) For the year ended 30 June 2009
15. REMUNERATION REPORT – AUDITED (continued)
15.3
Equity Instruments (continued)
15.3.2 Modification of terms of equity-settled share-based payment transactions
No terms of equity-settled share-based payment transactions (including options and rights granted as
compensation to a key management person) have been altered or modified by the issuing entity during
the reporting period or the prior period.
15.3.3
Exercise of options granted as compensation
During the reporting period, no options were exercised in regards to previously granted compensation.
15.3.4
Analysis of movements in options
The movement during the reporting period, by value, of options over ordinary shares in the Company
held by each key management person, and each of the five named Company Executives and Group
Executives is detailed below.
Granted in year
$ (A)
Value of Options
Exercised in year $ (B)
Lapsed in year $ (C)
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
119,948
–
–
–
–
–
35,520
35,520
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(A) The value of options granted in the year is the fair value of the options calculated at grant date using
the Black Scholes option pricing model as described in note 24. The total value of the options granted
is included in the table above. This amount is allocated to remuneration over the vesting period.
(B) There were no options exercised during this year.
(C) No options lapsed during the year.
16. LEAD AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration is set out on page 52 and forms part of the Directors’ Report for the year
ended 30 June 2009.
Dated at Melbourne this 29th day of September 2009.
Signed in accordance with a resolution of the Directors:
Steven Olsen
Managing Director
Page 24
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
BALANCE SHEETS As at 30 June 2009
Note
7
8
9
8
10
11
13
14
15
16
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
12,286,067
24,720
1,271,008
3,876,807
133,719
304,576
12,286,067
24,720
1,271,008
3,876,807
133,719
304,576
13,581,795
4,315,102
13,581,795
4,315,102
–
–
9,127,523
165,636
–
–
5,207,774
336,128
8,966,435
30
–
165,636
5,084,069
30
196,160
155,987
9,293,159
5,543,902
9,132,101
5,436,246
22,874,954
9,859,004
22,713,896
9,751,348
228,042
–
82,938
312,176
827,713
29,474
66,584
–
82,938
203,470
827,713
29,474
310,980
1,169,363
149,522
1,060,657
310,980
1,169,363
149,522
1,060,657
22,563,974
8,689,641
22,564,374
8,690,691
17(i)
17(iii)
24,711,046
552,130
(2,699,202)
9,195,395
362,781
(868,535)
24,711,046
552,130
(2,698,802)
9,195,395
362,781
(867,485)
22,563,974
8,689,641
22,564,374
8,690,691
Current Assets
Cash assets
Receivables
Other assets
Total current assets
Non-current assets
Receivables
Investments
Exploration and evaluation expenditure
Property, plant and equipment
Total non-current assets
Total assets
Current Liabilities
Trade payables
Non cash drilling accruals
Employee benefits
Total current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
The notes on pages 30 to 50 are an integral part of these financial statements.
Page 25
>
REX MINERALS LTD
INCOME STATEMENTS For the year ended 30 June 2009
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Note
18
19
20
21
246,809
192,415
246,809
192,415
(334,667)
(39,321)
(700,981)
(135,189)
(887,817)
(310,579)
(24,751)
(646,007)
(69,065)
–
(334,667)
(39,070)
(700,981)
(135,189)
(888,718)
(310,579)
(24,751)
(646,007)
(69,065)
–
(1,851,166)
(857,987)
(1,851,816)
(857,987)
–
–
–
–
Finance income
Administrative expenses
Depreciation expense
Employee benefits expense
Marketing expenses
Loss on sale of subsidiary
Loss before tax
Income tax (expense) benefit
Loss for the period
(1,851,166)
(857,987)
(1,851,816)
(857,987)
Loss per share attributable to
ordinary equity holders
Basic and diluted loss per share (cents)
22
(3.13)
(1.91)
(3.13)
(1.91)
The notes on pages 30 to 50 are an integral part of these financial statements.
Page 26
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
STATEMENTS OF CHANGES IN EQUITY For the year ended 30 June 2009
Attributable to equity holders of the Group
Share Capital
Reserves
$
Reserves
$
Retained
Earnings
$
Total
Equity
$
776,950
8,418,445
–
–
9,195,395
9,195,395
15,515,651
–
–
24,711,046
–
(10,548)
766,402
–
362,781
–
362,781
362,781
–
189,349
–
552,130
–
–
(857,987)
8,418,445
362,781
(857,987)
(868,535)
8,689,641
(868,535)
8,689,641
–
20,499
(1,851,166)
15,515,651
209,848
(1,851,166)
(2,699,202)
22,563,974
Attributable to equity holders of the Company
Share Capital
Reserves
$
Reserves
$
Retained
Earnings
$
Total
Equity
$
776,950
8,418,445
–
–
9,195,395
9,195,395
15,515,651
–
–
24,711,046
–
(9,498)
767,452
–
362,781
–
362,781
362,781
–
189,349
–
552,130
–
–
(857,987)
8,418,445
362,781
(857,987)
(867,485)
8,690,691
(867,485)
8,690,691
–
20,499
(1,851,816)
15,515,651
209,848
(1,851,816)
(2,698,802)
22,564,374
Balance at 1 July 2007
Issue of ordinary shares
Issue of ordinary shares
Loss for the period
Balance at 30 June 2008
Balance at 1 July 2008
Issue of ordinary shares
Issue of ordinary shares
Loss for the period
Balance at 30 June 2009
Balance at 1 July 2007
Issue of ordinary shares
Issue of ordinary shares
Loss for the period
Balance at 30 June 2008
Balance at 1 July 2008
Issue of ordinary shares
Issue of ordinary shares
Loss for the period
Balance at 30 June 2008
The notes on pages 30 to 50 are an integral part of these financial statements.
Page 27
>
REX MINERALS LTD
STATEMENTS OF CASH FLOWS For the year ended 30 June 2009
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Note
Cash flows from operating activities
Cash paid to suppliers and employees
Interest received
(1,076,203)
246,809
(996,662)
192,415
(1,706,203)
246,809
(996,662)
192,415
Net cash (used in) from operating activities 23
(829,394)
(804,247)
(829,394)
(804,247)
Cash flows from investing activities
Exploration and evaluation payments
Acquisition of property, plant and equipment
Proceeds from sale of investments
(2,759,247)
(48,719)
1,411,969
(2,055,616)
(364,171)
–
–
(48,719)
1,411,969
(181,012)
(180,738)
–
Net cash from (used in) investing activities
(1,395,997)
(2,419,787)
1,363,250
(361,750)
Cash flows from financing activities
Funds advanced to controlled entities
Proceeds from issue of share capital
Payment of transaction costs
–
11,110,000
(475,349)
–
7,155,000
(486,555)
(2,759,247)
11,110,000
(475,349)
(2,058,037)
7,155,000
(486,555)
Net cash from (used in) financing activities
10,634,651
6,668,445
7,875,404
4,610,408
Net increase in cash and cash equivalents
Cash and cash equivalents
at beginning of the period
8,409,260
3,444,411
8,409,260
3,444,411
3,876,807
432,396
3,876,807
432,396
Cash and cash equivalents at period end
7
12,286,067
3,876,807
12,286,067
3,876,807
The notes on pages 30 to 50 are an integral part of these financial statements.
Page 28
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
Drill : Discover : Define
Page 29
>
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
1.
REPORTING ENTITY
Rex Minerals Limited (the “Company”) is a Company domiciled in Australia. The address of the Company’s registered
office is 209 Dana Street, Ballarat, Victoria, 3350. The Group financial statements of the Company as at and for the year
ended 30 June 2009 comprise the Company and its subsidiaries (together referred to as the “Group” and individually as
“Group entities”). The Group primarily is involved in minerals exploration.
2.
BASIS OF PREPARATION
(a)
Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with Australian
Accounting Standards (AASBs) (including Australian Interpretations) adopted by the Australian Accounting
Standards Board (AASB) and the Corporations Act 2001. The Group financial report of the Group and the financial
report of the Company comply with International Financial Reporting Standards (IFRSs) and interpretations
adopted by the International Accounting Standards Board (IASB).
The financial statements were approved by the Board of Directors on 29 September 2009.
(b) Basis of measurement
The Group financial statements have been prepared on the historical cost basis.
(c) Functional and presentation currency
These Group financial statements are presented in Australian dollars, which is the Company’s functional currency
and the functional currency of the Group.
(d) Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised and in any future periods affected.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amount recognised in the financial statements are
described in the following notes:
>
>
>
note 24 – measurement of share-based payments
notes 19 and 27 – employee benefits and contingencies
note 11 – exploration and evaluation expenditure
3.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied consistently to all periods presented in these Group financial
statements, and have been applied consistently by Group entities.
(a) Basis of consolidation
(i)
Subsidiaries
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the
financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential
voting rights that currently are exercisable are taken into account. The financial statements of subsidiaries are
included in the Group financial statements from the date that control commences until the date that control ceases.
The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted
by the Group.
In the Company’s financial statements, investments in subsidiaries are carried at cost.
(ii) Transactions eliminated on consolidation
Intra-group balances, and any unrealised income and expenses arising from intra-group transactions, are eliminated
in preparing the Group financial statements.
Page 30
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
3.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(b) Financial instruments
(i)
Non-derivative financial instruments
Non-derivative financial instruments comprise investments in equity, trade and other receivables, cash and cash
equivalents and trade and other payables.
Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value
through profit or loss, any directly attributable transaction costs. Subsequent to initial recognition non-derivative
financial instruments are measured as described below.
A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument.
Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire
or if the Group transfers the financial asset to another party without retaining control or substantially all risks and
rewards of the asset. Sales of financial assets are accounted for at trade date, i.e., the date that the Group commits
itself to purchase or sell the asset. Financial liabilities are derecognised if the Group’s obligations specified in the
contract expire or are discharged or cancelled.
(i)
Receivables – other debtors
Other debtors are reviewed on an ongoing basis. An impairment loss is recognised for debts which are known
to be uncollectible. An impairment allowance is raised for any doubtful accounts.
(ii) Receivables – sale of non-current assets
The net gain (loss) on the sale of goods is included as revenue or expense at the date control of the assets
passes to the buyer. The gain or loss on disposal is calculated as the difference between the carrying amount of
the asset at the time of disposal and the net proceeds on disposal (including incidental costs).
(iii) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months
or less.
(iv) Trade and other payables
Liabilities are recognised for amounts to be paid in the future for goods and services provided to the Company
prior to the end of the reporting period and are stated at amortised cost. The amounts are unsecured and are
usually paid within 30 days of recognition.
Other non-derivative financial instruments are measured at amortised cost using the effective interest method,
less any impairment losses.
(ii) Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and
share options are recognised as a deduction from equity, net of any tax effects.
(c) Property, plant and equipment
(i)
Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset.
(ii) Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the
item if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost
can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day
servicing of property, plant and equipment are recognised in profit or loss as incurred.
Page 31
>
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
3.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(c) Property, plant and equipment (continued)
(iii) Depreciation
Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an
item of property, plant and equipment.
The estimated useful lives for the current and comparative periods are as follows:
>
>
buildings
vehicles
40 years
5 years
Depreciation methods, useful lives and residual values are reviewed at each reporting date.
(d) Exploration and evaluation
Exploration and evaluation costs, including the costs of acquiring licences, are capitalised as exploration and
evaluation assets on an area of interest basis. Costs incurred before the Group has obtained the legal rights to
explore an area are recognised in the income statement.
Exploration and evaluation assets are only recognised if the rights of the area of interest are current and either:
>
>
the expenditures are expected to be recouped through successful development and exploitation of the area
of interest; or
activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves and active and significant
operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation assets are assessed for impairment if:
>
>
sufficient data exists to determine technical feasibility and commercial viability; and
facts and circumstances suggest that the carrying amount exceeds the recoverable amount.
For the purposes of impairment testing, exploration and evaluation assets are allocated to cash-generating units to
which the exploration activity relates. The cash generating unit shall not be larger than the area of interest.
In the event that an area of interest is abandoned or if the Directors consider the expenditure to be of reduced value,
accumulated costs carried forward are written off in the period in which that assessment is made. Each area of
interest is reviewed at the end of each accounting period and accumulated costs are written off to the extent that
they will not be recoverable in the future.
(e) Impairment
(i)
Financial assets
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is
impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have
had a negative effect on the estimated future cash flows of that asset.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference
between its carrying amount, and the present value of the estimated future cash flows discounted at the original
effective interest rate. An impairment loss in respect of an available-for-sale financial asset is calculated by
reference to its fair value.
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial
assets are assessed collectively in groups that share similar credit risk characteristics.
All impairment losses are recognised in profit or loss.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment
loss was recognised. For financial assets measured at amortised cost, the reversal is recognised in profit or loss.
For available-for-sale financial assets that are equity securities, the reversal is recognised directly in equity.
Page 32
R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
>
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
3.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(e)
Impairment (continued)
(ii) Non-financial assets
The carrying amounts of the Group’s non-financial assets, and deferred tax assets, are reviewed at each reporting
date to determine whether there is any indication of impairment. If any such indication exists then the asset’s
recoverable amount is estimated. For goodwill and intangible assets that have indefinite lives or that are not yet
available for use, recoverable amount is estimated at each reporting date.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less
costs to sell. 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. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that
generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups
of assets (the “cash-generating unit”). The goodwill acquired in a business combination, for the purpose of
impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the
combination.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its
recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of
cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and
then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in
prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable
amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the
carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had
been recognised.
(f)
Employee benefits
(i) Wages, salaries and annual leave
Liabilities for employee benefits for wages, salaries and annual leave that are expected to be settled within twelve
months of the reporting date represent obligations resulting from employee’s services provided to reporting date, are
calculated at undiscounted amounts based on remuneration wage and salary rates that the Company expects to pay
as at reporting date including related on-costs, such as workers compensation insurance and payroll tax.
(ii) Share-based payments
Equity-based compensation will be recognised as an expense in respect of the services received, or as capitalised
exploration expenditure as appropriate.
The fair value of options granted is recognised as an asset or expense with a corresponding increase in equity.
The fair value is measured at grant date and recognised over the period during which the employees became
unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black-Scholes option pricing model that takes into
account the exercise price, the term of the options, the vesting and performance criteria, the impact of dilution, the
non-tradable nature of the option, the share price at grant date and expected price volatility of the underlying share,
the expected dividend yield and the risk-free interest rate for the term of the option.
(g) Revenue Recognition
Revenue is recognised in the income statement when the significant risks and rewards of ownership have been
transferred to the buyer. No revenue is recognised if there are significant uncertainties regarding recovery of the
consideration due.
Revenues are recognised at fair value of the consideration received net of the amount of GST. Exchanges of goods
or services of the same nature and value without any cash consideration are not recognised as revaluations.
Page 33
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
3.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(h) Tax
(i)
Income taxes
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to
the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively
enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities
in a transaction that is not a business combination and that affects neither accounting nor taxable profit, and
differences relating to investments in subsidiaries to the extent that it is probable that they will not reverse in the
foreseeable future. In addition, deferred tax is not recognised for taxable temporary differences arising on the initial
recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to the temporary
differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting
date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax
liabilities and assets and they relate to income taxes levied by the same tax authority on the same taxable entity, or
on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets
and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and
are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
(ii) Tax consolidation
The Company has not chosen to implement tax consolidation at this time.
(iii) Goods and services tax
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the
amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the GST is
recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from,
or payable to, the ATO is included as a current asset or liability in the balance sheet.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising
from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating
cash flows.
(i) Finance income
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit or
loss, using the effective interest method.
(j)
Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary equity holders of the Company by the weighted
average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit
or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for
the effects of all dilutive potential ordinary shares, which comprise share options granted to employees.
(k) Segment reporting
A segment is a distinguishable component of the Group that is engaged either in providing related products or
services (business segment), or in providing products or services within a particular economic environment
(geographical segment), which is subject to risks and rewards that are different from those of other segments.
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
3.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(l) New standards and interpretations not yet adopted
The following standards, amendments to standards and interpretations have been identified as those which may
impact the entity in the period of initial application. They are available for early adoption at 30 June 2009, but have
not been applied in preparing this financial report:
>
>
>
>
Revised AASB 3 Business Combinations changes the application of acquisition accounting for business
combinations and the accounting for non-controlling (minority) interests. Key changes include: the immediate
expensing of all transaction costs; measurement of contingent consideration at acquisition date with subsequent
changes through the income statement; measurement of non-controlling (minority) interests at full fair value or
the proportionate share of the fair value of the underlying net assets; guidance on issues such as reacquired
rights and vendor indemnities; and the inclusion of combinations by contract alone and those involving mutuals.
The revised standard becomes mandatory for the Group’s 30 June 2010 financial statements.
AASB 8 Operating Segments introduces the “management approach” to segment reporting. AASB 8, which
becomes mandatory for the Group’s 30 June 2010 financial statements, will require the disclosure of segment
information based on the internal reports regularly reviewed by the Group’s Chief Operating Decision Maker in
order to assess each segment’s performance and to allocate resources to them.
Revised AASB 101 Presentation of Financial Statements introduces as a financial statement (formerly
“primary” statement) the “statement of comprehensive income”. The revised standard does not change the
recognition, measurement or disclosure of transactions and events that are required by other AASBs. The
revised AASB 101 will become mandatory for the Group’s 30 June 2010 financial statements. The Group has
not yet determined the potential effect of the revised standard on the Group’s disclosures.
AASB 2008-1 Amendments to Australian Accounting Standard – Share-based Payment: Vesting Conditions
and Cancellations changes the measurement of share-based payments that contain non-vesting conditions.
AASB 2008-1 becomes mandatory for the Group’s 30 June 2010 financial statements. The Group has not yet
determined the potential effect of the amending standard on the Group’s financial report.
4.
DETERMINATION OF FAIR VALUES
A number of the Group’s accounting policies and disclosures require the determination of fair value for financial assets
and liabilities. Fair values have been determined for measurement and / or disclosure purposes based on the following
methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the
notes specific to that asset or liability.
(i)
Trade and other receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted
at the market rate of interest at the reporting date.
(ii) Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future
principal and interest cash flows, discounted at the market rate of interest at the reporting date.
(iii) Share-based payments
Equity-based compensation will be recognised as an expense in respect of the services received, or as
capitalised exploration expenditure as appropriate.
The fair value of options granted is recognised as an asset or expense with a corresponding increase in equity.
The fair value is measured at grant date and recognised over the period during which the employees became
unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black-Scholes option pricing model that
takes into account the exercise price, the term of the options, the vesting and performance criteria, the non-
tradable nature of the option, the share price at grant date and expected price volatility of the underlying
share, the expected dividend yield and the risk-free interest rate for the term of the option.
Page 35
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
5.
FINANCIAL RISK MANAGEMENT
(i)
Capital Management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern, so as to maintain a strong capital base sufficient to maintain future exploration and development of
its projects. In order to maintain or adjust the capital structure, the Group may return capital to shareholders,
or issue new shares. The Group’s focus has been to raise sufficient funds through equity to fund exploration
and evaluation activities and currently has no external borrowings.
The Group encourages employees to be shareholders through the Employee Share Option Plan.
There were no changes in the Group’s approach to capital management during the year. Risk management
policies and procedures are established with regular monitoring and reporting.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
(ii) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers
and investment securities. For the Company it arises from receivables due from subsidiaries.
(iii) Guarantees
Group policy is to provide financial guarantees only to wholly-owned subsidiaries.
(iv) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient
liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Group’s reputation.
(v) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
6.
SEGMENT REPORTING
The Company operates predominantly in one geographical segment, being Australia, and one industry,
mineral mining and exploration.
7.
CASH ASSETS
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Bank balances
12,286,067
3,876,807
12,286,067
3,876,807
Cash and cash equivalents in the
statement of cash flows
12,286,067
3,876,807
12,286,067
3,876,807
The Group’s exposure to interest rate risk and a sensitivity analysis for financial assets and liabilities are disclosed in
note 25.
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
8.
RECEIVABLES
Current
Other receivables
Total current receivables
Non-current
Loans to subsidiaries (i)
Total non-current receivables
Group
2009
$
24,720
24,720
–
–
Group
2008
$
133,719
133,719
Company
Company
2009
$
24,720
24,720
2008
$
133,719
133,719
–
–
8,966,435
5,084,069
8,966,435
5,084,069
(i) The recovery of the carrying value of loans to controlled entities is dependent on the successful development and
commercial exploitation, or sale of interest held by controlled entities.
9.
OTHER ASSETS
Prepayments
Drilling contract prepayments (i)
Total other assets
Group
2009
$
9,468
1,261,540
1,271,008
Group
2008
$
9,018
295,558
304,576
Company
Company
2009
$
9,468
1,261,540
1,271,008
2008
$
9,018
295,558
304,576
(i) Refer to note 15 for further details of the drilling contract.
10.
INVESTMENTS IN SUBSIDIARIES
Investments in subsidiaries
Total investments
Group
2009
$
–
–
Group
2008
$
–
–
Company
Company
2009
$
30
30
2008
$
30
30
Page 37
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
11. EXPLORATION AND EVALUATION EXPENDITURE
Cost
Balance at 1 July
Acquisitions
Additions
Disposals
Balance at 30 June
Amortisation and impairment losses
Balance at 1 July
Balance at 30 June
Carrying amounts
At 1 July
At 30 June
Company
Company
Group
2009
$
Group
2008
$
5,207,774
350,000
5,691,191
(2,121,442)
200,000
2,224,071
2,783,703
–
9,127,523
5,207,774
–
–
–
–
2009
$
196,160
–
–
(196,160)
–
–
–
2008
$
–
150,000
46,160
–
196,160
–
–
–
5,207,774
200,000
196,160
9,127,523
5,207,774
–
196,160
The recoverability of the carry amounts of exploration and evaluation assets is dependent on the successful development
and commercial exploitation or sale of the respective area of interest.
12. UNRECOGNISED DEFERRED TAX ASSETS
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Net deferred tax assets have not been
recognised in respect of the following
Tax losses
5,470,741
2,935,453
Total tax assets / (liabilities) not recognised
5,470,741
2,935,453
1,231,227
1,231,227
819,455
819,455
The tax losses do not expire under current tax legislation. Deferred tax assets have not been recognised in respect of
these items because it is not probable that future taxable profit will be available against which the Company can utilise
the benefits.
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
13. PROPERTY, PLANT AND EQUIPMENT
Cost
Balance at 1 July
Acquisitions
Disposals
Balance at 30 June
Depreciation and impairment losses
Balance at 1 July
Depreciation charge for the year
Depreciation charged to exploration projects
Disposals
Balance at 30 June
Carrying amounts
At 1 July
At 30 June
14. TRADE PAYABLES
Current
Other trade payables and accrued expenses
Total current trade and other payables
15. NON CASH DRILLING ACCRUALS
Current
Drilling contract accrual payable in
fully paid ordinary shares
Total non cash drilling accruals
Group
2009
$
364,171
48,719
(183,433)
229,457
28,043
39,321
1,545
(5,088)
63,821
Group
2008
$
–
364,171
–
364,171
–
24,751
3,292
–
28,043
Company
Company
2009
$
180,738
48,719
–
229,457
24,751
39,070
–
–
63,821
2008
$
–
180,738
–
180,738
–
24,751
–
–
24,751
336,128
165,636
–
336,128
155,987
165,636
–
155,987
Group
2009
$
Group
2008
$
228,042
228,042
312,176
312,176
Company
Company
2009
$
66,584
66,584
2008
$
203,470
203,470
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
–
–
827,713
827,713
–
–
827,713
827,713
On 23 July 2007, the Company entered into an agreement with Titeline Drilling Pty Ltd (“Titeline”) pursuant to which
Titeline agreed to provide the Company with certain drilling and related services. The services to be provided are for a
period of 672 days of drilling. The services comprise all activities and costs associated with diamond and percussion
drilling. The Company agreed to pay Titeline as follows:
(a) A cash payment of $1,000,000 (plus GST). This amount was originally capitalised as a prepayment.
As at 30 June 2009 the balance included in prepayments, refer to note 9, relates to drilling days yet to be provided
to the Company.
Page 39
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
15. NON CASH DRILLING ACCRUALS (continued)
(b)
(c)
The issue to Titeline Property Pty Ltd of 6,000,000 shares. The shares issuable to Titeline under this agreement
have all been issued during the period July 2008 to June 2009. Shares that have been issued for drilling days yet to
be provided have been capitalised as a prepayment, refer note 9.
The issue to Titeline Property Pty Ltd of 1,000,000 options over shares at an exercise price of $0.25 per option
exercisable at any time before 30 June 2011. These options are only exercisable by Titeline after the agreement has
been completed to the satisfaction of the Company. These options have been issued and vest as the drilling days are
provided to the Company. To the extent that services have been rendered in satisfaction of these options, they have
been charged to the share based payments reserve.
16. EMPLOYEE BENEFITS
Current
Liability for annual leave
Total employee benefits
17.
ISSUED CAPITAL
Group
2009
$
82,938
82,938
Group
2008
$
29,474
29,474
Company
Company
2009
$
82,938
82,938
2008
$
29,474
29,474
Date
of issue
No of
shares
Issue price
$
$
(i) Movements in shares on issue:
Opening balance at 1 July 2008
Issue of ordinary shares – Titeline
Issue of ordinary shares – Titeline
Issue of ordinary shares – Capital Raising
Less costs of the Capital Raising
Issue of ordinary shares – Capital Raising
Less costs of the Capital Raising
Issue of ordinary shares – Capital Raising
Less costs of the Capital Raising
Closing balance at 30 June 2009
Opening balance at 1 July 2007
Issue of ordinary shares – seed capital
Issue of ordinary shares – to acquire EL4669
Issue of ordinary shares – initial public offering (IPO)
Less costs to the IPO issue
Issue of ordinary shares – to acquire all SA licences
Issue of ordinary shares – to acquire EL4920
21/10/2008
13/03/2009
13/03/2009
23/04/2009
27/05/2009
20/07/2007
20/07/2007
13/09/2007
52,565,000
1,810,000
4,190,000
6,887,500
–
6,887,500
–
8,000,000
–
80,340,000
16,765,000
300,000
500,000
28,000,000
–
10/04/2008
1,000,000
Closing balance at 30 June 2008
52,565,000
–
–
0.40
–
0.40
–
0.70
–
0.10
0.25
0.25
–
0.25
9,195,395
1,472,435
3,408,565
2,755,000
(83,427)
2,755,000
(120,020)
5,600,000
(271,902)
24,711,046
776,950
30,000
125,000
7,000,000
(486,555)
250,000
9,195,395
Page 40
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
17.
ISSUED CAPITAL (continued)
Date
of issue
No of
options
Exercise price
$
Expiry
date
0.365
0.365
0.41
0.70
30/06/2011
30/06/2011
30/06/2011
31/05/2012
0.30
0.25
0.30
0.25
0.365
30/06/2011
30/06/2011
30/06/2011
30/06/2011
30/06/2011
(ii) Movements in options on issue:
Opening balance at 1 July 2008
Lapsing of options – to employees (30/08/2009)
Lapsing of options – to employees (03/09/2009)
Issue of options – to employees
Issue of options – to employees
Closing balance at 30 June 2008
Opening balance at 1 July 2007
Issue of options – to acquire EL4669
Issue of options – to employees
Issue of options – to acquire all SA licences
Issue of options – for contract drilling services
Issue of options – to employees
Closing balance at 30 June 2008
03/12/2007
03/12/2007
13/02/2009
19/06/2009
20/07/2007
20/07/2007
13/09/2007
13/09/2007
03/12/2007
(iii) Movements in share based payment reserve:
Opening balance at 1 July 2008
Employee share based payments – to employees
Options issued – for contract drilling services
Transferred to Retained Earnings
Closing balance at 30 June 2009
Opening balance at 1 July 2007
Employee share based payments – to employees
Options issued – to acquire EL4669 and all SA licences
Options issued – for contract drilling services
Closing balance at 30 June 2008
18. FINANCE INCOME AND EXPENSE
7,500,000
(60,000)
(60,000)
180,000
300,000
7,860,000
3,500,000
500,000
1,200,000
1,000,000
1,000,000
300,000
7,500,000
$
362,781
154,315
55,533
(20,499)
552,130
–
168,974
159,000
34,807
362,781
Finance income – interest income on bank deposits
Finance expense
Net finance income and expense
Group
2009
$
246,809
–
246,809
Group
2008
$
192,415
–
192,415
Company
Company
2009
$
246,809
–
246,809
2008
$
192,415
–
192,415
Page 41
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
19. EMPLOYEE BENEFITS EXPENSE
Wages and salaries
Share based payments expense
Increase in liability for annual leave
Total employee benefits expense
Group
2009
$
578,011
69,505
53,465
700,981
Group
2008
$
561,149
55,384
29,474
646,007
Company
Company
2009
$
578,011
69,505
53,465
700,981
2008
$
561,149
55,384
29,474
646,007
20. CONTROLLED ENTITY DISPOSAL
The following controlled entity was disposed of:
2009: On 20 November 2008, Rex Minerals (Victoria) Pty Ltd
2008: Nil
Consideration
Cash Received
Disposal Costs
Inflow of cash
Net Consideration
Carrying value of net assets of
controlled entity disposed of:
Property, plant and equipment
Exploration and evaluation expenditure
NC Investment
Intercompany debt forgiveness
Loss on sale of controlled entity
Group
2009
$
1,480,000
(68,031)
1,411,969
1,411,969
178,344
2,121,442
-
-
2,299,786
(887,817)
Group
2008
$
Company
Company
2009
$
2008
$
-
-
-
-
-
-
-
-
-
-
1,480,000
(68,031)
1,411,969
1,411,969
-
-
10
2,300,677
2,300,687
(888,718)
-
-
-
-
-
-
-
-
-
-
21.
INCOME TAX EXPENSE
NUMERICAL RECONCILIATION BETWEEN TAX EXPENSE AND PRE-TAX ACCOUNTING LOSS
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Loss for the period
(1,851,166)
(857,987)
(1,851,816)
(857,987)
Income tax using the domestic corporation
tax rate of 30% (2008: 30%)
Increase in income tax due to:
Non-deductible expenses
Decrease in income tax expense due to:
Effect of tax losses not recognised
Total income tax expense (benefit)
on pre-tax net profit
(555,350)
(257,396)
(555,545)
(257,396)
63,289
39,759
21,186
39,759
(492,061)
(217,637)
(534,359)
(217,637)
–
–
–
–
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
22. LOSS PER SHARE
Loss per share
Basic loss per share – cents
Diluted loss per share – cents
(a) Basic loss per share
Group
2009
$
(3.13)
(3.13)
Group
2008
$
(1.91)
(1.91)
The calculation of basic earnings (loss) per share (EPS) at 30 June 2009 was based on the loss attributable to
ordinary equity holders of $1,851,166 (2008: $857,987) and a weighted average number of ordinary shares
outstanding during the financial year ended 30 June 2009 of 59,227,171 (2008: 44,852,124).
(b) Diluted loss per share
The calculation of diluted earnings (loss) per share at 30 June 2009 is the same as basic earnings per share.
23. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES
Cash flows from operating activities
Loss for the period
Adjustments for non cash items:
Depreciation
Share based payment transactions
Adjustments for other items:
Loss on sale of subsidiary
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
(1,851,166)
(857,987)
(1,851,816)
(857,987)
39,321
69,505
24,751
55,384
39,070
69,505
24,751
55,384
887,817
–
888,718
–
Operating loss before changes in
working capital and provisions
(Increase)/decrease in trade and other receivables
(Decrease)/increase in trade and other payables
(Decrease)/increase in employee benefits
(854,523)
108,550
(136,886)
53,464
(777,852)
(137,737)
102,712
8,630
(854,523)
108,550
(136,886)
53,464
(777,852)
(137,737)
102,712
8,630
Net cash (used in) from operating activities
(829,395)
(804,247)
(829,395)
(804,247)
During the financial year, the Group had the following non-cash investing and financing activities which are not reflected in
the statement of cash flows (refer note 17):
(a)
Issue of options to employees, some of which have been capitalised as exploration expenditure.
(b) Drilling services provided by Titeline drilling for a combination of share and option consideration.
Page 43
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
24. SHARE BASED PAYMENTS
The Company established a share option plan that entitles employees (other than Directors) to purchase shares in
the Company.
The following options were granted during the financial year ending 30 June 2009:
Employees entitled
Grant date
No of options
Expiry date
Key management personnel (A)
Other employees (A)
Other employees (B)
Total
13/02/2009
13/02/2009
19/06/2009
120,000
60,000
300,000
480,000
30/06/2011
30/06/2011
31/05/2012
The following options were granted during the financial year ending 30 June 2008:
Employees entitled
Grant date
No of options
Expiry date
Key management personnel (C)
Other employees (D)
20/07/2007
03/12/2007
Total
1,200,000
300,000
1,500,000
30/06/2011
30/06/2011
There were no options exercised during the period, however 120,000 of options (D) lapsed during the year after two
employees left the Company.
Key management personnel and employee options (A) are exercisable at a price of 41 cents each, vesting two thirds
immediately, one third on 30 June 2009 and expiring on 30 June 2011. Employee options (B) are exercisable at a price of
70 cents each, have no vesting period and expire on 31 May 2012. Key management personnel options (C) are exercisable
at a price of 25 cents each, employee options (D) are exercisable at a price of 36.5 cents each, vesting one third
immediately, one third on 30 June 2008, one third on 30 June 2009 and expiring 30 June 2011. Each option entitles the
holder to subscribe for 1 ordinary share in the Company.
All options vest on the vesting date, unless the options have not vested and the employee is terminated, in which case these
options will lapse. These options do not entitle the holder to participate in any share issue of the Company or any other
related entity.
(a)
Fair value of share options and assumptions
The fair value of the unlisted options have been calculated at the date of the grant based upon the Black Scholes
option pricing model. The fair value is allocated to each reporting evening over the period from grant date to vesting
date. The value disclosed below (employee expenses) is the portion of the fair value of the options allocated to this
reporting period.
Employees entitled
Fair value at grant date
Share price at date of grant*
Exercise price
Expected volatility
Option life (years)
Risk free interest rate
(A)
$0.2960
$0.51
$0.41
90%
2.37
2.85%
(B)
$0.2235
$0.57
$0.70
70%
2.50
4.36%
(C)
$0.1210
$0.25
$0.25
55%
3.92
6.15%
(D)
$0.2070
$0.365
$0.365
55%
3.57
6.17%
*Issue price under the prospectus for options issued on or around the date the prospectus lodged with ASIC on 10
August 2007 and for the options issued following listing and trading the 5 day volume weighted average price.
The common method for valuing options is the Black Scholes option pricing model. Black Scholes option pricing
model looks at the past share price as an indicator of the future share price. Black Scholes option pricing model
assumes that high volatility in the share prices is an indicator for a higher valuation as there is a greater chance of
the share price moving significantly (upwards or downwards). The model also assumes that the options are exercised
at or near the expiry date of the options.
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
24. SHARE BASED PAYMENTS (continued)
(b) Employee expenses
Share options granted in 2008 –
recognised in income statement
Share options granted in 2008 –
capitalised to exploration projects
Share options granted in 2009 –
recognised in income statement
Share options granted in 2009 –
capitalised to exploration projects
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
33,985
55,384
33,985
55,384
–
113,590
–
113,590
35,520
84,810
–
–
35,520
84,810
–
–
Total expense recognised as employee costs
154,315
168,974
154,315
168,974
25. FINANCIAL INSTRUMENTS
Exposure to credit risk and interest rate risks arose in the normal course of the Group’s business.
(a)
Credit risk
Management monitors the exposure to credit risk on an ongoing basis. The Company does not require collateral in
respect of financial assets. At reporting date, cash is held with a reputable financial institution. The maximum
exposure to credit risk is represented by the carrying amount of each financial asset in the balance sheet.
(b)
Fair value
The financial assets and financial liabilities included in assets and liabilities approximate net fair values.
(c)
Liquidity risk
The following are the contractual maturities of financial liabilities excluding derivatives.
Financial liabilities
Group
2009
Trade and other payables
2008
Trade and other payables
Financial liabilities
Company
2009
Trade and other payables
2008
Trade and other payables
Carrying
amount $
Contractual
cash flows $
1 year or
less $
1-2 years
$
228,042
(228,042)
228,042
(228,042)
312,176
(312,176)
312,176
(312,176)
(228,042)
(228,042)
(312,176)
(312,176)
–
–
–
–
Carrying
amount $
Contractual
cash flows $
1 year or
less $
1-2 years
$
66,584
66,584
(66,584)
(66,584)
203,470
(203,470)
203,470
(203,470)
(66,584)
(66,584)
(203,470)
(203,470)
–
–
–
–
Page 45
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
25. FINANCIAL INSTRUMENTS (continued)
(d)
Interest rate risk
The Group’s exposure to market interest rates relates primarily to the Group’s short-term deposits.
At balance date, the Group had the following financial assets exposed to variable interest rate risk:
Group
2009
$
Group
2008
$
Company
Company
2009
$
2008
$
Cash and cash equivalents
12,286,067
3,876,807
12,286,067
3,876,807
At balance date, the Group has no financial liabilities exposed to variable interest rate risks.
The following sensitivity analysis is based on the interest rate risk exposure in existence at the balance sheet date.
At 30 June 2009, if interest rates had moved, as illustrated in the table below, with all other variables constant,
profit and or loss and equity would have been affected as follows:
Group
+1% (100 basis points)
-1% (100 basis points)
Company
+1% (100 basis points)
-1% (100 basis points)
>
Profit or loss
higher/(lower)
2009
$
2008
$
>
Equity
higher/(lower)
2009
$
2008
$
48,021
(48,021)
24,462
(24,462)
48,021
(48,021)
24,462
(24,462)
–
–
–
–
–
–
–
–
The movements in profit or loss are due to higher/lower interest earnings from variable rate cash balances.
The movements in equity are directly linked to movements in the Income Statement.
(e)
Impairment losses
None of the Group’s receivables are post due (2008: nil).
26. EXPLORATION EXPENDITURE COMMITMENTS
In order to maintain current rights of tenure to exploration tenements, the Company is required to perform minimum
exploration work to meet the minimum expenditure requirements. These obligations are expected to be fulfilled in the
normal course of operations. Mining interests may be relinquished or joint ventured to reduce this amount. The various
State governments have the authority to defer, waive or amend the minimum expenditure requirements.
Group
2009
$
Group
2008
$
Not later than one year
Later than one year but not later than five years
835,000
3,340,000
1,125,300
4,626,500
Company
Company
2009
$
–
–
2008
$
–
–
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
27. CONTINGENCIES
The Directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a
future sacrifice of economic benefit will be required or the amount is not capable of reliable measurement.
The Company’s bankers have guaranteed $0 (2008: $40,000) in the event the Company is called upon to rehabilitate
exploration sites.
There are no other contingent liabilities or assets at the date of this report.
28. KEY MANAGEMENT PERSONNEL DISCLOSURES
The following were key management personnel of the Group at any time during the reporting period and unless otherwise
indicated were key management personnel for the entire period.
Name
Non-Executive Directors
Mr Paul Chapman
Mr Richard Laufmann
Executive Directors
Mr Steven Olsen
Executives
Ms Amber Rivamonte*
Mr Geoffrey Lowe
Ms Janet Mason*
Position held
Appointment detail
Chairperson
Chairperson – Audit Committee
Appointed 18 April 2007
Appointed 16 May 2007
Managing Director
Appointed 13 May 2007
Company Secretary & CFO
Exploration Manager
Acting Company Secretary & CFO
Appointed 16 July 2007
Appointed 27 August 2007
Appointed 19 December 2008
*Ms Rivamonte is on leave for 2009 and Ms Mason is filling her position during this time.
There have been no changes to key management personnel between 1 July 2009 and the date of this report.
The key management personnel compensation included in “Employee Benefits Expenses” (see note 19) and
“Exploration and Evaluation” (see note 11) are as follows:
Short term employee benefits
Post employment benefits
Share based payments
Group
2009
$
667,230
58,700
60,772
Group
2008
$
573,782
50,290
119,948
Company
Company
2009
$
667,230
58,700
60,772
2008
$
573,782
50,290
119,948
(a) Key management personnel compensation disclosures
Information regarding individual Directors and Executives compensation and some equity instrument disclosures as
permitted by Corporation Regulations 2M.3.03 and 2M.6.04 are provided in the Remuneration Report section of
the Directors’ Report on pages 20 to 24.
No key management personnel has entered into a material contract or related party transactions with the Group
since the end of the previous financial year and there were no material contracts involving Directors’ interests
existing at year end.
Page 47
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
28. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)
(b)
Options over equity instruments
The movement during the reporting period in the number of options over ordinary shares in Rex Minerals Ltd held,
directly, indirectly or beneficially, by each key management person, including their related parties, is as follows:
Held at
1 July
2008
Granted as
compensation
Vested
during
year
Held at
30 June
2009
Vested and
exercisable at
30 June 2009
Note
2009
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
(i) (iv)
(ii) (iv)
(iii) (iv)
1,000,000
1,000,000
1,500,000
–
–
–
–
–
–
1,000,000
1,000,000
1,500,000
1,000,000
1,000,000
1,500,000
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
2008
Directors
600,000
600,000
–
–
–
120,000
200,000
200,000
80,000
600,000
600,000
120,000
400,000
400,000
80,000
Held at
1 July
2007
Granted as
compensation
Vested
during
year
Held at
30 June
2008
Vested and
exercisable at
30 June 2008
Note
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
(i) (iv)
(ii) (iv)
(iii) (iv)
1,000,000
1,000,000
1,500,000
–
–
–
–
–
–
1,000,000
1,000,000
1,500,000
1,000,000
1,000,000
1,500,000
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
–
–
–
600,000
600,000
–
200,000
200,000
–
600,000
600,000
–
200,000
200,000
–
Options over ordinary shares that were held by related parties of key management personnel are disclosed below.
(i)
Held indirectly through Stone Poneys Nominees Pty Ltd as trustee for the Chapman Superannuation Fund
and the Chapman Investment Fund. These are founder options.
(ii) Held indirectly through Natalie Laufmann. These are founder options.
(iii) Held indirectly through S&S Olsen Pty Ltd as trustee for the Olsen Family Trust. These are founder options.
(iv)
Interests held are subject to ASX escrow until 24 months after listing (ie 20 September 2009)
No options were exercised during the financial years ending 2008 & 2009.
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NOTES TO THE FINANCIAL STATEMENTS (continued)
28. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)
(c) Movements in shares
The movement during the reporting period in the number of ordinary shares in Rex Minerals Ltd held, directly,
indirectly or beneficially, by key management person, including their related parties, is as follows:
Note
(i)
(ii)
(iii)
Note
(i)
(ii)
(iii)
2009
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
2008
Directors
Mr Paul Chapman
Mr Richard Laufmann
Mr Steven Olsen
Executives
Ms Amber Rivamonte
Mr Geoffrey Lowe
Ms Janet Mason
Held at
1 July 2008
2,500,000
2,500,000
4,500,000
250,000
10,000
10,000
Held at
1 July 2007
2,500,000
2,500,000
4,500,000
250,000
–
–
Purchases
Sales
Held at
30 June 2009
–
–
–
–
–
–
–
–
–
–
–
–
2,500,000
2,500,000
4,500,000
250,000
10,000
10,000
Purchases
Sales
Held at
30 June 2008
–
–
–
–
10,000
10,000
–
–
–
–
–
–
2,500,000
2,500,000
4,500,000
250,000
10,000
10,000
Shares that were held by related parties of key management personnel are disclosed below.
(i)
Held indirectly through Stone Poneys Nominees Pty Ltd as trustee for the Chapman Superannuation Fund
and the Chapman Investment Fund. These are founder shares and were acquired at $0.01 each.
(ii) Held indirectly through Natalie Laufmann. These are founder shares and were acquired at $0.01 each.
(iii) Held indirectly through S&S Olsen Pty Ltd as trustee for the Olsen Family Trust.
These are founder shares and were acquired at $0.01 each.
(d) Director related entities
There were no other transactions with Director related entities.
Page 49
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (continued)
29. RELATED PARTIES
(a)
Identity of related parties
The Group has a related party relationship with its subsidiaries (see note 30), and with its key management
personnel (see note 28).
(b)
Subsidiaries
Loans are made by the Company to wholly owned subsidiaries. Loans outstanding between the Company and its
subsidiaries have no fixed date of repayment but are repayable at call, and are non-interest bearing.
During the year ended 30 June 2009, such loans totalled $2,759,247 (2008: $2,058,037).
30. GROUP ENTITIES
Parent entity
Rex Minerals Ltd
Subsidiaries
Rex Minerals (SA) Pty Ltd
Rex Minerals (Vic) Pty Ltd
Rex Minerals (Iron Ore) Pty Ltd
Rex Minerals (NSW) Pty Ltd
Country of
Incorporation
Ownership Interest
2008
2009
Australia
Australia
Australia
Australia
Australia
100%
–
100%
100%
100%
100%
100%
–
The subsidiaries are small proprietary companies and are not required to prepare financial statements.
Consequently no individual audit reports have been issued for them.
31. SUBSEQUENT EVENTS
There have been no subsequent events to 30 June 2009 to disclose at the date of this report.
32. AUDITORS’ REMUNERATION
KPMG Australia
Audit services
Other services
Group
2009
$
34,497
–
Group
2008
$
37,000
16,500
Company
Company
2009
$
2008
$
34,497
–
37,000
16,500
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REX MINERALS LTD
DIRECTORS’ DECLARATION
1.
In the opinion of the Directors of Rex Minerals Ltd (‘the Company’):
a)
the financial statements and notes and the Remuneration report in the Directors' report, set out on pages
20 to 50, are in accordance with the Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the Company’s and the Group’s financial position as at 30 June 2009 and
of their performance, for the financial year ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting Interpretations)
and the Corporations Regulations 2001;
the financial report also complies with International Financial Reporting Standards as disclosed in note 2(a);
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 )
2.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the
Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2009.
Dated at Melbourne this 29th day of September 2009.
Signed in accordance with a resolution of the Directors:
Steven Olsen
Managing Director
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REX MINERALS LTD
LEAD AUDITOR’S INDEPENDENCE DECLARATION UNDER
SECTION 307C OF THE CORPORATIONS ACT 2001
Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
To: the directors of Rex Minerals Limited
I declare that, to the best of my knowledge and belief, in relation to the audit for the financial year ended
30 June 2009 there have been:
(i)
no contraventions of the auditor independence requirements as set out in the
Corporations Act 2001 in relation to the audit; and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
KPMG
Alison Kitchen
Partner
Melbourne
29 September 2009
KPMG, an Australian partnership and a member firm of the KPMG network
of independent member firms affiliated with KPMG International, a Swiss cooperative.
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INDEPENDENT AUDIT REPORT TO THE MEMBERS OF REX MINERALS LIMITED
Independent auditor’s report to the members of Rex Minerals Limited
Report on the financial report
We have audited the accompanying financial report of Rex Minerals Limited (the Company), which
comprises the balance sheets as at 30 June 2009, and the income statements, statements of changes in
equity and cash flow statements for the year ended on that date, a description of significant accounting
policies and other explanatory notes 1 to 32 and the directors’ declaration of the Group comprising the
company and the entities it controlled at the year’s end or from time to time during the financial year.
Directors’ responsibility for the financial report
The directors of the company are responsible for the preparation and fair presentation of the financial report
in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations)
and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control
relevant to the preparation and fair presentation of the financial report that is free from material
misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and
making accounting estimates that are reasonable in the circumstances.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply
with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor’s judgement, including the assessment of
the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation
of the financial report in order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also
includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by the directors, as well as evaluating the overall presentation of the financial report.
We performed the procedures to assess whether in all material respects the financial report presents fairly,
in accordance with the Corporations Act 2001 and Australian Accounting Standards (including the
Australian Accounting Interpretations), a view which is consistent with our understanding of the
Company’s and the Group’s financial position and of their performance.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
KPMG, an Australian partnership and a member firm of the KPMG network
of independent member firms affiliated with KPMG International, a Swiss cooperative.
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REX MINERALS LTD
INDEPENDENT AUDIT REPORT TO THE MEMBERS OF REX MINERALS LIMITED
Auditor’s opinion
In our opinion:
(a)
the financial report of Rex Minerals Limited is in accordance with the Corporations Act 2001,
including:
(i)
(ii)
giving a true and fair view of the Company’s and the Group’s financial position as at
30 June 2009 and of their performance for the year ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001.
(b)
the financial report of the Company and the Group entity also complies with International Financial
Reporting Standards as disclosed in note 2.
Report on the remuneration report
We have audited the Remuneration Report included in section 15 of the directors’ report for the year ended
30 June 2009. 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 auditing
standards.
Auditor’s opinion
In our opinion, the remuneration report of Rex Minerals Limited for the year ended 30 June 2009, complies
with Section 300A of the Corporations Act 2001.
KPMG
Alison Kitchen
Partner
Melbourne
29 September 2009
KPMG, an Australian partnership and a member firm of the KPMG network
of independent member firms affiliated with KPMG International, a Swiss cooperative.
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ADDITIONAL SHAREHOLDER INFORMATION
Additional information required by the ASX Limited Listing Rules and not disclosed elsewhere in this report is set out below.
(a)
Substantial shareholders lodged with the Company as at 31 August 2009
Name of Ordinary Shareholder
Number of Shares
% of Shares Held
Grand South Development
Eye Investment Fund Ltd
Avoca Resources Ltd
Greenstone Property Pty Ltd
S&S Olsen PL
Acorn Capital
7,000,000
7,000,000
6,000,000
6,000,000
4,500,000
4,933,000
8.71%
8.71%
7.47%
7.47%
5.60%
6.00%
(b)
Listing of 20 largest shareholders as at 31 August 2009
Rank
Name
Designation
Number of
Shares Held
% of
Issued Capital
14.95%
8.71%
7.47%
7.47%
5.60%
4.56%
3.11%
1.56%
1.56%
1.24%
0.87%
0.87%
0.53%
0.52%
0.52%
0.50%
0.50%
0.45%
0.43%
0.37%
61.79%
National Nominees Ltd
Grand South Development Limited
Avoca Resources Ltd
Greenstone Property Pty Ltd
S & S Olsen PL
J P Morgan Nominees Australia Ltd
Natalie Laufmann
Stone Poneys Nominees PL
Stone Poneys Nominees PL
Philippa Jean Laufmann
James Ronald Selkirk
D J Molloy & D M Molloy
CL Smith & Associates PL
HSBC Custody Nominees Aust Ltd
Ozga Super Fund PL
First Charnock PL
Willstreet PL
Lyrebird PL
EJT Investments PL
Bimbimbie Super PL
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Total
Chapman S/F A/C
Chapman Inv Fund
Laufmann Family A/C
Nezan S/F A/C
Colin Smith S/F A/C
Ozga S/F A/C
Lyrebird S/F A/C
Kane Family A/C
Bimbimbie S/F A/C
12,008,000
7,000,000
6,000,000
6,000,000
4,500,000
3,665,000
2,500,000
1,250,000
1,250,000
1,000,000
700,000
700,000
425,000
420,000
420,000
400,000
400,000
360,000
346,846
300,000
49,644,846
(c) Distribution of shareholders as at 31 August 2009
Range
Total Holders
Units
% of Issued Capital
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 - over
Total
67
291
250
492
76
1,176
53,285
957,086
2,147,849
17,777,441
59,404,339
80,340,000
0.07%
1.19%
2.67%
22.13%
73.94%
100.00%
(d) Number of shareholders holding less than a marketable parcel as at 31 August 2009
Two.
(e) Voting rights
On a show of hands every shareholder of fully paid ordinary shares present in person or by proxy shall have one vote
and upon a poll, each share shall have one vote.
(f)
Stock exchange listing
Rex Minerals Ltd is listed on the Australian Stock Exchange. The Company’s ASX code is RXM.
Page 55
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REX MINERALS LTD
NOTES
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R e x M i n e r a l s L t d
>
A N N U A L R E P O R T 2 0 0 9 <
Celtink Creative: Rex Minerals: Annual Report 2009 – 4pp Cover – INSIDE. 210909
PMS 8943 Metallic
C M Y
K
ABN 12 124 960 523
CORPORATE DIRECTORY
DIRECTORS
Paul Chapman (Chairperson)
Steven Olsen (Managing Director)
Richard Laufmann
SHARE REGISTRARS
Security Transfer Registrars
Pty Ltd
770 Canning Highway
Applecross WA 6153
COMPANY SECRETARY
Janet Mason
PRINCIPAL and
REGISTERED OFFICE
209 Dana Street
Ballarat Victoria 3350
CONTACT DETAILS
Rex Minerals Ltd
PO Box 626W
Ballarat West Victoria 3350
Telephone 03 5337 4000
Facsimile 03 5331 1776
Email info@rexminerals.com.au
AUDITORS
KPMG
147 Collins Street
Melbourne Victoria 3000
BANKERS
ANZ Banking Group Limited
927 Sturt Street
Ballarat Victoria 3350
LEGAL ADVISORS
Baker McKenzie
181 William Sreet
Melbourne Victoria 3000
OPERATION LOCATIONS
A U S T R A L I A
SOUTH
AUSTRALIA
NEW SOUTH
WALES
VICTORIA
SOUTH
AUSTRALIA
Wandearah
Pine Point
Adelaide
Mt Carrington
Lismore
NEW SOUTH
WALES
Sydney
Designed and Produced by Celtink Creative Ballarat. info@celtink.com
Celtink Creative: Rex Minerals: Annual Report 2009 – 4pp Cover – OUTSIDE. 260909
PMS 8943 Metallic
C M Y
K
ABN 12 124 960 523
CONTACT
A 209 Dana Street Ballarat
Victoria 3350 Australia
T (03) 5337 4000
F (03) 5331 1776
P PO Box 626W Ballarat West
Victoria 3350 Australia
info@rexminerals.com.au
E
W www.rexminerals.com.au
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annual report 2009