ANNUAL REPORT
THE NEXT GENERATION
HILLSIDE: SOUTH AUSTRALIA
ANNUAL REPORT
CORPORATE DIRECTORY
DIRECTORS
David Carland (Chairman)
Richard Laufmann (Managing Director and CEO)
Alister Maitland (Non Executive Director)
Mitchell Hooke (Non Executive Director)
COMPANY SECRETARY
Rosalie Bolingbroke
PRINCIPAL and REGISTERED OFFICE
Level 19, 11 Waymouth Street
Adelaide South Australia 5000
CONTACT DETAILS
Rex Minerals Ltd
PO Box 3435
Rundle Mall South Australia 5000
Telephone +61 (0) 8 8299 7100
Facsimile +61 (0) 8 8299 7199
Email rex@rexminerals.com.au
Website www.rexminerals.com.au
OPERATION LOCATIONS
OPERATION LOCATIONS
SHARE REGISTRARS
Computershare Investor Services Pty Limited
Yarra Falls
452 Johnston Street
Abbotsford Victoria 3067
Telephone +61 (0) 3 9415 4000 (investors)
1300 850 505 (investors within Australia)
AUDITORS
KPMG
151 Pirie Street
Adelaide South Australia 5000
BANKERS
ANZ Banking Group Limited
Level 21, 11 Waymouth Street
Adelaide South Australia 5000
Ord Minnett Limited
120 Collins Street
Melbourne Victoria 3000
LEGAL ADVISORS
Baker & McKenzie
181 William Sreet
Melbourne Victoria 3000
A U S T R A L I A
SOUTH
AUSTRALIA
SOUTH
AUSTRALIA
Wandearah
Cowell
Pine Point
Adelaide
ANNUAL REPORT
TABLE OF CONTENTS
LETTER FROM THE CHAIRMAN
REVIEW OF OPERATIONS
TENEMENT SCHEDULE
DIRECTORS’ REPORT
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
LEAD AUDITOR’S INDEPENDENCE DECLARATION
INDEPENDENT AUDITOR’S REPORT
ADDITIONAL SHAREHOLDER INFORMATION
2-3
4-13
13
14-34
35
36
37
38
39-58
59
60
61-62
63
PAGE 1
HEAD OFFICE
A Level 19, 11 Waymouth Street
Adelaide South Australia 5000
T (08) 8299 7100
F (08) 8299 7199
P PO Box 3435 Rundle Mall
South Australia 5000
E rex@rexminerals.com.au
W www.rexminerals.com.au
minerals ltd
ACN 124 960 523
LETTER FROM THE CHAIRMAN
For the year ended 30 June 2015
Dear Fellow Shareholder,
The year in review has been a tough one for the minerals industry.
The minerals commodity markets headed south in dramatic fashion, some overshooting the underlying fundamentals of the supply-
demand balance, driven by ongoing global structural adjustment in the social and economic development of emerging economies.
Equity markets have reinforced the “herd mentality” of the pro-cyclical tendencies of our industry. In turn, exploration and mining
companies have struggled to realign their strategic positioning and operations in such a challenging environment.
This said, I am satisfied that Rex Minerals (Rex) moved quickly – in most circumstances moving ahead of the cycle – and we have
taken the steps needed to realign every aspect of our Company. We are in the best possible position to leverage our Hillside Project
and broader exploration portfolio as the product and capital markets recover and present real opportunities for us to capitalise on
our strengths.
Rex, founded in 2007 as an exploration company, quickly enjoyed success, discovering the Hillside deposit in South Australia.
This set us on a path of planning the development of that resource to determine commercial viability and optimum profitability,
to the benefit of shareholders and other stakeholders.
While the initial plans appropriately made provision for economic contingencies, we have necessarily had to make even greater
adjustments than we envisaged, given the extent and duration of the commodity cycle correction and the corresponding negative
sentiment in the equity and commodity markets. There were two major elements to these adjustments.
First, we made management changes to ensure we had the necessary skills base within the Company that were suited to the
changing circumstances and our need to adapt the Hillside Project’s prospective development parameters. This involved changes
at the top. On the departure of the former CEO, I temporarily took on the role as Executive Chairman which concluded when
Mr Richard Laufmann was appointed to the position of Managing Director. Mr Steven Olsen took on the important role of Chair
of the Advisory Board, and at the completion of this work, he elected to resign from the Board, and he continues to be a valuable
contributor though a consultancy agreement. This enabled us to appoint Mr Mitchell Hooke, who has a unique skill set, as a
Non-Executive Director which perfectly positions him to add value to the Company.
Second, in considering the range of options before us in strategically positioning the Company in such a challenging environment,
we undertook an Extended Feasibility Study (EFS) that emphasised a phased approach to the development of the Hillside
resource, a markedly reduced start-up capital requirement, a reduced physical and existential community footprint and – relative
to the tougher market conditions – a more economically viable and attractive project, with healthier prospects of optimising
shareholders’ return on equity. Critically, the EFS parameters and profile were consistent with the existing Mining Lease
granted to Rex.
To provide market participants with more reliable and relevant information on the carrying values of Exploration and Evaluation
(E&E) assets, and to afford greater transparency regarding the Company’s current financial performance and position, the
Company changed its accounting policy for E&E. The new policy is to charge E&E expenditure, excluding the costs of acquisition,
against profit or loss as incurred. Adopting this change also brings Rex into line with the majority of its peers in the global mining
industry as the Company transitions into development and production. There will be no impact on Rex’s underlying business
activities or on the Company’s cash flow as a result of this change in policy which has been applied to the Company’s audited
financial statements for the 12 months ended 30 June 2015. As a result of the change in accounting policy, Rex’s Statement of
Financial Position as at 30 June 2014 has been restated for comparative purposes.
HEAD OFFICE
A Level 19, 11 Waymouth Street
Adelaide South Australia 5000
T (08) 8299 7100
F (08) 8299 7199
P PO Box 3435 Rundle Mall
South Australia 5000
E rex@rexminerals.com.au
W www.rexminerals.com.au
minerals ltd
ACN 124 960 523
In a broader and forward comment on market conditions, our view on commodities continues to be that long-term production
to deliver into the world’s expanding economies is constrained and that at some stage this significant shortfall will see the copper
price revert to levels that make Hillside extremely attractive. Additionally, we recognise that stabilisation of the $US price of
copper is required for financing. We are also acutely aware of the impact of the $US-$A exchange rate and the outlook for
Rex and its shareholders.
Market volatility is our immediate concern, and we will monitor this, looking for signs that a recovery is emerging so that we can
time our approach to developing the Hillside Project. Now with a smaller development footprint, the Hillside Project should enable
the Company to tailor an efficient financing package, drawing on a broad range of options.
Again with the longer term in mind, the greater the share of equity we retain for shareholders, the more value we believe will be
created and retained for Rex and its shareholders. Rex remains debt free, has not given up any of its future offtake and does not
have any commercial royalties attached to the Project. All of the Hillside resource remains with the Company.
The Hillside Project is one of great importance to both Rex and the State of South Australia. It can create substantial benefits for
shareholders, the local community and the South Australian economy. Rex takes its social stewardship responsibilities very
seriously, and to give effect to this we are committed to community engagement, working directly with the local community on the
Yorke Peninsula and the wider regional and State community to ensure the Project strikes the right balance for all stakeholders.
You can be confident that the Rex Board remains focused on delivering on its vision to position the Company well for the
development of the Hillside Project in South Australia, with potential for many decades of production in the region.
Our management team continues to progress the development plans, and is now working on development of the Program for
Environment Protection and Rehabilitation (PEPR) whilst investigating enhancements to the Project. With a small but highly
experienced and skilled team in place, conserving our valuable cash resources and preserving the value of the Company’s assets,
we believe we are in a good position to take advantage of improvements in market sentiment.
On behalf of the Board, I would like to thank our employees and contractors for their efforts and achievements during the year.
We would also like to acknowledge the support of our suppliers. Rex is proud to be a member of the community on the Yorke
Peninsula, and we look forward to increasing our contribution to the community and many other businesses and services in the
region as the Hillside Project develops.
Yours sincerely,
David Carland
Chairman
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
Rex Minerals Ltd (Rex or the Company) has achieved the following milestones over the year:
September 2014
April 2015
May 2015
Rex announced it had accepted the terms and conditions associated with the offer for
a Mining Lease at Hillside and that the South Australian Government had granted
Rex the Mining Lease.
Mr Richard Laufmann was appointed Managing Director and Chief Executive Officer.
Rex released results of the Extended Feasibility Study (EFS) and an updated
Mineral Resource and Ore Reserve.
August 2015
Mr Mitchell Hooke was appointed as a Non Executive Director.
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA
Rex’s flagship Hillside Project is situated 12 kilometres south of the township of Ardrossan on the Yorke Peninsula,
South Australia (Figure 1). Copper-gold mineralisation was first discovered at the Hillside Project by Rex in 2008.
Targeting of the Project was based on the presence of a small historical copper mine, a broad magnetic feature and
subtle gravity anomalies in the area. The Project was also the first test of a larger theory that iron-oxide-copper-gold
style mineralisation could exist underneath the thin cover rocks on the Yorke Peninsula.
Figure 1: Location of the Hillside Project and Rex’s exploration licences on the Yorke Peninsula
3D rendering of the layout of the proposed open pit at Hillside, showing underground geological structures.
PAGE 4
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
Rex’s Hillside Project and the other copper targets on the Yorke Peninsula have a number of key advantages compared to
many other new copper development opportunities around the world. These include:
> Infrastructure – The Hillside Project is connected by a major highway (within a two-hour drive) to the city of
Adelaide (population 1.2 million).
> People and Equipment – The Hillside Project has the potential to draw most of the required skilled labour and
equipment from the surrounding country towns close to the Project as well as from Adelaide.
> Power and Water – The area is connected to South Australia’s main power grid and water network.
> Port and Town – The Hillside Project is located very near to the port and town of Ardrossan. Ardrossan is a
community familiar with mining, given that a nearby open-cut dolomite mine ships its product through the port.
The Project also has ready access to the Port of Adelaide by road, a distance of approximately 160 kilometres.
> Freehold Land – Rex has purchased freehold land, which covers all of the known and potential copper
mineralisation of the Hillside Project.
Following the discovery of the Hillside deposit in 2008, the Company raised the funds required to drill out the Hillside
deposit down to a depth of approximately 600 metres (m) and this drilling and associated technical work is the basis for
the current Mineral Resource and Ore Reserve for the Hillside Project. The latest Mineral Resource at Hillside was the
starting point for the Hillside EFS.
> MINERAL RESOURCE AND ORE RESERVE
The Mineral Resource for the Hillside Project remains one of Australia’s largest open pit copper Mineral Resources.
The Mineral Resource estimate, reported in accordance with the 2012 JORC Code, consists of 337 million tonnes (Mt)
@ 0.6% copper and 0.14 grams per tonne (g/t) gold, equating to approximately 2.0Mt (4.3 billion pounds) of copper
and 1.4 million ounces (Moz) of gold (see Table 1 below). Of the 2Mt of contained copper classified as a Mineral
Resource, approximately 65% is classified as Measured and Indicated Resources. The updated Mineral Resource (the
seventh for the Hillside Project) includes information from 608 diamond drill holes and 245 RC drill holes for a total of
239,000m. The Mineral Resource remains open at depth and towards the north and south.
The Hillside Ore Reserve, announced on 25 May 2015 and reported in accordance with the 2012 JORC Code, stands
at 82Mt @ 0.62% copper and 0.16g/t gold, equating to approximately 0.51Mt (1.12 billion pounds) of copper and
0.43Moz of gold (see Table 2 on Page 6). The Hillside Ore Reserve was updated (based on the mine design completed
during the EFS) to deliver to the processing plant at a nominal rate of 6Mtpa of ore to produce a copper-gold
concentrate. The Proved Ore Reserve of 42Mt represents 51% of the total Ore Reserve, with the remaining 49%
in the Probable category. Iron ore has been removed from the Ore Reserve due to prevailing iron ore market conditions.
However, Rex may reconsider an iron ore processing stream in the future.
Zone
Oxide
Copper
Secondary
Sulphide
Primary
Sulphide
Total*
Resource
Category
Measured
Indicated
Inferred
Measured
Indicated
Inferred
Measured
Indicated
Inferred
Tonnes
(Mt)
Copper
(%)
16
4
0.2
9
3
0.1
47
144
114
337
0.54
0.51
0.70
0.61
0.55
0.60
0.54
0.59
0.60
0.60
Gold
(g/t)
0.23
0.13
0.20
0.20
0.12
0.10
0.16
0.13
0.10
0.14
Contained
Copper (t)
86,400
20,400
1,400
54,900
16,500
600
253,800
849,600
684,000
Contained
Gold (oz)
118,315
16,718
1,286
57,871
11,574
322
241,774
601,862
366,519
1,976,600
1,416,240
Table 1: Hillside Measured, Indicated and Inferred Mineral Resource Summary Table – May 2015
Copper Resources reported above 0.2% cut-off grade.
Measured and Indicated Resources are rounded to two significant figures and Inferred Resources are rounded to one significant figure.
*Subject to rounding.
PAGE 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> MINERAL RESOURCE AND ORE RESERVE (CONTINUED)
Category
Proved
Probable
Total*
Tonnes
(Mt)
42
40
82
Copper
(%)
0.55
0.70
0.62
Gold
(g/t)
0.19
0.14
0.16
Contained
Copper (t)
228,049
281,213
509,262
Contained
Gold (oz)
250,454
181,051
431,504
Table 2: Hillside Ore Reserve – May 2015
Ore Reserves are rounded to two significant figures.
* Subject to rounding.
Figure 2: Schematic long section showing the location of the Measured, Indicated and Inferred Resources.
View looking to the west.
> FUTURE CONVERSION OF MINERAL RESOURCES TO ORE RESERVES AND IRON ORE
The latest Mineral Resource at Hillside was the starting point for the Hillside EFS. A key outcome from the EFS was the
generation of a revised Ore Reserve (derived from Indicated and Measured Resources). Furthermore, Rex has noted that
there exists 20Mt of oxide resource within the open pit shell, that has the potential to be economic. Testing is underway to
determine if this can be converted to an Ore Reserve.
Iron ore has been removed from the May 2015 Mineral Resource. Given current market conditions, the removal of iron
ore from the Mineral Resource and the Ore Reserve estimates is appropriate. However, as noted, Rex may look to reinstate
iron ore as a Mineral Resource in the future, should circumstances change.
PAGE 6
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> COMPARISON OF MINERAL RESOURCE AND ORE RESERVE STATEMENT TO THE PRIOR YEAR
As required under the ASX Listing Rules, Rex confirms that it is not aware of any new information or data that materially
affects the information included in the May 2015 Mineral Resource and Ore Reserve Statement. All material assumptions
and technical parameters underpinning the estimates in the May 2015 Mineral Resource and Ore Reserve Statement
continue to apply and have not materially changed. The Hillside Mineral Resource and Ore Reserve as reported herein
are current as at 30 June 2015 and there have been no changes (material or otherwise) since they were last reported on
25 May 2015.
June 2014
June 2015
Mineral Resources
Tonnes (Mt)
Cu (%)
Au (g/t)
Fe (%)
Tonnes (Mt)
Cu (%)
Au (g/t)
Fe (%)
Hillside
337
0.6
0.14
15.7
337
0.6
0.14
NA
Table 3: Comparison Table – Mineral Resources
June 2014
June 2015
Ore Reserves
Tonnes (Mt)
Cu (%)
Au (g/t)
Fe (%)
Tonnes (Mt)
Cu (%)
Au (g/t)
Fe (%)
Hillside
180
0.52
0.13
14.4
82
0.62
0.16
NA
Table 4: Comparison Table – Ore Reserves
There have been minor amendments to the reported Mineral Resource from the previous year (stated in the 2014 Annual
Report) and these have been based on additional drill hole data and interpretation improvements. Iron ore has been
removed from the Mineral Resource.
Since the Ore Reserve statement reported in the 2014 Annual Report, there has been a material increase in Ore Reserve
grades (from 0.52% copper to 0.62% copper and 0.13g/t gold to 0.16g/t gold). Grade increases resulted from utilising a
smaller Selective Mining Unit (SMU), revised mining equipment selection for a 6Mtpa open pit operation and a smaller,
higher-grade pit shell. A material decrease in Ore Reserve tonnes (180Mt to 82Mt) from that which was reported in the
2014 Annual Report is a reflection of the decision to stage the Project. The staging approach does not prevent any future
conversion of Mineral Resources to Ore Reserves, given favourable market conditions.
The iron ore has been removed from the Mineral Resource and Ore Reserve Statements due to prevailing iron ore market
conditions however, Rex may reconsider an iron ore processing stream in the future.
> SUMMARY OF GOVERNANCE ARRANGEMENTS AND INTERNAL CONTROLS FOR THE REPORTING
OF MINERAL RESOURCES AND ORE RESERVES
Mineral Resources and Ore Reserves are estimated by qualified employees and consultants in accordance with the 2012
JORC Code, using industry standard techniques and internal guidelines for the estimation and reporting of Ore Reserves
and Mineral Resources. These estimates and the supporting documentation are then reviewed by qualified Competent
Persons. All Ore Reserve estimates are prepared in conjunction with feasibility studies which consider all material factors.
The Mineral Resource and Ore Reserve Statements included in the 2015 Annual Report are reviewed by qualified
Competent Persons from the Company prior to inclusion.
An audit and review of sampling techniques, data collection, modelling parameters, geo-statistical evaluation, block-grade
creation and grade estimation for the Hillside Mineral Resource was undertaken by AMC Consultants Pty Ltd in May
2013, building on previous progressive audits. No matters were noted that would impair the validity of the June 2013
Mineral Resource estimate. Although this study was completed on the June 2013 Mineral Resource estimate, it is the
Competent Person’s view that no material changes have occurred between the June 2013 estimate and the May 2015
estimate used in the EFS and therefore, the conclusions noted remain valid.
PAGE 7
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> HILLSIDE PROJECT – EXTENDED FEASIBILITY STUDY
In August 2014, following a dramatic drop in commodity prices, particularly for iron ore, the Company changed its focus
towards a copper-gold only project, with lower capital investment and higher copper head grades. An Advisory Board of
industry experts was engaged by Rex to oversee the alternative development options for the Hillside Project. This work was
termed the EFS.
The results from the Hillside EFS were announced to the market on 25 May 2015, with the outcomes significantly
improving the Project’s competitive fundamentals and materially reducing the upfront capital investment. With the
objectives of the Advisory Board being met, the Board of Rex Minerals resolved to dissolve the Advisory Board on
30 June 2015.
Key outcomes from the EFS included:
> A stand-alone copper-gold project with an initial 13+ year mine life at a processing rate of 6Mtpa.
> Annual average production over the first 12 years of 129,000 tonnes of copper concentrate containing
payable metal of:
(cid:129) 35,000 tonnes of copper; and
(cid:129) 24,000 ounces of gold.
> A processing head grade of 0.66% copper and 0.17g/t gold over the first 12 years of production.
> Pre-production capital investment of A$480 (US$360) million and average operating costs (C1) of US$1.61/lb
of copper (includes by-product credits).
> NPV(8%) of A$188 million (post tax) and an IRR of 14% under the base case assumptions (see Table 9).
> A construction workforce of close to 500-550.
The simplified and streamlined plan delivers a wide range of operational benefits, including:
> Smaller start-up footprint;
> Significant reduction in operating fleet;
> Simpler process flowsheet and material handling complexity;
> Lower ramp-up rate plus a more manageable production rate that leads to reduced economic risk; and
> Significantly higher equipment productivities.
The following tables summarise the key outcomes of the Hillside EFS.
Life of Mine (LOM) Key Metrics
Project Revenue
Operating Costs
Pre-tax project operating cash flows
Pre-production capital
A$4,264 million
A$2,672 million
A$1,593 million
A$480 million (US$360 million)
C1 cash costs (includes by-product credits)
US$1.61/lb
Estimated average workforce numbers (during production)
~500
Pre-tax Net Present Value (8%)
Post-tax NPV (8%)
Internal Rate of Return (IRR)
Table 5: Life of Mine outcomes from the Hillside EFS
A$309 million
A$188 million
14%
PAGE 8
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> HILLSIDE PROJECT – EXTENDED FEASIBILITY STUDY (CONTINUED)
Pre-Production Capital
Construction (Plant, Equipment, TSF)
Mining Fleet
Pre-strip
Other Infrastructure and Utilities
Owners costs, Surface Works, First Fills, Spares, Other
Sub-Total
Contingency
Total Up-front Capital
Table 6: Pre-Production summary
Operating Cost Summary
Strip Ratio (after initial pre-strip)
Average Mining Cost per tonne (LOM)
A$206 million
A$66 million
A$80 million
A$21 million
A$67 million
A$440 million
A$40 million
A$480 million (US$360 million)
6.7:1 (waste:ore)
A$2.24/t
Average Mining Cost per ore tonne (LOM) (after initial pre-strip)
A$17.75/t
Processing Cost per tonne
Other Operating (G&A) Costs per tonne
Average transport Costs per ore tonne of concentrate
Treatment and Refining Costs per ore tonne
By-product Credit per tonne
Average Total Operating Costs per tonne (after pre-strip)
C1 Cash Cost (includes by-product credits)
Table 7: Operating Cost Summary
> COPPER MARKET AND EFS FINANCIALS
A$9.15/t
A$1.92/t
A$2.07t
A$4.34/t
(A$6.52/t)
A$28.71/t
US$1.61/lb
Market analysis has identified that future copper supply will become more reliant on the development of a new generation
of copper mines. The average incentive copper price required for the bulk of these new copper mines is reported by some
analysts to be in excess of US$3.00/lb. Broad market consensus implies that the under-investment in copper in the
immediate future is likely to lead to a shortage in supply from 2017 onwards (see Figure 3 on Page 10).
Passing through Rex owned land, with lookout points to the Hillside Project and beyond,
a new walking trail has been constructed around the entire Yorke Peninsula coastline.
Ultra class equipment being used in a similar method
to that proposed for the Hillside Project.
PAGE 9
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> COPPER MARKET AND EFS FINANCIALS (CONTINUED)
Figure 3: Projected copper supply gap for worldwide copper market
Information courtesy of CRU International.
Rex considers that these fundamentals will lead to a period of improved copper prices and that the Hillside EFS results
place the Company in a strong position to take advantage from any sustained improvement in prices. The results from the
Hillside EFS have positioned the Project as one of the more attractive new development projects globally. Rex has
completed the Hillside EFS at a time when commodity prices in general are depressed. In this environment, the Hillside
EFS indicates that the Project, if developed, could produce positive cash flows. However, the real value of the Project lies in
its potential to start producing at a time when copper prices could exceed US$3.50/lb. It is, therefore, worth highlighting
the financial results from the EFS at both US$3.00/lb (base case assumption) and US$3.50/lb copper prices (Table 8).
Life of Mine (LOM) Key Metrics
Project Revenue
Operating Costs
Pre-tax project operating cash flows
US$3.00/lb
A$4,264 million
A$2,672 million
A$1,593 million
US$3.50/lb
A$4,975 million
A$2,700 million
A$2,275 million
Pre-production capital
A$480 million (US$360 million)
A$480 million (US$360 million)
C1 cash costs
Estimated average workforce numbers
Pre-tax NPV (8%)
Post-tax NPV (8%)
Internal Rate of Return (IRR)
US$1.61/lb
~500
A$309 million
A$235 million
14%
Table 8: Life of Mine outcomes from the Hillside EFS
US$1.61/lb
~500
A$651 million
A$433 million
21%
PAGE 10
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> HILLSIDE PROJECT – ENVIRONMENTAL, SOCIAL AND COMMUNITY
The Department for State Development (DSD) issued Rex a mining lease (ML) 6438 on 16 September 2014 under the
South Australian Mining Act 1971. This followed a comprehensive assessment of the environmental and social impacts
and benefits of the Hillside Project incorporating an extensive process of community consultation, as detailed in the
Mining Lease Proposal (MLP) submitted to DSD in August 2013. The MLP detailed the extent of mining operations,
the process and outcome of community consultation, the potential impacts both beneficial and adverse, and the
control/remediation measures governing mining and processing operations across the life of the mine to each of the
specific phases of construction, operations, rehabilitation and post mine closure.
The Hillside’s Community Reference Group, initiated in 2011, provided the initial platform for community consultation
and has now transformed to the Hillside Community Voice (HCV), which will provide the basis for continuing community
engagement through the course of the Hillside Project.
The key areas of concerns raised throughout this consultative process were dust, noise, potential impacts on adjacent
agricultural land and the marine environment, and site rehabilitation measures and post mining land use options.
The environmental management plans, closure plan and social management plans, which include the complaints register
and resolution process, local employment plan and local business development plan, are currently being developed in
consultation with the HCV and other external stakeholders such as the local council, government bodies and other industry
and community representative groups.
The tangible output from community consultation to date has been a platform of mutual discovery and provided the
opportunity to share knowledge and identify skills requirements and capacity building within and external to the
community for prospective mutual benefit in the course of the Hillside Project development. For example, impact
assessments have been presented and published on all key issues identified as priorities by the community.
This process, encapsulated in Rex’s ‘Community Engagement Plan’ (CEP), which was approved by DSD on 12 June 2015,
provides a more developed framework of how Rex will deliver on its commitment to meaningful community engagement
through the course of the Hillside Project.
The identified socio-economic benefits of the Hillside Project lie incontrovertibly in the contribution to the region’s and the
State’s broader economic development founded in increased direct and indirect employment opportunities, related growth
in physical and social infrastructure and business enterprise providing goods and services, stimulus for population growth,
and diversification of its current agricultural and tourism industries. For example, to date there have been over 1,900
expressions of interest (EOI’s) for employment at Hillside with over 500 of those EOI’s locally based which can be
supported by existing and potentially expanded social infrastructure (housing, schools, health and community facilities),
and physical infrastructure notably in transport and water and power utilities.
Rex and Narungga Nation representatives attend MMC lunch.
Rex is committed to working with the local
Indigenous community to mutual benefit on a
platform of respecting Indigenous culture,
heritage, and special connections to lands and
waters. Evidence of Indigenous cultural heritage is
wide spread throughout the region and within the
vicinity of the proposed Hillside Project area.
A Native Title Claim has been lodged covering the
entire Yorke Peninsula; however, no Native Title
agreements are required in relation to the Mining
Lease (ML) or Extractive Mineral Lease (EML).
PAGE 11
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> EXPLORATION – HILLSIDE AND BEYOND
Rex believes that the potential to make another copper discovery on the Yorke Peninsula is high. Rex’s regional exploration
strategy is designed to follow through with the theory that the underlying Yorke Peninsula rocks could host multiple large-
scale copper-gold ore deposits. The Hillside Project was the first test of this theory and the Company considers there could
be other similar, or possibly larger, deposits that remain hidden underneath a thin layer of cover rocks.
Rex has maintained a focus on target generation within the Company’s tenure on the Yorke Peninsula and beyond the
immediate Hillside area, but is of the view that it has only scratched the surface in terms of prospect testing. The regional
targeting rationale adopted by Rex has been to break down the many potential targets on the Yorke Peninsula and
prioritise those that Rex feels have the potential for near-term growth opportunities that can leverage off the Hillside
Project. Figure 4 highlights these priority targets.
Figure 4: Priority exploration targets identified on the Yorke Peninsula
PAGE 12
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2015
HILLSIDE PROJECT, YORKE PENINSULA, SOUTH AUSTRALIA (CONTINUED)
> NOTES
Forward-Looking Statements
The results contained within this report contain “forward-looking statements.” All statements other than those of
historical facts included in this announcement are forward-looking statements. Where the Company expresses or implies
an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to
have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors, which
could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking
statements. Such risks include, but are not limited to, copper and other metals price volatility, currency fluctuations,
increased production costs and variances in ore grade or recovery rates from those assumed in mining plans, as well as
political and operational risks and governmental regulation and judicial outcomes. The Company does not undertake any
obligation to release publicly any revisions to any “forward-looking statements.”
Base Case Assumptions
Price and exchange rate assumptions for the life of the operation are shown in Table 9. Quotes for the pre-production
capital cost estimates in the EFS assumed an exchange rate of AUD:USD $0.75. A longer-term exchange rate assumption
of $0.70 was used for the life of the operation.
Commodity and Exchange Rate
Copper (US$ real)
Gold (US$ real)
Exchange Rate (AUD:USD)
Assumptions
US$3.00/lb
US$1,250/oz
$0.70
Table 9: Hillside EFS Base Case Assumptions
Unless otherwise stated, all dollar amounts given are in Australian dollars and are not subject to inflation/escalation factors.
Competent Persons’ Report – Ore Reserves
The information in this report that relates to Ore Reserves is based on information compiled by Mr Charles McHugh who is
a Member of the Australasian Institute of Mining and Metallurgy and is a consultant to Rex Minerals Ltd. Mr McHugh has
sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the
activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code
for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr McHugh consents to the inclusion in this
report of the matters based on information in the form and context in which it appears.
Competent Persons’ Report – Mineral Resources
The information in this report that relates to Exploration Results or Mineral Resources is based on information compiled by
Mr Patrick Say who is a Member of the Australasian Institute of Mining and Metallurgy and is a full-time employee of Rex
Minerals Ltd. Mr Say has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Say consents to
the inclusion in the report of the matters based on information in the form and context in which it appears.
TENEMENT SCHEDULE for the year ended 30 June 2015
Tenement
Location
Lease Status
Area Type
Current Area
Grant Date
EL5056
EL5055
EL4514
EL5508
EL5133
EL4779
EL5070
ML6438
EML6439
MPL146
Moonta South
Moonta South
Moonta South
Moonta South
Wandearah
Wandearah
Cowell
Hillside
Hillside
Hillside
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
km²
km²
km²
km²
km²
km²
km²
Ha
Ha
Ha
416
1,262
24
151
96
81
85
2,998
225
94
02/08/2012
02/08/2012
10/06/2010
05/11/2014
01/08/2012
13/10/2011
24/10/2012
16/09/2014
16/09/2014
16/09/2014
PAGE 13
DIRECTORS’
REPORT
ANNUAL REPORT
PAGE 14
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
The Directors present their report together with the financial report of Rex Minerals Ltd (the Company) and its
subsidiaries (the Group or Rex), for the financial year ended 30 June 2015 and the auditors’ report thereon.
1. DIRECTORS
The Board has four members. Non-Executive Directors are considered by the Board to be independent of
management and free from any business relationship or other circumstance that could materially interfere with the
exercise of objective, unfettered or independent judgement. Further information on the process for assessing
independence materiality levels is located in the Board Charter, available on Rex’s website.
The Board considers that a diversity of skills, backgrounds, knowledge, experience and gender is required in order
to effectively govern the business. The Board and its Committees actively work to ensure that the Executive and
Non-Executive Directors have the right balance of skills, experience, independence and Company knowledge
necessary to discharge their responsibilities in accordance with the highest standards of governance. The Non-
Executive Directors contribute international and operational experience; understanding of the sectors in which the
Company operates; knowledge of world capital markets; and an understanding of the health, safety, environmental
and community challenges that the Company faces. The Board works together as a whole to oversee strategy for
the Group and monitor pursuit of the corporate objectives of the Company. In addition, the Board has extensive
access to members of senior management. During the year, the Board completed a self evaluation of its
performance, composition, skills, knowledge, experience, independence and diversity to ensure its administers
its duties and responsibilities effectively.
Due to the departure of the former Managing Director, announced on the 8 August 2014, whilst the search was
conducted for the position of Chief Executive, Dr David Carland performed the role of Executive Chairman. This
concluded on 23 April 2015, when Mr Richard Laufmann was appointed to the position of Managing Director of the
Company. During the period Dr Carland performed in the role of Executive Chairman, he did not receive any further
payment in addition to his annual director fee, he did not have a separate employment agreement, nor did he perform
the duties associated with day-to-day management of the Company. In light of the circumstances, the Board is of the
opinion that Dr Carland’s interim appointment did not compromise his independence as at 30 June 2015.
The Directors of the Company at any time during or since the end of the financial year are:
Name, qualifications and
independence status
Dr David Carland
Independent Non-Executive
Chairman
(PhD (Econometrics), MEc,
BEc (Hons), MAICD)
Experience, special responsibilities and other directorships
Dr David Carland has over 30 years of investment banking and commercial experience in
both the private sector and government. He is the co-founder and part owner of BurnVoir
Corporate Finance Limited (“BurnVoir”), an independent specialist investment banking
firm focusing on the energy, resource and infrastructure sectors.
Prior to establishing BurnVoir, Dr Carland was executive vice president and head of energy
and power at Bankers Trust and before that he was deputy managing director and head of
corporate finance at UBS Australia.
Dr Carland has held senior executive roles with the CRA Group (now Rio Tinto), including
management of the commercial arrangements for the purchase of the Gladstone Power
Station. His roles have seen him based in the US and London. Dr Carland was previously a
non-executive director of Indophil Resources NL. Dr Carland was appointed a Director of
Rex Minerals on 12 December 2013 and Chairman on 1 January 2014. He is a member
of the Audit and Remuneration Committees.
Mr Alister Maitland
Independent Non-Executive
Director
(B.Com, FAICD, FAIM,
SF Fin)
Mr Alister Maitland is a former Executive Director of the ANZ Banking Group, with a
background in international finance and banking experience that extended beyond
Australasia to cover Asia, the Sub Continent, the Middle East, Europe and America.
His professional experience has included global business expansion, internal and external
consulting, treasury projects and international political agendas. As chief executive of ANZ
Bank for New Zealand, he was responsible to the local board for the country’s operations.
Mr Maitland has been a non-executive director of a number of publicly listed ASX
companies and government bodies, covering a wide range of activities including property
services, mining, banking, asset management and health. He is a former chairman of
Ballarat Goldfields NL, director of Lihir Gold Ltd and Malayan Banking Berhad
(Maybank). Mr Maitland was appointed a Director of Rex Minerals on 16 September
2011, is Chairman of the Audit Committee and a member of the Remuneration Committee.
PAGE 15
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
1. DIRECTORS (CONTINUED)
Name, qualifications and
independence status
Mr Mitchell Hooke
Independent Non-Executive
Director
(B.Rur.Sc., U.N.E., M.A.I.A.,
MAICD)
Mr Richard Laufmann
Managing Director and
Chief Executive Officer
(B.Eng (Mining), MAusIMM,
MAICD)
Experience, special responsibilities and other directorships
Mr Mitchell Hooke is globally-recognised for his in-depth knowledge and strategic
leadership in Australian and global public policy advocacy as well as delivering on
practical operational issues in the development of economic, social and environmental
policy and practice across the minerals industry, agriculture and food and grocery
industries in Australia and internationally.
Mr Hooke was the chief executive officer of the Minerals Council of Australia from mid-
2002 until the end of 2013. He is the Chairman of Partners in Performance International
and with a long and strong rural background, he is an Independent Director of Grain
Producers Australia, the national not-for-profit body representing Australia’s broadacre
grain, pulse and oilseed producers. He is also a Non-Executive Director of coal-based
technology company GTL Energy Ltd and was formerly a non-executive director of Elgin
National Industries – a then private equity minerals resources engineering and
construction management and mining equipment company based in the USA. Mr Hooke
was appointed a Director of Rex Minerals on 4 August 2015. He is a member of the Audit
and Remuneration Committees.
Mr Richard Laufmann is a mining engineer with a proven track record in the resources
sector both in Australia and overseas.
Mr Laufmann is a founding Director of Rex Minerals and was formally a Non-Executive
Director (since 2007). He was appointed Managing Director of Rex on 23 April 2015.
Mr Laufmann brings to the Rex management team broad experience in the resources sector,
both corporate and operational. His most recent engagement was for seven years as CEO of
Indophil Resources (until recently, an ASX listed company with a large copper-gold Joint
Venture in the Philippines) and prior to that, five years as CEO of Ballarat Goldfields.
Mr Laufmann also previously led WMC Resources Limited’s Gold Business as general
manager – operations and has extensive operational experience.
Mr Steven Olsen
Former Executive Director
(B.Sc.(Hons), M.Sc.(MinEx),
Grad.Dip (F&I), MAusIMM)
Mr Steven Olsen has over 20 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 considerable exploration success for both nickel and gold mineralisation
throughout his career. Mr Olsen was the founding managing director (2007) of Rex until
2012 and continued on the Board until his recent resignation on 30 June 2015.
He remains a consultant to Rex Minerals.
Mr Mark Parry
Mr Parry departed the Company on 8 August 2014.
Former Managing Director
and CEO
(Met Cert, BCom, HBS
(AMP), GAICD)
PAGE 16
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
2. COMPANY SECRETARY
Ms Rosalie Bolingbroke
B.Com (Commercial Law), Grad.Dip. (ACG), FGIA, FCIS, AIPA, JP
Ms Rosie Bolingbroke has had over 17 years of experience in company secretary roles, is a Fellow of the
Governance Institute of Australia and holds a Bachelor of Commerce (Commercial Law) degree. Previously,
Ms Bolingbroke was corporate secretary for Australian Central Credit Union Ltd (trading as People’s Choice
Credit Union) and prior to that, company secretary for global engineering, construction and services company,
KBR’s Australian group of subsidiaries. Her 22 years with KBR included providing corporate governance and para-
legal support to its energy, infrastructure, minerals, government services and commercial divisions in Australia and
the Asia Pacific region.
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
Board Meetings
Audit Committee Meetings
Remuneration Committee
Meetings4
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Mr Mitchell Hooke1
Mr Steven Olsen2
Mr Mark Parry3
A
13
11
13
–
11
1
B
13
13
13
–
12
1
A
2
2
2
–
2
–
B
2
2
2
–
2
–
A
–
–
–
–
–
–
B
–
–
–
–
–
–
A – Number of meetings attended.
B – Number of meetings held during the year whilst the Director held office.
1 Mr Hooke was appointed a Director on 4 August 2015.
2 Mr Olsen resigned from the Board on 30 June 2015. He was not a member of the Audit or Remuneration Committees,
but attended meetings as appropriate by invitation.
3 Mr Parry departed the Company on 8 August 2014.
4
Any matters for consideration by the Remuneration Committee were managed directly by the Board and accordingly
no separate meetings were held by the Remuneration Committee during the year.
4. CORPORATE GOVERNANCE STATEMENT
Rex has adopted comprehensive systems of control and accountability as the basis for the administration of
corporate governance. The Board is committed to administering the policies and procedures with openness and
integrity, pursuing the true spirit of corporate governance commensurate with Rex’s needs. To the extent they are
applicable; Rex has adopted the 3rd Edition of the Corporate Governance Principles and Recommendations
published by ASX Corporate Governance Council. As Rex’s activities develop in size, nature and scope, the size of
the Board and implementation of additional corporate governance structures will be given further consideration.
PAGE 17
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
The following table summarises Rex’s position in regard to Corporate Governance as at 30 June 2015:
Recommendation
Comment
1 Lay solid foundations for management
and oversight.
1.1 A listed entity should disclose:
(a) the respective roles and responsibilities of
its board and management; and
(b) those matters expressly reserved to the
board and those delegated to management.
1.2 A listed entity should:
(a) undertake appropriate checks before
appointing a person, or putting forward to
security holders a candidate for election,
as a director; and
(b) provide security holders with all material
information in its possession relevant to a
decision on whether or not to elect or
re-elect a director.
A listed entity should establish and disclose the respective
roles and responsibilities of its board and management and
how their performance is monitored and evaluated.
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 Rex’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
Rex’s corporate strategy and monitoring implementation of
the strategy, appointing the Managing Director, monitoring
senior executives’ performance and approving Rex’s risk and
audit framework. The Board is also responsible for Rex’s
general corporate governance matters.
The Managing Director has primary responsibility to the
Board for the affairs of Rex. The Managing Director’s
responsibilities include implementing and monitoring (together
with the Board) the strategic and financial plans for Rex,
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, Rex and otherwise
carrying out the day to day management of Rex.
A copy of Rex’s Board Charter is available on Rex’s website.
Given the size and structure of Rex, the Directors have not
established a Nominations Committee (see 2.1) however;
the Board considers that part of its responsibilities includes
overseeing arrangements for the effective appointment of new
Directors, including undertaking appropriate checks before
appointing a person, or putting forward to shareholders a
candidate for election, as a director.
The Notice of Meeting for Rex’s AGM provides shareholders
with relevant information about each Director standing for
election or re-election, including details of relevant skills and
experience for each Director, as well as a statement by the
Board whether it supports the election or re-election.
1.3 A listed entity should have a written agreement
with each director and senior executive setting
out the terms of their appointment.
Rex has a written agreement with each Director and senior
executive setting out the terms of their appointment.
1.4 The company secretary of a listed entity should
be accountable directly to the board, through the
chair, on all matters to do with the proper
functioning of the board.
The Company Secretary has a direct reporting line to the
chair of the Board.
PAGE 18
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
1.5 A listed entity should:
(a) have a diversity policy which includes
requirements for the board or a relevant
committee of the board to set measurable
objectives for achieving gender diversity and
to assess annually both the objectives and the
entity’s progress in achieving them;
(b) disclose that policy or a summary of it; and
(c) disclose as at the end of each reporting period
the measurable objectives for achieving gender
diversity set by the board or a relevant
committee of the board in accordance with the
entity’s diversity policy and its progress
towards achieving them, and either:
(1)
(2)
the respective proportions of men and
women on the board, in senior
executive positions and across the
whole organisation (including how the
entity has defined “senior executive”
for these purposes); or
if the entity is a “relevant employer”
under the Workplace Gender Equality
Act, the entity’s most recent “Gender
Equality Indicators”, as defined in
and published under that Act.
1.6 A listed entity should:
(a) have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
(b) disclose, in relation to each reporting
period, whether a performance evaluation
was undertaken in the reporting period in
accordance with that process.
Rex’s Code of Conduct sets out Rex’s policy concerning
diversity. In summary, Rex’s policy concerning diversity is
as follows:
Rex recognises that diversity is an economic driver of
competitiveness for companies and it strives to promote an
environment and culture conducive to the appointment of well
qualified persons so that there is appropriate diversity to
maximise the achievement of corporate goals. In order to
promote gender diversity, Rex engages in reviews and reporting
to the Board about the proportion of women at Rex and
strategies to address diversity. Rex intends to recruit the most
qualified persons for each position and considers persons from
a diverse pool of qualified candidates.
The objectives for achieving gender diversity are as follows:
Maintain female representation at 20% of the total workforce
and senior management as Rex progresses through the next
stages of Company development.
During each Director selection and appointment process, the
professional search firm supporting the Board will provide at
least one credible and suitably experienced female candidate.
This recommendation is satisfied.
At 30 June 2015, women made up 38% of the total Rex
workforce directly employed by the Company. There are
currently no women on the Board of Rex. A copy of the Rex’s
Code of Conduct (which sets out Rex’s policy concerning
diversity) is available on Rex’s website.
The Directors consider that due to the size of Rex and its Board,
such a formal review procedure is not appropriate at this point
in time. The Board has instead adopted a self-evaluation process
to measure its own performance, and the performance of its
Committees and individual Directors. The Annual Report
discloses whether a performance evaluation was undertaken in
the reporting period in accordance with that process.
As part of the process of continual evaluation of the Board
and facilitated by external consultant Swann Global, the
Board acted and significantly restructured itself and
Committees during the reporting period, including:
> The departure of the former Managing Director;
> Dr Carland performing the role as Executive Chairman for
an interim period whilst the search was conducted for the
position of Chief Executive;
> The appointment of Mr Laufmann as Managing Director
and Chief Executive;
> Mr Laufmann’s resignation from the Audit and
Remuneration Committees on the conclusion of his role
as Non-Executive Director;
> The resignation of Mr Olsen as Executive Director; and
> The new appointment of Mr Hooke as Non-Executive
Director and Chairman of the Remuneration Committee.
PAGE 19
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
Senior executive performance is assessed annually.
Details of the evaluation process is disclosed in the
Remuneration Report contained in the Annual Report.
A listed entity should have a board of an appropriate size,
composition, skills and commitment to enable it to discharge
its duties effectively.
The Board does not have a nomination committee. Given the
size of Rex and the Board, the Directors consider that any
efficiencies achieved by the establishment of a nomination
committee would be minimal, thereby not making its
establishment cost effective. Rex has Board processes in place
to addresses matters that would otherwise be considered by a
nomination committee.
1.7 A listed entity should:
(a) have and disclose a process for periodically
evaluating the performance of its senior
executives; and
(b) disclose, in relation to each reporting
period, whether a performance evaluation
was undertaken in the reporting period in
accordance with that process.
2 Structure the Board to add value.
2.1 The board of a listed entity should:
(a) have a nomination committee which:
(1) has a least three members, a majority
of whom are independent directors; and
(2)
is chaired by an independent director,
and disclose:
(3)
the charter of the committee;
(4)
the members of the committee; and
(5) as at the end of each reporting
period, the number of times the
committee met throughout the period
and the individual attendances of the
members at those meetings; or
(b) if it does not have a nomination committee,
disclose that fact and the processes it
employs to address board succession issues
and to ensure that the board has the
appropriate balance of skills, knowledge,
experience, independence and diversity to
enable it to discharge its duties and
responsibilities effectively.
2.2 A listed entity should have and disclose a board
skills matrix setting out the mix of skills and
diversity that the board currently has or is
looking to achieve in its membership.
The Board adopts an internal process of annually evaluating the
performance, skills and knowledge of the Board. Although the
Board has not adopted a formal skills matrix in this regard, the
following material is included in the Annual Report:
> the skills, experience and expertise relevant to the position
of Director held by each Director in office at the date of
the Annual Report;
> a statement as to the mix of skills and diversity for which
the Board is looking to achieve in membership of the
Board; and
> whether a performance evaluation for the Board, its
committees and directors has taken place in the reporting
period and whether it was in accordance with the
process disclosed.
PAGE 20
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
2.3 A listed entity should disclose:
The following material is included in the Annual Report:
the names of the directors considered
by the board to be independent
directors;
> the names of the Directors considered by the Board to
constitute independent Directors and Rex’s materiality
thresholds;
(a)
(b)
if a director has an interest, position,
association or relationship of the type
described in Box 2.3 but the board is
of the opinion that it does not
compromise the independence of the
director, the nature of the interest,
position, association or relationship in
question and an explanation of why
the board is of that opinion; and
(c)
the length of service of each director.
2.4 A majority of the board of a listed entity should
be independent directors.
2.5 The chair of the board of a listed entity should
be an independent director and, in particular,
should not be the same person as the CEO of
the entity.
2.6 A listed entity should have a program for
inducting new directors and provide
appropriate professional development
opportunities for directors to develop and
maintain the skills and knowledge needed to
perform their role as directors effectively.
> the existence of any of the relationships listed in Box 2.3
of the ASX Corporate Governance Principles and
Recommendations (regarding director independence) and
an explanation of why the Board considers a Director to
be independent, notwithstanding the existence of those
relationships;
> a statement as to whether there is a procedure agreed by
the Board for Directors to take independent professional
advice at the expense of Rex; and
> the period of office held by each Director in office at the
date of the Annual Report.
This recommendation was not satisfied for majority of the
reporting period. This is because current Non-Executive Chairman
Dr David Carland performed the function of Executive Chairman
for the interim period between the resignation of Rex’s former
CEO Mr Mark Parry, in August 2014 and the appointment of
Mr Richard Laufmann as current CEO in April 2015.
In April 2015, Dr Carland stepped down as Executive Chairman
and resumed the role Non-Executive Chairman. However,
although Dr Carland performed in an executive capacity during
this interim period, the Board nevertheless considers Dr Carland
to be an independent director. The reasons for this view are more
fully set out in the Annual Report.
Non-Executive Directors Mr Alister Maitland and Mr Mitchell
Hooke (recently appointed) are also considered to be
independent. Accordingly, Rex is currently compliant with
this recommendation.
Dr David Carland is currently the Non-Executive Chairman
(and he is not the CEO). As noted above, Dr Carland is
considered to be an independent director at 30 June 2015.
New Directors are provided with a formal letter of
appointment which contains information regarding:
> The rights, duties and responsibilities of Directors; and
> The role of Board Committees.
To enable performance of their duties, all Directors (including
new Directors):
> are provided with appropriate information in a timely
manner and can request additional information at any time;
> have access to the Company Secretary; and
> have access to appropriate continuing professional
development opportunities. In particular, the Board regularly
receives presentations as part of ongoing Director education,
including presentations from internal and external resources.
PAGE 21
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
A listed entity should act ethically and responsibly.
Rex’s Code of Conduct sets out Rex’s expectations for the
conduct of Rex’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).
Rex also has in place a policy concerning trading in Rex
securities. The Share Trading policy includes detailed
requirements for Directors, officers and key management
regarding when they can trade Rex securities.
Copies of Rex’s Code of Conduct and Share Trading Policy
are available on its website.
A listed entity should have formal and rigorous processes
that independently verify and safeguard the integrity of its
corporate reporting.
The Board has an Audit Committee. The members of the Audit
Committee are Mr Alister Maitland, Dr David Carland and
Mr Mitchell Hooke. Mr Maitland is an independent Chair of
the Audit Committee (and he is not Chair of the Board).
The Directors consider that the Audit Committee is of
sufficient size, independence and technical expertise to
discharge its mandate effectively. See 2.4 regarding
independence of directors.
The following material is included in the Annual Report:
> the names and qualifications of those appointed to the
Audit Committee and their attendance at meetings of the
committee; and
> the number of meetings of the Audit Committee (contained
within the Directors’ Report).
> A copy of the Audit Committee Charter is available on
Rex’s website.
3 Act ethically and responsibly.
3.1 A listed entity should:
(a) have a code of conduct for its directors,
senior executives and employees; and
(b) disclose that code or a summary of it.
4 Safeguard integrity in
corporate reporting.
4.1 The board of a listed entity should:
(a) have an audit committee which:
(1) has at least three members, all of
whom are non-executive directors and
a majority of whom are independent
directors; and
(2)
is chaired by an independent director,
who is not the chair of the board,
and disclose:
(3)
the charter of the committee;
(4)
(5)
the relevant qualifications and
experience of the members of the
committee; and
in relation to each reporting period,
the number of times the committee
met throughout the period and the
individual attendances of the
members at those meetings; or
(b) if it does not have an audit committee,
disclose that fact and the processes it
employs that independently verify and
safeguard the integrity of its corporate
reporting, including the processes for the
appointment and removal of the external
auditor and the rotation of the audit
engagement partner.
PAGE 22
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
4.2 The board of a listed entity should, before it
approves the entity’s financial statements for a
financial period, receive from its CEO and CFO a
declaration that, in their opinion, the financial
records of the entity have been properly
maintained and that the financial statements
comply with the appropriate accounting
standards and give a true and fair view of the
financial position and performance of the entity
and that the opinion has been formed on the
basis of a sound system of risk management and
internal control which is operating effectively.
In accordance with this recommendation, before it approves
Rex's financial statements for a financial period, Rex ensures
that it receives from its CEO and Acting CFO a declaration
that, in their opinion, the financial records of Rex have been
properly maintained and that the financial statements comply
with the appropriate accounting standards and give a true and
fair view of the financial position and performance of the
entity and that the opinion has been formed on the basis of a
sound system of risk management and internal control which
is operating effectively.
4.3 A listed entity that has an AGM should ensure
that its external auditor attends its AGM and is
available to answer questions from security
holders relevant to the audit.
The external auditor attends Rex’s AGM. Shareholders may
submit written questions to the auditor to be considered at the
meeting in relation to the conduct of the audit and the
preparation of the Audit Report.
5 Make timely and balanced disclosure.
5.1 A listed entity should:
(a) have a written policy for complying with its
continuous disclosure obligations under the
Listing Rules; and
(b) disclose that policy or a summary of it.
6 Respect the rights of security holders.
6.1 A listed entity should provide information
about itself and its governance to investors
via its website.
A listed entity should make timely and balanced disclosure of
all matters concerning it that a reasonable person would expect
to have a material effect on the price or value of its securities.
Rex has established written policies and procedures designed
to ensure compliance with ASX Listing Rule disclosure
requirements and accountability for compliance. Rex’s
Continuous Disclosure Policy sets out Rex’s policies and
procedures with regard to complying with its disclosure
obligations under the Listing Rules.
A copy or Rex’s Continuous Disclosure policy is available on
its website.
A listed entity should respect the rights of its security holders
by providing them with appropriate information and facilities
to allow them to exercise those rights effectively.
Rex places a high priority on communications with its
Shareholders. Although Rex does not have a standalone
communications policy, Rex 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;
> proving a copy of its annual report to all requesting
shareholders;
> notice of meeting documentation to shareholders;
> encouraging shareholder participation at AGMs; and
> provision of all information regarding Rex and its
governance on its website. In particular, Rex uses its
website to make available to shareholders information
regarding its business, including copies of its Annual
Report, market releases and current activities.
PAGE 23
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
6.2 A listed entity should design and implement an
investor relations program to facilitate effective
two-way communication with investors.
Due to the size and complexity of its business, Rex has not
established a formal investor relations program. However, Rex
seeks to facilitate effective communication with investors
though the communication channels described above (see 6.1).
6.3 A listed entity should disclose the policies
and processes it has in place to facilitate and
encourage participation at meetings of
security holders.
In relation to shareholder meetings, shareholders are invited
to submit questions either before or during the meeting,
with the Chairman answering as many as practical during
the meeting.
The Chairman also encourages shareholders at meetings to
ask questions regarding Rex’s current activities. These may be
responded to directly by the Chairman, or at his discretion,
may be referred to another Director or member of the
management team.
Shareholders have the option of electing to receive all
shareholder communication electronically through Rex’s
share registry.
Rex’s Share Register is managed and maintained by
Computershare. Contact details can be found on Rex’s website.
A listed entity should establish a sound risk management
framework and periodically review the effectiveness of
that framework.
Although there is currently no standalone committee to
oversee risk, the Board Charter provides that it is the Board’s
responsibility to approve Rex’s risk and audit framework,
systems of risk management and internal control, as well as
approving compliance with any risk and audit policies and
protocols in place at the time.
The Board evaluates all risks relating to Rex at regular
intervals throughout the year to ensure that all existing risks
are being monitored and managed effectively and that Rex is
not being exposed to any new risks.
6.4 A listed entity should give security holders the
option to receive communications from, and
send communications to, the entity and its
security registry electronically.
7 Recognise and manage risk.
7.1 The board of a listed entity should:
(a) have a committee or committees to
oversee risk, each of which:
(1) has at least three members, a
majority of whom are independent
directors; and
(2)
is chaired by an independent director,
and disclose:
(3)
the charter of the committee;
(4)
the members of the committee; and
(5) as at the end of each reporting
period, the number of times the
committee met throughout the period
and the individual attendances of the
members at those meetings; or
(b) if it does not have a risk committee or
committees that satisfy (a) above, disclose
that fact and the processes it employs for
overseeing the entity’s risk management
framework.
PAGE 24
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
7.2 The board or a committee of the board should:
(a) review the entity’s risk management
framework at least annually to satisfy itself
that it continues to be sound; and
(b) disclose, in relation to each reporting period,
whether such a review has taken place.
7.3 A listed entity should disclose:
(a) if it has an internal audit function, how the
function is structured and what role it
performs; or
(b) if it does not have an internal audit
function, that fact and the processes it
employs for evaluating and continually
improving the effectiveness of its risk
management and internal control processes.
7.4 A listed entity should disclose whether it has
any material exposure to economic,
environmental and social sustainability risks
and, if it does, how it manages or intends to
manage those risks.
The Board reviews the Company’s risk management
framework on a regular basis to ensure it continues to be
sound. The Annual Report contains details about whether such
a review has been taken in the reporting period (see 7.4).
The Board does not consider a separate internal audit
function is necessary at this stage. One of the Audit
Committee responsibilities is to evaluate compliance with
Rex’s internal compliance and control systems.
While Rex is exposed to a number of general risks, given Rex’s
present circumstances and stage of development, Rex does not
consider that it currently has material exposure to any
economic, environmental or social sustainability risks.
However, this may change in the future as Rex moves towards
development. During the year, as part of the EFS process, the
Company completed a risk management review. The Board
considered the following risks:
> Economic risks: General economic conditions such as
movement in interest and inflation rates and currency
exchange fluctuations.
> Tenement title: Interests in tenements are governed by
Federal and State legislation which carries with it
expenditure and reporting commitments as well as
conditions which, if not met may result in loss of the
Company’s interest or title in the tenements.
> Commodity price fluctuation: The Company is exposed
to fluctuations in the price of commodities and in
particular, copper and gold which could impact on its
proposed operations.
> Upgrading resource categories and conversion of
resources to reserves: Reserve and resource estimates are
expressions of judgment based on knowledge, experience
and industry practice and may be subject to change if new
information or techniques become available.
> Environmental risks: Risks associated with the operations
of the proposed mine are assessed in respect of Australian
Federal and State legislation and regulations.
> Social sustainability and community inclusion:
The Company maintains open communication with the
community surrounding the proposed operations to reduce
any foreseeable negative impacts on the community.
PAGE 25
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
4. CORPORATE GOVERNANCE STATEMENT (CONTINUED)
Recommendation
Comment
A listed entity should pay director remuneration sufficient to
attract and retain high quality directors and design its
executive remuneration to attract, retain and motivate high
quality senior executives and to align their interests with the
creation of value for security holders.
Rex has a Remuneration Committee. The members of the
Remuneration Committee are Mr Mitchell Hooke, Dr David
Carland and Mr Alister Maitland. Mr Hooke is an independent
Chair of the Remuneration Committee (and he is not Chair of
the Board). See 2.4 regarding independence of directors.
The Directors consider that the Remuneration Committee is of
sufficient size, independence and technical expertise to
discharge its mandate effectively.
The number of times the Committee sits is disclosed in the
Annual Report.
Details of Directors’ and executives’ remuneration, including
the principles used to determine the nature and amount of
remuneration, are disclosed in the remuneration report section
of the Annual Report.
A copy of Rex’s Remuneration Committee Charter is available
on its website.
Rex's Share Trading Policy expressly prohibits relevant
participants from entering into arrangements that limit the
economic risk of participating in the Rex's incentive schemes
prior to the relevant securities becoming fully vested.
A copy of Rex’s Share Trading Policy is available on
its website.
8 Remunerate fairly and responsibly.
8.1 The board of a listed entity should:
(a) have a remuneration committee which:
(1) has at least three members, a
majority of whom are independent
directors; and
(2)
is chaired by an independent director;
and disclose:
(3)
the charter of the committee;
(4)
the members of the committee; and
(5) as at the end of each reporting
period, the number of times the
committee met throughout the period
and the individual attendances of the
members at those meetings; or
(b) if it does not have a remuneration
committee, disclose that fact and the
processes it employs for setting the level
and composition of remuneration for
directors and senior executives and
ensuring that such remuneration is
appropriate and not excessive.
8.2 A listed entity should separately disclose its
policies and practices regarding the
remuneration of non-executive directors and
the remuneration of executive directors and
other senior executives.
8.3 A listed entity which has an equity-based
remuneration scheme should:
(a) have a policy on whether participants are
permitted to enter into transactions
(whether through the use of derivatives or
otherwise) which limit the economic risk of
participating in the scheme; and
(b) disclose that policy or a summary of it.
PAGE 26
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
5. PRINCIPAL ACTIVITIES
The principal activity of the Group during the course of the financial year was minerals exploration and evaluation
in Australia. Rex Minerals intends to make the best use of and fully exploit, the Hillside Resource and remains
committed to the development of the Hillside Project. There were no significant changes in the nature of the
Group’s principal activities during the year.
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 2016 and
later financial years:
> Regulatory Approval – Following acceptance of the Mining Lease, continuation of the work on the
development of the PEPR and associated environmental and social management plans.
> Financing – The Company is working to develop a financing package with the goal of maximising
shareholder exposure to the future cash flows from the Hillside Project.
> Organisation – Plan for an organisational transition from an explorer to a developer to a producer.
> Occupational and Community Safety and Health – Develop and adapt safety systems and processes to
enable a proactive approach to risk assessment and risk management as the Company transitions into
construction and mining-related production.
> Infrastructure – Finalise access to and upgrading of, infrastructure required to support the
Hillside Project.
> Exploration and Evaluation – Maintain near-mine and regional exploration, with the aim of identifying
multiple large-scale copper deposits that can complement the Hillside Project on Rex’s tenements on
the Yorke Peninsula.
6. OPERATING AND FINANCIAL REVIEW
The income statement shows a loss after tax of $8.7 million (2014: loss $17.0 million – restated) for the year.
The Group has no bank debt. As at 30 June 2015, the Group had a cash position of $7.9 million (2014: $2.59
million) and funds on deposit of $3.0 million (2014: $19.0 million). Operating activities resulted in a cash outflow
for the year of $10.7 million (2014: cash outflow of $14.5 million – restated).
7. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors, there were no other significant changes in the state of affairs of the Group during
the year ended 30 June 2015, not otherwise disclosed within this Annual Report.
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
On 4 August 2015, the Company announced that Mr Mitchell Hooke was appointed as a Non-Executive Director.
Other than the event described above, subsequent to 30 June 2015, there has not arisen in the interval between the
end of the financial year and the date of this report any other 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
and the advancement of the Hillside Project.
Other than that which is disclosed throughout the Annual Report, 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.
PAGE 27
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
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:
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Mr Mitchell Hooke
12. SHARE OPTIONS
Rex Minerals Limited
Ordinary shares
Options over ordinary shares
268,330
3,541,666
202,000
105,143
–
–
–
–
12.1 Options granted to Directors and Officers of the Company
During the financial year, the Company did not grant any options over unissued ordinary shares in the
Company to the Directors and Key Management Personnel as part of their remuneration.
12.2 Unissued shares under option
At the date of this report there were no unissued ordinary shares of the Company under option.
12.3 Shares issued on exercise of options
During or since the end of the financial year, the Company has not issued any ordinary shares as a result
of 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 Group’s auditor, has performed other services which are listed in the table below in
addition to their statutory duties.
The Board has considered the non-audit services provided during the year by the auditor and is satisfied that the
provision of those non-audit services during the year by the auditor is compatible with and did not compromise,
the auditor independence requirements of the Corporations Act 2001. The non-audit services provided do not
undermine the general principles relating to auditor independence as set out in ‘APES 110 Code of Ethics for
Professional Accountants’, as they did not involve reviewing or auditing the auditor’s own work, acting in a
management or decision-making capacity for the Group, acting as an advocate for the Group or jointly sharing
risks and rewards.
Details of amounts paid to the auditor of the Group, KPMG and its related practices for audit and non-audit
services during the year, are set out below.
2015 2014
KPMG Australia $ $
Audit and review of financial statements 47,500 47,500
Other services
Review of Research and Development Claim 103,800 106,535
Assistance with Customs Matters 1,000 37,920
PAGE 28
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED
For the year ended 30 June 2015, any matters for consideration for the Remuneration Committee were managed
directly by the Board and accordingly no separate meetings were held by the Remuneration Committee for the year.
During the year, Rex implemented a cost reduction plan and has restructured the Company to enable it to focus on
its core objectives of delivering the Extended Feasibility Study, new development plan and assessing financing
alternatives. A formal review of all employee positions was undertaken as part of delivering this cost reduction
plan. As a consequence, there was a significant reduction in employee positions, no increases to base compensation
for employees or executives and no STI cash bonuses were paid or are payable.
15.1 Principles of compensation
Remuneration is referred to as compensation throughout this report.
Key Management Personnel (KMP) comprise the Directors of the Company and Senior Executives for the
Group. KMP have authority and responsibility for planning, directing and controlling the activities of the
Company and the Group.
Compensation packages may include a mix of fixed and variable compensation and short-term and long-term
performance-based incentives.
Fixed compensation
Fixed compensation consists of base compensation (which is calculated on a total cost basis and includes
any Fringe Benefits Tax (FBT) charges related to employee benefits including motor vehicles), as well as
leave entitlements and employer contributions to superannuation funds.
Compensation levels are reviewed annually by the Remuneration Committee through a process that considers
individual, segment and overall performance of the Group. Market research provides analysis and guidance
to ensure the Directors’ and senior executives’ compensation is competitive in the market place. A senior
executive’s compensation is also reviewed on promotion. There have been no changes to base compensation
for continuing Executives since 2012.
Performance linked compensation
Performance linked compensation includes both short-term and long-term incentives and is designed to
reward senior executives for meeting or exceeding their financial and personal objectives. The short-term
incentive (STI) is an ‘at risk’ bonus provided in the form of cash, while the long-term incentive (LTI) is
provided as options over ordinary shares of the Company pursuant to the terms and conditions of the options.
Short-term incentive bonus
The STI is a discretionary bonus provided in the form of cash. At the end of the financial year, the
Remuneration Committee assesses the performance of the Group and individuals. The Remuneration
Committee recommends the cash incentive to be paid to the individuals for approval by the Board. The Board
retains the discretion to vary the final cash incentive if performance is considered to be deserving of either a
greater or lesser amount. During the year, no STI cash bonuses were paid or payable.
Long-term incentive
The LTI is provided as options over ordinary shares of the Group. Options granted to employees only lapse
in the event of the employee leaving the Group or the expiry date, whichever occurs earlier. Due to the
nature of the Company at this time, the Board believes this incentive is appropriate, having regard to the
exercise price of options being set at a premium to the share price at grant date. During the year, no LTI
incentives were granted.
Consequences of performance on shareholder wealth
The variable components of the Group’s executives’ remuneration (the short and long term incentives) seek
to encourage alignment of management performance and shareholders’ interests by linking remuneration to
the performance of the Group. Whilst the Remuneration Committee takes into consideration the indices
detailed below, the Board acknowledges that as an exploration company, the use of such indices does not
fully reflect the Group’s performance.
Net loss attributable to equity holders of
the parent ($000)
Closing share price at financial
year’s end
* Restated
2015
2014*
2013*
2012*
2011*
(8,734)
(17,014)
(39,454)
(46,690)
(29,087)
$0.105
$0.305
$0.338
$0.785
$2.31
PAGE 29
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED (CONTINUED)
15.1 Principles of compensation (Continued)
Service agreements
The Group has entered into contracts with KMP which are consistent with the Group’s policy. The Group
retains the right to terminate a contract immediately by making payment equal to between three and six
month’s pay in lieu of notice. The KMP 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 KMP, but does not prescribe how
compensation levels are modified year to year. Compensation levels are reviewed each year and are aligned
with market developments, 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.
The following summarises the service agreements with KMP:
Executive Director
(cid:129) Mr Richard Laufmann – Managing Director
Mr Laufmann has a contract of employment dated 23 April 2015 with the Company which may be terminated
by either party by giving two months’ notice. Under the terms of his contract, Mr Laufmann receives a fixed
annual salary of $250,000 plus superannuation with no STI plan. It is proposed that Mr Laufmann be issued
unlisted options, as an LTI, the details of which will be subject to shareholder approval.
Mr Laufmann is a founding Director of Rex Minerals and had been a Non-Executive Director since 2007.
Mr Laufmann concluded his Non-Executive Director duties on his appointment as Managing Director
on 23 April 2015.
Executives
(cid:129) Mr Patrick Say – Chief Geologist
Mr Say was appointed as Chief Geologist on 1 July 2012. Mr Say may resign from the Company by giving four
weeks’ notice and the Group may terminate his employment by providing four weeks’ notice.
In the event that Mr Say’s employment is terminated following redundancy, he is entitled to a payment
equivalent to three months’ salary. No STI cash bonus was paid or payable for the year ending 30 June 2015.
Former Executives
(cid:129) Mr Mark Parry – Chief Executive Officer
Mr Parry departed the Company, effective 8 August 2014. Mr Parry had a contract of employment dated
24 September 2012 with the Company for base remuneration of $550,000 (inclusive of statutory
superannuation). Mr Parry was eligible to be considered for a STI of up to 25% of his base remuneration
in any given financial year.
(cid:129) Ms Rachel Rees – Chief Financial Officer
Ms Rees was made redundant and finished with the Company on 31 August 2014. Ms Rees was entitled to a
payment equivalent to a minimum of six months’ salary as part of her employment contract on redundancy.
Non-Executive Directors
Total compensation for all Non-Executive Directors, last voted upon by shareholders at the 2011 AGM,
is not to exceed $500,000 per annum and is set based on advice from external advisors with reference to fees
paid to other Non-Executive Directors of comparable companies. Non-Executive Directors’ base fees are
presently $80,000 per annum, while the Chairman’s base fee is $120,000.
The Chairman and Non-Executive Directors do not receive performance related remuneration.
Directors’ fees cover all main Board activities and membership of committees.
PAGE 30
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED (CONTINUED)
15.2 Directors’ and Executive Officers’ remuneration
Details of the nature and amount of each major element of remuneration of each Director of the Company
and other KMP for 2015 are as follows:
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PAGE 31
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N
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED (CONTINUED)
15.2 Directors’ and Executive Officers’ remuneration (Continued)
Details of the nature and amount of each major element of remuneration of each Director of the Company
and other KMP for 2014 are as follows:
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N
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED (CONTINUED)
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
No options over ordinary shares in the Company were granted or vested as compensation to KMP during the
reporting period. No options have been granted since the end of the financial year.
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 KMP) have been altered or modified by the issuing entity during the current period.
15.3.3 Exercise of options granted as compensation
During the reporting period, there were no shares issued to KMP on the exercise of options previously
granted as 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 KMP, is detailed below:
Granted in
year
$
Value of Options
Exercised in
year
$
Lapsed in year
No. of Year of
Options Grant
Directors
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Executives
Mr Patrick Say
Former
Mr Steven Olsen
Mr Mark Parry
Ms Rachel Rees
Total
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
160,000
2012
–
3,000,000
–
3,160,000
–
2012
–
–
15.4
Key management personnel transactions
15.4.1 Other transactions with key management personnel
A number of key management personnel hold positions in other entities that result in them having control
or joint control over the financial or operating policies of those entities.
A number of these entities transacted with the Group during the year. The terms and conditions of those
transactions with key management personnel and their related parties were no more favourable than those
available, or which might reasonably be expected to be available, on similar transactions to non-key
management personnel related entities on an arm’s length basis.
PAGE 33
REX MINERALS LTD
DIRECTORS’ REPORT for the year ended 30 June 2015
15. REMUNERATION REPORT – AUDITED (CONTINUED)
15.4 Key management personnel transactions (Continued)
15.4.2 Movements in shares
The movement during the reporting period in the number of ordinary share 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
2014 or date
appointed
Received on
exercise of
options
Other
changes*
Held at
30 June 2015
Directors
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Executives
Mr Patrick Say
Former
Mr Steven Olsen
Mr Mark Parry
Ms Rachel Rees
268,330
3,541,666
202,000
138,667
6,027,000
–
24,727
–
–
–
–
–
–
–
–
–
–
–
–
–
–
268,330
3,541,666
202,000
138,667
6,027,000
n/a
n/a
*Other changes represent shares that were purchased or sold during the year.
16. ROUNDING
The Group is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with that
Class Order, amounts in the consolidated financial statements and Directors’ Report have been rounded off to the
nearest thousand dollars, unless otherwise stated.
17. LEAD AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration is set out on page 60 and forms part of the Directors’ Report
for the year ended 30 June 2015.
Dated at Melbourne this 9th day of September 2015
Signed in accordance with a resolution of the Directors:
Richard Laufmann
Managing Director
PAGE 34
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 30 June
Restated*
2015 2014 1 July 2013
Note $000 $000 $000
Current Assets
Cash and cash equivalents 8 7,930 2,590 24,816
Term deposits 8 3,000 19,000 –
Trade and other receivables 290 491 3,310
Prepayments 51 173 44
Total current assets 11,271 22,254 28,170
Non-current assets
Exploration and evaluation expenditure 1,645 1,645 1,645
Property, plant and equipment 10 15,711 16,165 15,668
Water infrastructure 4,076 4,076 3,631
Total non-current assets 21,432 21,886 20,944
Total assets 32,703 44,140 49,114
Current liabilities
Trade and other payables 11 884 3,396 3,505
Employee benefits 132 273 404
Provisions 83 36 320
Total current liabilities 1,099 3,705 4,229
Non-current liabilities
Trade and other payables 11 576 652 –
Employee benefits 80 101 69
Total non-current liabilities 656 753 69
Total liabilities 1,755 4,458 4,298
Net assets 30,948 39,682 44,816
Equity
Issued capital 12(i) 189,566 189,566 177,686
Reserves 12(iii) – 890 1,421
Accumulated losses (158,618) (150,774) (134,291)
Total equity 30,948 39,682 44,816
The notes on pages 39 to 58 are an integral part of these financial statements.
*The comparative statement for the year ended 30 June 2014 and opening balance at 1 July 2013 have been restated to
show the effects of the voluntary change in accounting policy. Refer to Note 6.
PAGE 35
REX MINERALS LTD
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME for the year ended 30 June
Restated*
2015 2014
Note $000 $000
Finance income 444 686
Other income 12 –
Administrative expenses (1,469) (3,006)
Depreciation expense 10 (445) (434)
Employee benefits expense 13 (3,432) (5,103)
Marketing expenses (347) (510)
Exploration and evaluation (3,497) (14,748)
Loss on disposal of fixed assets – (9)
Loss before tax (8,734) (23,124)
Income tax benefit 14 – 6,110
Total loss for the period after tax (8,734) (17,014)
Other comprehensive income – –
Total comprehensive loss attributable to members of Rex Minerals Ltd (8,734) (17,014)
Earnings per share attributable to members of Rex Minerals Ltd
Basic earnings per share (cents) 15 (3.96) (8.66)
Diluted earnings per share (cents) 15 (3.96) (8.66)
The notes on pages 39 to 58 are an integral part of these financial statements.
*The comparative statement for the year ended 30 June 2014 has been restated to show the effects of the voluntary
change in accounting policy. Refer to Note 6.
PAGE 36
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 30 June
Attributable to equity holders of the Group
Share Share Based Accumulated Total
Capital Payments losses Equity
Note Reserve
Restated balance at 1 July 2014 189,566 890 (150,774) 39,682
Transfer from share based payments reserve 12 – (890) 890 –
Total comprehensive loss for the period – – (8,734) (8,734)
Balance at 30 June 2015 189,566 – (158,618) 30,948
Balance at 1 July 2013 177,686 1,421 (137) 178,970
Effect of accounting policy change 6 – – (134, 154) (134,154)
Restated balance at 1 July 2013 177,686 1,421 (134,291) 44,816
Issue of ordinary shares 12 12,645 – – 12,645
Transaction costs on share issue 12 (765) – – (765)
Transfer from share based payments reserve 12 – (531) 531 –
Restated total comprehensive loss for the period – – (17,014) (17,014)
Restated balance at 30 June 2014 189,566 890 (150,774) 39,682
The notes on pages 39 to 58 are an integral part of these financial statements.
PAGE 37
REX MINERALS LTD
CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 30 June
Restated*
Note 2015 2014
$000 $000
Cash flows from operating activities
Cash paid to suppliers and employees (3,799) (6,580)
Exploration and evaluation payments (7,448) (17,647)
Interest received 566 555
Research and development benefit received – 9,191
Net cash used in operating activities 16 (10,681) (14,481)
Cash flows from investing activities
Acquisition of property, plant and equipment (1) (242)
Payment for water infrastructure – (400)
Proceeds from sale of property, plant and equipment 22 17
Investments in term deposits 8(ii) 16,000 (19,000)
Net cash from/(used in) investing activities 16,021 (19,625)
Cash flows from financing activities
Proceeds from issue of share capital 12 – 12,645
Payment of transaction costs 12 – (765)
Net cash from financing activities – 11,880
Net increase /(decrease) in cash and cash equivalents 5,340 (22,226)
Cash and cash equivalents at beginning of the period 2,590 24,816
Cash and cash equivalents at period end 8(i) 7,930 2,590
The notes on pages 39 to 58 are an integral part of these financial statements.
*The comparative statement for the year ended 30 June 2014 has been restated to show the effects of the voluntary
change in accounting policy. Refer to Note 6.
PAGE 38
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
1. REPORTING ENTITY
Rex Minerals Ltd (the “Company”) is a Company domiciled in Australia. The address of the Company’s registered
office is Level 19, 11 Waymouth Street, Adelaide, South Australia 5000. The Group financial statements as at
and for the year ended 30 June 2015 comprise the Company and its subsidiaries (together referred to as the
“Group” and individually as “Group entities”). The Group is a for profit entity primarily involved in minerals
exploration in Australia.
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 financial report of the Group complies 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 9 September 2015.
(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 functional currency of all
entities in the Group.
The Company is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with
that Class Order, all financial information presented in Australian dollars has been rounded to the nearest
thousand unless otherwise stated.
(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 and their related accounting policies:
>
notes 19 and 20 Commitments and contingencies
(e) Change in accounting policy
The Company has made a voluntary change to its accounting policy relating to exploration and evaluation
expenditure. The new accounting policy was adopted for the year ended 30 June 2015 with effect from 1 July
2014 and has been applied retrospectively.
The new exploration and evaluation expenditure accounting policy is to charge exploration and evaluation
expenditure, excluding the costs of acquiring licences, against profit and loss as incurred.
The previous accounting policy was to capitalise and carry forward exploration and evaluation expenditure as an
asset where the rights to the tenure of the area of interest were current and the expenditures were expected to be
recouped or activities in the area of interest had not, at the reporting date, reached a stage that permitted 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 were continuing.
The Company is of the view that the change in policy will result in the financial report providing more relevant and
no less reliable information because capitalisation of costs will only begin once a decision to proceed with
development has been made.
AASB 6 Exploration for and Evaluation of Mineral Resources allows both the previous and new accounting
policies of the Company.
Details in relation to the impact of this change in accounting policy on comparative financial information are
disclosed in Note 6.
PAGE 39
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
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. The Group has adopted all of the new
and revised Standards and Interpretations issued by the Australian Accounting Standards Board that are relevant
to the Group and effective for the current annual reporting period.
The adoption of these new and revised Australian Accounting Standards has had no significant impact on the
Group’s accounting policies.
(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.
(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.
(b) Financial instruments
(i) Non-derivative financial instruments
Non-derivative financial instruments comprise investments in equity securities, 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.
(A) Receivables – other debtors
Other debtors are measured at amortised cost using the effective interest method, less impairment
losses. Other debtors are reviewed on an ongoing basis for any indicators of impairment.
An impairment loss is recognised for debts which are known to be uncollectible. An impairment
allowance is raised for any doubtful accounts.
(B) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of
three months or less.
(C) Term Deposits
Term Deposits comprise cash balances and call deposits with an original maturity of more than
three months.
(D) Trade and other payables
Liabilities are recognised for amounts to be paid in the future for goods and services provided to the
Group 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.
PAGE 40
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(c) Property, plant and equipment
(i)
Recognition and measurement
Items of property, plant and equipment (PP&E) 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 PP&E 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 PP&E are recognised in profit or loss as incurred.
(iii) Depreciation
Depreciation is recognised in the profit or loss for items of PP&E on a straight-line basis over the estimated
useful lives of each part of an item of PP&E.
The estimated useful lives for the current and comparative periods are as follows:
> plant and equipment 3 – 10 years
> buildings 10 – 20 years
Land is not depreciated.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and
adjusted if appropriate.
(d) Exploration and evaluation
Exploration and evaluation expenditure, excluding the costs of acquisition, are expensed within the profit and loss
as incurred.
Costs incurred in acquiring rights, the entry premiums paid to gain access to areas of interest and amounts payable
to third parties to acquire interests in existing projects are capitalised as incurred and assessed for impairment
triggers annually.
(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.
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.
(ii) Non-financial assets
The carrying amounts of the Group’s non-financial 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.
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.
PAGE 41
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(e) Impairment (Continued)
(ii) Non-financial assets (Continued)
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) Long term benefits
The Group’s obligation in respect of long service leave is measured as the present value of the future benefit
expected to be paid to employees that has been earned in return for their service in the current and prior
periods. Consideration is given to the expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments are discounted using Australian corporate bond
rates, following the determination that Australia now has a market for high quality corporate bonds.
(iii) Share-based payments
Equity-based compensation is recognised as an expense in respect of the services received.
The fair value of options granted is recognised as an expense with a corresponding increase in equity.
The fair value is measured at grant date and recognised over the period during which the employees become
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 revenue.
(h) Tax
(i)
Income taxes
Income tax expense comprises current and deferred tax. Income tax expense is recognised in the 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.
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A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(h) Tax (Continued)
(i)
Income taxes (Continued)
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.
Research and development benefits are recognised in the year the claim is lodged.
(ii) Tax consolidation
The Company and its wholly-owned Australian resident entities are part of a tax-consolidated group. As a
consequence all members of the tax-consolidated group are taxed as a single entity. The head entity within
the tax-consolidated group is Rex Minerals Ltd. The tax-consolidated group has entered into tax funding and
tax sharing agreements.
(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.
(k) Segment reporting
The Group determines and presents operating segments based on the information that internally is provided to
the Managing Director, who is the consolidated entity’s chief operating decision maker.
An operating segment is a component of the Group that engages in exploration activities which incurs expenses.
An operating segment’s expenditures are reviewed regularly by the Managing Director to make decisions about
resources to be allocated to the segment and assess its performance.
Segment expenditure that is reported to the Managing Director includes items directly attributable to a segment
as well as those that can be allocated on a reasonable basis.
Segment capital expenditure is the total cost incurred during the period on exploration and to acquire property,
plant and equipment.
PAGE 43
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(l) Restoration and rehabilitation provision
Obligations to restore and rehabilitate certain areas of property may arise from time to time as a result of the
Group’s activities. A provision for rehabilitation and restoration is recognised in respect of the estimated cost of
rehabilitation, decommissioning and restoration of areas of disturbance existing at reporting date, but not yet
rehabilitated. Rehabilitation activities include dismantling infrastructure, removal and treatment of waste
material, and land rehabilitation, including recontouring, topsoiling and revegetation of the disturbed area.
Provisions for the cost of the rehabilitation program are recognised at the time that environmental disturbance
occurs (or is acquired).
A corresponding asset is recognised in Property, Plant and Equipment or Exploration and Evaluation Assets only
to the extent that it is probable that future economic benefits associated with the rehabilitation, will flow to the
entity. Determining the cost of rehabilitation and restoration of the area of disturbance requires the use of
significant estimates and assumptions, including, the timing of the cash flows and expected life of the relevant area
of interest, the application of relevant environmental legislation, and the future expected costs of rehabilitation,
decommissioning and restoration. Changes in the estimates and assumptions used to determine the cost of
rehabilitation, decommissioning and restoration could have a material impact on the carrying value of the site
restoration provision and related asset. The provision is reviewed at each reporting date and updated based on the
facts and circumstances available at the time.
(m) New standards and interpretations not yet adopted
A number of new standards, amendments to standards and interpretations are effective for annual periods
beginning after 1 July 2015, and have not been applied in preparing these consolidated financial statements:
>
>
>
AASB 9 Financial Instruments becomes mandatory for the Group’s 2016 financial statements and could
change the classification and measurement of financial assets and financial liabilities.
AASB 15 Revenue from Contracts with Customers which will be effective for the Group’s 2018
financial statements.
Amendments to AASB 116 Property, Plant and Equipment and AASB 138 Intangible Assets detail
acceptable methods of depreciation and amortisation. These amendments will be effective for the
Group’s 2017 financial statements.
The new standards are not expected to have significant impact on the financial statements.
4. DETERMINATION OF FAIR VALUES
A number of the Group’s accounting policies and disclosures require the determination of fair values 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
The fair value of options granted to employees as compensation is independently measured using a Black-
Scholes option pricing model. Measurement inputs include the exercise price of the options, 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 (based on an evaluation of the Company’s
historical volatility, particularly over the historic period commensurate with the expected term), expected
term of the instruments (based on historical experience and general option holder behaviour), the expected
dividend yield and the risk-free interest rate (based on government bonds) for the term of the option.
PAGE 44
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
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 and cash balances.
(iii) 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. To this end actual cash flows and forecast
future cash flows are reported to and monitored by the Board on a periodic basis.
(iv) 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.
PAGE 45
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
6. IMPACTS ARISING FROM CHANGE IN ACCOUNTING POLICY
The following tables summarise the impacts on the Group’s consolidated financial statements of the change to
the exploration and evaluation policy set out in Note 2(e).
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Increase/ 1 July 2013
1 July 2013 (Decrease) (Restated)
$000 $000 $000
Non-current assets
Exploration and evaluation expenditure 135,799 (134,154) 1,645
Total non-current assets 155,098 (134,154) 20,944
Total assets 183,268 (134,154) 49,114
Net assets 178,970 (134,154) 44,816
Equity
Accumulated losses (137) (134,154) (134,291)
Total equity 178,970 (134,154) 44,816
Increase/ 30 June 2014
30 June 2014 (Decrease) (Restated)
$000 $000 $000
Non-current assets
Exploration and evaluation expenditure 153,344 (151,699) 1,645
Total non-current assets 173,585 (151,699) 21,886
Total assets 195,839 (151,699) 44,140
Net assets 191,381 (151,699) 39,682
Equity
Reserves 3,912 (3,022) 890
Accumulated losses (2,097) (148,677) (150,774)
Total equity 191,381 (151,699) 39,682
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME – 30 JUNE 2014
Profit 2014
30 June 2014 Adjustment (Restated)
$000 $000 $000
Depreciation expense (159) (275) (434)
Employee benefits expense (2,581) (2,522) (5,103)
Exploration and evaluation expenses – (14,748) (14,748)
Others (2,839) – (2,839)
Profit/(loss) before tax (5,579) (17,545) (23,124)
Income tax (expense)/benefit 6,110 – 6,110
Total profit/(loss) for the period after tax 531 (17,545) (17,014)
Total comprehensive income/(loss) attributable
to members of Rex Minerals Ltd 531 (17,545) (17,014)
Earnings per share attributable to members of Rex Minerals Ltd
Basic earnings per share (cents) 0.27 (8.93) (8.66)
Diluted earnings per share (cents) 0.27 (8.93) (8.66)
PAGE 46
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
6. IMPACTS ARISING FROM CHANGE IN ACCOUNTING POLICY (CONTINUED)
CONSOLIDATED STATEMENT OF CASH FLOWS – 30 JUNE 2014
Increase/ 2014
2014 (Decrease) (Restated)
$000 $000 $000
Cash flows from operating activities
Exploration and evaluation payments – (17,647) (17,647)
Net cash from/(used in) operating activities 3,166 (17,647) (14,481)
Cash flows from investing activities
Exploration and evaluation payments (17,647) 17,647 –
Net cash from/(used in) investing activities (37,272) 17,647 (19,625)
Net increase /(decrease) in cash and cash equivalents (22,226) – (22,226)
Cash and cash equivalents at beginning of the period 24,816 – 24,816
Cash and cash equivalents at period end 2,590 – 2,590
In relation to the current year, the voluntary change in accounting policy has resulted in recognition of an exploration
and evaluation expense of $3,496 thousand, employee benefit expense of $1,630 thousand and depreciation expense of
$259 thousand.
Had the change in accounting policy not been adopted for the current year, the result would have been capitalisation of
the $5,385 thousand to the exploration and evaluation asset.
7. SEGMENT REPORTING
The consolidated entity operates in one geographical segment, being South Australia and one industry,
mineral mining and exploration.
8. CASH ASSETS
(i)
Cash and cash equivalents
2015 2014
$000 $000
Bank balances and short term deposits 7,930 2,590
Cash and cash equivalents in the statement of cash flows 7,930 2,590
(ii) Term deposits
2015 2014
$000 $000
Term deposits* 3,000 19,000
Total term deposits 3,000 19,000
*Term Deposits comprise cash balances with an original maturity of more than three months.
The Group’s total cash and funds on deposit $10,930,000 (2014: $21,590,000) is exposed to interest rate risk
and a sensitivity analysis for financial assets and liabilities are disclosed in note 17.
PAGE 47
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
9. DEFERRED TAX ASSETS (DTA) AND DEFERRED TAX LIABILITIES (DTL)
Restated*
2015 2014
$000 $000
Exploration and evaluation assets (494) (494)
Property, plant and equipment (181) (284)
Provisions 217 222
Equity costs 278 760
Net DTA/DTL (180) 204
Tax losses recognised to the extent of the DTL 180 –
DTA not recognised – (204)
– –
*See Note 2(e)
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.
10. PROPERTY, PLANT AND EQUIPMENT
Land and Plant and
Buildings Equipment Total
2015 $000 $000 $000
Cost
Balance at 1 July 2014 15,084 2,347 17,431
Additions – 1 1
Disposals – (92) (92)
Balance at 30 June 2015 15,084 2,256 17,340
Depreciation and impairment losses
Balance at 1 July 2014 54 1,212 1,266
Depreciation 88 357 445
Disposals – (82) (82)
Balance at 30 June 2015 142 1,487 1,629
Carrying amounts
At 1 July 2014 15,030 1,135 16,165
At 30 June 2015 14,942 769 15,711
PAGE 48
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Land and Plant and
Buildings Equipment Total
2014 $000 $000 $000
Cost
Balance at 1 July 2013 14,309 2,287 16,596
Additions 775 182 957
Disposals – (122) (122)
Balance at 30 June 2014 15,084 2,347 17,431
Depreciation and impairment losses
Balance at 1 July 2013 9 919 928
Depreciation 45 389 434
Disposals – (96) (96)
Balance at 30 June 2014 54 1,212 1,266
Carrying amounts
At 1 July 2013 14,300 1,368 15,668
At 30 June 2014 15,030 1,135 16,165
11.
TRADE AND OTHER PAYABLES
2015 2014
$000 $000
Current
Trade payables 60 342
Accrued expenses 824 3,054
Total current trade and other payables 884 3,396
Non-current
Accrued expenses 576 652
Total non-current trade and other payables 576 652
Total trade and other payables 1,460 4,048
12.
EQUITY
(i) Movements in shares on issue:
Date of Number Issue
Issue of Shares Price $ $000
Opening balance at 1 July 2014 220,519,784 189,566
Closing balance at 30 June 2015 220,519,784 189,566
Date of Number Issue
Issue of Shares Price $ $000
Opening balance at 1 July 2013 188,907,284 177,686
Capital Raising – Placement 12/03/2014 28,000,000 0.40 11,200
Less costs of Placement (640)
Capital Raising – Placement 22/04/2014 3,612,500 0.40 1,445
Less costs of Placement (125)
Closing balance at 30 June 2014 220,519,784 189,566
PAGE 49
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
12.
EQUITY (CONTINUED)
(ii) Movements in options on issue:
Date of Number Exercise Expiry
Issue of Options Price $ Date
Opening balance as at 1 July 2014 3,840,000
Lapse of Options – employees 24/09/2012 (3,000,000) 0.91 31/08/2017
Lapse of Options – employees 24/05/2012 (200,000) 1.20 30/04/2015
Lapse of Options – employees 24/05/2012 (640,000) 1.20 30/04/2015
Closing balance as at 30 June 2015 –
Date of Number Exercise Expiry
Issue of Options Price $ Date
Opening balance as at 1 July 2013 5,040,000
Lapse of Options – employees 06/05/2011 (200,000) 3.00 30/04/2014
Lapse of Options – employees 24/05/2012 (240,000) 1.20 30/04/2015
Lapse of Options – employees 06/05/2011 (640,000) 3.00 30/04/2014
Lapse of Options – employees 24/05/2012 (120,000) 1.20 30/04/2015
Closing balance as at 30 June 2014 3,840,000
(iii) Movements in share based payment reserve:
$000
Opening balance at 1 July 2014 890
Employee share based payments –
Transferred to Retained earnings (890)
Closing balance at 30 June 2015 –
Opening balance at 1 July 2013 1,421
Employee share based payments –
Transferred to Retained earnings (531)
Closing balance at 30 June 2014 890
This share based payment reserve is used to recognise the fair value of options issued to employees for options
granted which have not been exercised.
13. EMPLOYEE BENEFITS EXPENSE
Restated*
2015 2014
$000 $000
Wages and salaries 3,594 5,202
Increase/(decrease) in liability for annual leave (141) (131)
Increase/(decrease) in liability for long service leave (21) 32
Total employee benefits expense 3,432 5,103
* See Note 6
PAGE 50
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
14. INCOME TAX EXPENSE
NUMERICAL RECONCILIATION BETWEEN TAX EXPENSE AND PRE-TAX ACCOUNTING PROFIT
Restated*
2015 2014
$000 $000
Profit/(Loss) before tax for the period (8,734) (23,124)
Income tax using the domestic corporation tax rate of 30% (2014: 30%) (2,620) (6,937)
Decrease in income tax due to:
Non-deductible expenses 1 6
Research and development benefit – (6,110)
Adjustment from prior year – (1,883)
Increase in income tax expense due to:
Net effect of tax losses not recognised 2,619 8,814
Total income tax expense/(benefit) on pre-tax net profit – (6,110)
* See Note 6
15. EARNINGS PER SHARE
Restated*
2015 2014
cents cents
Earnings Per Share
Basic EPS (3.96) (8.66)
Diluted EPS (3.96) (8.66)
* See Note 6
(a) Basic earnings per share
The calculation of basic earnings/(loss) per share (EPS) at 30 June 2015 was based on the loss
attributable to ordinary equity holders of $8,734 thousand (2014: $17,014 thousand – restated) and a
weighted average number of ordinary shares outstanding during the financial year ended 30 June 2015
of 220,519,784 (2014: 196,512,675).
(b) Diluted earnings per share
The calculation of diluted earnings/(loss) per share (EPS) at 30 June 2015 is the same as basic diluted
earnings/(loss) per share. In accordance with AASB 133 – Earning per share, as potential ordinary shares
may result in a situation where their conversion results in a decrease in the earnings/(loss) per share, no
dilutive effect has been taken into account.
PAGE 51
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
16. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES
Restated*
2015 2014
$000 $000
Cash flows from operating activities
Profit/(Loss) before tax for the period (8,734) (23,124)
Adjustments for non cash items:
Depreciation 445 434
Adjustments for other items:
(Profit)/loss on disposal of property plant and equipment (12) 9
Operating loss before changes in working capital and provisions (8,301) (22,681)
(Increase)/decrease in trade and other receivables 323 2,690
(Decrease)/increase in trade and other payables (2,588) (216)
(Decrease)/increase in employee benefits (162) (99)
(Decrease)/increase in provisions 47 (285)
Research and development benefit received – 6,110
Net cash (used in)/from operating activities (10,681) (14,481)
* See Note 6
17. FINANCIAL INSTRUMENTS
Exposure to credit risk and interest rate risks arise in the normal course of the Group’s business.
(a)
Credit risk
Management monitors the exposure to credit risk on an ongoing basis through monitoring the Group’s
counterparties. The Group does not require collateral in respect of financial assets.
At reporting date, cash is held with a number of reputable financial institutions. 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 their net fair values.
(c)
Liquidity risk
The following are the contractual maturities of financial liabilities.
Financial liabilities Carrying Contractual 1 year
Group amount cash flows or less 1–2 years
$000 $000 $000 $000
2015
Trade and other payables 1,460 (884) (884) (576)
1,460 (884) (884) (576)
2014
Trade and other payables 4,048 (3,396) (3,396) (652)
4,048 (3,396) (3,396) (652)
PAGE 52
A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
17. 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 interest rate risk:
2015 2014
$000 $000
Cash and cash equivalents 7,930 2,590
Term deposits 3,000 19,000
Total cash and term deposits 10,930 21,590
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 2015, 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:
Profit or Loss Equity
higher/(lower) higher/(lower)
2015 2014 2015 2014
$000 $000 $000 $000
Group
+1% (100 basis points) 291 159 – –
- 1% (100 basis points) (291) (159) – –
The movements in profit or loss are due to higher/lower interest earnings on cash balances and term
deposits. The movements in equity are directly linked to movements in the Consolidated statement of
profit or loss and other comprehensive income.
(e)
Impairment losses
None of the Group’s receivables are past due (2014: nil).
18. OPERATING LEASES
At the end of the reporting period, the future minimum lease payments under non-cancellable operating leases are
payable as follows:
2015 2014
$000 $000
Not later than one year 380 367
Later than one year but not later than five years 1,630 1,595
Greater than five years 1,487 1,902
The Group leases an office space under an operating lease. The lease runs for a period of 10 years, with an option
to renew the lease after that date. Lease payments are increased by a fixed percentage every year and adjusted to
the prevailing market rate after 5 years.
During the year an amount of an amount of $424 thousand was recognised as an expense in profit and loss in
respect of the office lease (2014: $218 thousand).
PAGE 53
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
19. EXPLORATION EXPENDITURE COMMITMENTS
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform minimum
exploration work to meet the minimum expenditure requirements under the various exploration licences which are
held. 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.
2015 2014
$000 $000
Not later than one year 1,095 1,650
Later than one year but not later than five years 5,023 4,460
20. CONTINGENCIES
The Directors are of the opinion that there are no matters for which provision is required in relation to any
contingencies, 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 Group’s bankers have provided guarantees amounting to $20,000 to certain Government bodies as security
over the Group’s performance of rehabilitation obligations on certain tenements. Under the agreement, the Group
has indemnified the bank in relation to these guarantees. The guarantees are backed by deposits amounting to
$20,000 as at 30 June 2015 (2014: $30,000).
The Group’s bankers have provided a guarantee amounting to $198,903 to the Landlord regarding the new office
at Level 19, 11 Waymouth Street, Adelaide, South Australia as security over the Group’s obligations regarding the
lease held. Under the agreement, the Group has indemnified the bank in relation to this guarantee. The guarantee is
backed by a deposit amounting to $198,903 as at 30 June 2015 (2014: $198,903).
21. RELATED PARTIES
21.1 Key management personnel (KMP) disclosures
The following were KMP of the Group at any time during the reporting period and unless otherwise indicated were
KMP for the period ending 30 June 2015.
Name Position held Appointment detail
Non-Executive Directors
Dr David Carland Chairman Appointed Chairman 1 January 2014
Appointed 12 December 2013
Mr Alister Maitland Chairman – Audit Committee Appointed 16 September 2011
Executive Director
Mr Richard Laufmann Managing Director Appointed Managing Director 23 April 2015
Chairman – Remuneration Committee and resigned from Remuneration
and Audit Committees.
Appointed a Director 16 May 2007
Executives
Mr Patrick Say Chief Geologist Appointed Chief Geologist 1 July 2012
Former
Mr Steven Olsen Executive Director Appointed 13 May 2007
Resigned 30 June 2015
Mr Mark Parry Managing Director/CEO Appointed 15 October 2012
Departed 8 August 2014
Ms Rachel Rees Chief Financial Officer Appointed 9 September 2013
Redundant 31 August 2014
On 4 August 2015, Mr Mitchell Hooke was appointed as Non-Executive Director and is the Chairman of the
Remuneration Committee.
Other than the above, there have been no other changes to KMP between 1 July 2015 and the date of this report.
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REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
21. RELATED PARTIES (CONTINUED)
21.1 Key management personnel (KMP) disclosures (Continued)
The KMP compensation included in “Employee Benefits Expenses” (see note 13) is as follows:
2015 2014
$ $
Short term employee benefits 764,411 1,854,248
Post employment benefits 116,085 157,562
Share based payments – –
Other long term benefits (24,109) (11,963)
Termination Benefits 550,417 239,800
1,406,804 2,239,647
(a) KMP compensation disclosures
Information regarding individual Directors and Executives compensation and some equity instrument
disclosures as permitted by Corporation Regulations 2M.3.03 are provided in the Remuneration Report
section of the Directors’ Report on pages 29-34.
No member of the KMP 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.
(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 KMP, including their related parties, is as follows:
Vested and
Held at Exercised Granted as Vested Lapsed Held at Exercisable
1 July during compen- during during 30 June at 30 June
2015 Note 2014 year sation year the year 2015 2015
Directors
Dr David Carland – – – – – – –
Mr Richard Laufmann – – – – – – –
Mr Alister Maitland – – – – – – –
Executives
Mr Patrick Say 160,000 – – – 160,000 – –
Former
Mr Steven Olsen – – – – – – –
Mr Mark Parry 3,000,000 – – – 3,000,000 – –
Ms Rachel Rees – – – – – – –
PAGE 55
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
21. RELATED PARTIES (CONTINUED)
21.1 Key management personnel (KMP) disclosures (Continued)
(b)
Options over equity instruments (Continued)
Vested and
Held at Exercised Granted as Vested Lapsed Held at Exercisable
1 July during compen- during during 30 June at 30 June
2014 Note 2013 year sation year the year 2014 2014
Directors
Dr David Carland – – – – – – –
Mr Richard Laufmann – – – – – – –
Mr Alister Maitland – – – – – – –
Mr Steven Olsen – – – – – – –
Mr Mark Parry 3,000,000 – – – – 3,000,000 3,000,000
Executives
Ms Rachel Rees – – – – – – –
Mr Patrick Say 240,000 – – – 80,000 160,000 160,000
Former
Mr Paul Chapman – – – – – – –
Ms Amber Rivamonte 240,000 – – – 80,000 160,000 160,000
Ms Janet Mason 160,000 – – – 80,000 80,000 80,000
(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 KMP, including their related parties, is as follows:
Held at
1 July 2014
or date Received
appointed as on Exercise Held at
Note a director Purchases of options Sales 30 June 2015
(i) 268,330 – – – 268,330
(ii) 3,541,666 – – – 3,541,666
(iii) 202,000 – – – 202,000
(iv) 138,667 – – – 138,6677
(v) 6,027,000 – – – 6,027,000
– – – – n/a
(vi) 24,727 – – – n/a
2015
Directors
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Executives
Mr Patrick Say
Former
Mr Steven Olsen
Mr Mark Parry
Ms Rachel Rees
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A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
21. RELATED PARTIES (CONTINUED)
21.1 Key management personnel (KMP) disclosures (Continued)
(c) Movements in shares (Continued)
Held at
1 July 2013
or date Received
appointed as on Exercise Held at
Note a director Purchases of options Sales 30 June 2014
(i) – 268,330 – – 268,330
(ii) 3,541,666 – – – 3,541,666
(iii) 202,000 – – – 202,000
(v) 6,027,000 – – – 6,027,000
– – – – –
(vi) – 24,727 – – 24,727
(iv) 138,667 – – – 138,667
(vii) 3,644,833 – – – 3,644,833
850,000 – – – 850,000
130,000 – – – 130,000
2014
Directors
Dr David Carland
Mr Richard Laufmann
Mr Alister Maitland
Mr Steven Olsen
Mr Mark Parry
Executives
Ms Rachel Rees
Mr Patrick Say
Former
Mr Paul Chapman
Ms Amber Rivamonte
Ms Janet Mason
Shares that were held by related parties of KMP are disclosed below.
(i) 268,330 held indirectly through Program Images Pty Ltd as trustee for The Carland Super Fund.
(ii) 3,500,000 held indirectly through Natalie Laufmann. 41,666 held by Laufmann Long Term Investments Pty Ltd.
(iii) 202,000 held indirectly through the Alister Maitland Superannuation Fund.
(iv) 16,667 held indirectly through Say Family Super Fund.
(v) 5,752,000 held indirectly through S&S Olsen Pty Ltd as trustee for the Olsen Family Trust. 275,000 held through SSO Super Pty Ltd as
Trustee for the SSO Super fund.
(vi) 24,727 held indirectly through Cascade Trading Trust.
(vii) 1,876,166 held indirectly through Stone Poneys Nominees Pty Ltd as trustee for the Chapman Superannuation Fund 1,768,667 held
indirectly through Stone Poneys Nominees Pty Ltd as trustee for the Chapman Investment Fund.
21.2 Director related entities
A number of KMP hold positions in other entities that result in them having joint control over the financial
or operating policies of those entities.
A number of these entities transacted with the Group during the year. The terms and conditions of the transactions
with KMP and their related parties were no more favourable than those available, or which might reasonably be
expected to be available, on similar transactions to non-KMP related entities on an arm’s length basis.
The aggregate value of transactions and outstanding balances relating to KMP and entities over which they
have joint control were as follows:
Transaction values Balance outstanding
year ended 30 June as at 30 June
Key management person Transaction Note 2015 2014 2015 2014
Dr David Carland Corporate Advisory (i) 240,000 280,000 – 40,000
Mr Steven Olsen Management Services (ii) 670,500 450,000 – 45,000
Total and current liabilities – 85,000
(i)
(ii)
The Group used the advisory services of BurnVoir Corporate Finance Limited in relation to funding options for the project, a
company jointly controlled by Dr David Carland. The contract terms are based on normal market rates for this type of service and
amounts are payable under normal payment terms. The term of the contact ended on 31 December 2014.
The Group used Cedar River Services Pty Ltd, a company of which Mr Olsen is a principal, to provide employees, including Mr
Olsen to perform numerous management services. These included the duties associated with day-to-day management of the
Company due to the departure of the former Managing Director, announced on 8 August 2014, whilst the search was conducted
for the position of Chief Executive. The services provided also included business development, investor relations, financial
management services, company secretarial and Chair of the Advisory Board to complete the Hillside EFS. This arrangement was
no longer required when Mr Richard Laufmann was appointed to the position of Managing Director and the Advisory Board was
dissolved on the completion of its core objectives and the EFS. Mr Olsen resigned as an Executive Director on 30 June 2015.
The contract terms are based on normal market rates for these types of services and amounts are payable under normal payment
terms and the term of the contract ended on 30 June 2015.
PAGE 57
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
22. GROUP ENTITIES
Country of
Incorporation 2015 2014
Ownership Interest
Parent entity
Rex Minerals Ltd Australia
Subsidiaries
Rex Minerals (SA) Pty Ltd Australia 100% 100%
Rex Minerals (Iron Ore) Pty Ltd Australia 100% 100%
Rex Hillside (Property) Pty Ltd Australia 100% 100%
23. PARENT ENTITY DISCLOSURES
As at, and throughout, the period ending 30 June 2015 the parent company of the Group was Rex Minerals Ltd.
2015 2014
$000 $000
Result of the parent entity
Profit/(loss) for the period (166,798) 531
Other comprehensive income – –
Total comprehensive income/(loss) for the period (166,798) 531
Financial position of the parent entity at year end
Current assets 11,271 22,154
Total assets 26,216 193,637
Current liabilities 977 1,503
Total liabilities 1,633 2,256
Total equity of the parent entity comprising of:
Share capital 189,566 189,566
Reserves – 890
Retained earnings/(Accumulated losses) (164,983) 925
Total equity 24,583 191,381
Parent entity contingencies
The Parent entity’s contingencies are the same as the Group’s contingencies as detailed in Note 20.
24. SUBSEQUENT EVENTS
On 4 August 2015, the Company announced that Mr Mitchell Hooke was appointed as a Non-Executive Director.
In addition to the above, there has not arisen in the interval between the end of the financial year and the date of
this report any item, transaction or event of a material 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.
25. AUDITORS’ REMUNERATION
2015 2014
$ $
KPMG Australia
Audit services 47,500 47,500
Other services 104,800 144,455
During the current year KPMG, the Company’s auditor, provided non-audit services to the Group in the form
of specialist R&D Tax Incentive services to submit the Group’s research and development claims and assistance
with customs matters.
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REX MINERALS LTD
DIRECTORS’ DECLARATION
1
In the opinion of the Directors of Rex Minerals Ltd (the Company):
(a)
the consolidated financial statements and notes and the Remuneration report, identified within the Directors’
report, are in accordance with the Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the Group’s financial position as at 30 June 2015 and of its 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; and
(b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
2
3
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the
Chief Executive Officer and Acting Chief Financial Officer for the financial year ended 30 June 2015.
The Directors draw attention to Note 2 to the consolidated financial statement, which includes a statement of
compliance with International Financial Reporting Standards.
Dated at Melbourne this 9th day of September 2015
Signed in accordance with a resolution of the Directors:
Richard Laufmann
Managing Director
PAGE 59
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 2015 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
Scott Fleming
Partner
Adelaide
9 September 2015
KPMG, an Australian partnership and a member
firm of the KPMG network of independent member
firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme approved under
Professional Standards Legislation.
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A N N U A L R E P O R T 2 0 1 5
REX MINERALS LTD
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF REX MINERALS LTD
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 consolidated statement of financial position as at 30 June 2015, and consolidated statement
of profit or loss and other comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year ended on that date, notes 1 to 25 comprising a summary
of significant accounting policies and other explanatory information 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 of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
is free from material misstatement whether due to fraud or error. In note 2, the directors also state, in
accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements, that the
financial statements of the Group comply with International Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply
with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance 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 of the financial report
that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal 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, a true and fair view
which is consistent with our understanding of the Group’s financial position and of its 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 Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme approved under
Professional Standards Legislation.
PAGE 61
REX MINERALS LTD
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF REX MINERALS LTD
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
Auditor’s opinion
In our opinion:
(a) the financial report of the Group is in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2015
and of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001
(b) the financial report also complies with International Financial Reporting Standards as disclosed in note 2.
Report on the remuneration report
We have audited the Remuneration Report included in Section 15 of the directors’ report for the year
ended 30 June 2015. The directors of the company are responsible for the preparation and presentation of
the remuneration report in accordance with Section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the remuneration report, based on our audit conducted in accordance with
auditing standards.
Auditor’s opinion
In our opinion, the remuneration report of Rex Minerals Limited for the year ended 30 June 2015,
complies with Section 300A of the Corporations Act 2001.
KPMG
Scott Fleming
Partner
Adelaide
9 September 2015
KPMG, an Australian partnership and a member
firm of the KPMG network of independent member
firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme approved under
Professional Standards Legislation.
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REX MINERALS LTD
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 July 2015
Name of Ordinary Shareholder Number of Shares % of Shares Held
Acorn Capital Ltd 20,380,807 9.24%
Grand South Development Ltd 11,785,777 5.34%
b) Listing of 20 largest shareholders as at 31 July 2015
Number of % of
Rank Name Designation Shares Held Issued Capital
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Total
Grand South Development Limited 11,785,777 5.34%
J P Morgan Nominees Australia Ltd 10,878,100 4.93%
HSBC Custody Nominees Australia 9,797,029 4.44%
National Nominees Ltd 8,349,853 3.79%
S & S Olsen Pty Ltd 5,752,000 2.61%
Greenstone Property Pty Ltd Titeline Property A/C 5,344,531 2.42%
Panjeta Investment Group Pty Ltd 4,740,000 2.15%
Natalie Laufmann 3,500,000 1.59%
Greenstone Property Pty Ltd 2,825,000 1.28%
HSBC Custody Nominees NT-Commonwealth
(Australia) Ltd Super Corp A/C 2,614,535 1.19%
Citicorp Nominees Pty Ltd Colonial First State Inv A/C 2,455,747 1.11%
HSBC Custody Nominees Australia 2,165,876 0.98%
UBS Wealth Management
Australia Nominees Pty Ltd 2,163,061 0.98%
Mr Ram Shanker Kangatharan 2,160,000 0.98%
Ms Fei Chen 2,106,200 0.96%
UOB Kay Hian (Hong Kong) Limited Clients A/C 1,916,979 0.87%
Stone Poneys Nominees Pty Ltd Chapman S/F A/C 1,876,166 0.85%
Stone Poneys Nominees Pty Ltd Chapman Inv Fund A/C 1,768,667 0.80%
United Overseas Service
Management Ltd 1,513,399 0.69%
James Gardiner 1,300,000 0.59%
85,013,920 38.55%
c) Distribution of shareholders as at 31 July 2015
% of
Range Total Holders Units Issued Capital
1-1,000 733 356,463 0.16%
1,001-5,000 1,574 4,520,880 2.05%
5,001-10,000 841 6,744,750 3.06%
10,001-100,000 1,484 49,854,572 22.61%
100,001 - over 289 159,043,119 72.12%
4,921 220,519,784 100.00%
Total
d) Number of shareholders holding less than a marketable parcel as at 31 July 2015
2,121
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 63
REX MINERALS LTD
NOTES
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