S H R E E M I N E R A L S L I M I T E D
ACN 130 618 683
2012 ANNUAL REPORT
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S H R E E M I N E R A L S L T D
TABLE OF CONTENTS
Corporate Directory
Directors’ Report
Corporate Governance Statement
Auditors’ Independence Confirmation
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditors’ Report
Shareholder Information
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2
20
25
26
27
28
29
30
53
54
56
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S H R E E M I N E R A L S L T D
CORPORATE DIRECTORY
DIRECTORS
Sanjay Loyalka
Mahendra Pal
Arun Kumar Jagatramka
Andy Lau
Amu Shah
COMPANY SECRETARY
Sanjay Loyalka
REGISTERED OFFICE
Unit 4
The Pines Business Centre
86 -88 Forrest Street
Cottesloe
WA 6011
Ph:
Fax:
(08) 61612068
(08) 93855194
SOLICITORS
Steinepreis Paganin
Level 4
16 Milligan St
Perth WA 6000
AUDITORS
Grant Thornton Audit Pty Ltd
Lv 1, 10 Kings Park Road
West Perth WA 6005
BANKERS
Commonwealth Bank of Australia
St Georges Tce
Perth WA 6000
.
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S H R E E M I N E R A L S L T D
DIRECTORS REPORT
The Directors present this report together with the financial report of Shree Minerals Ltd (‘the Company’) for the
year ended 30th June 2012 and the auditors' report thereon.
DIRECTORS
The names of the Directors in office during the financial year and until the date of this report are as follows. Directors
were in office for this entire period unless otherwise stated.
Mr Sanjay Loyalka
Mr Mahendra Pal
Mr Arun Jagatramka
Mr Andy Lau
Mr Amu Shah
COMPANY SECRETARY
Mr Stephen Ledger (Resigned 20 July 2011)
Mr Sanjay Loyalka (Appointed 20 July 2011)
PRINCIPAL ACTIVITIES
The principal activities of the Company during the financial year consisted of mineral exploration and
development.
There have been no significant changes in these activities during the financial year.
OPERATING RESULTS
The net loss of the Company after providing for income tax amounted to $250,901 (2011: $335,033).
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.
REVIEW OF OPERATIONS AND ACTIVITIES
Shree Minerals Ltd’s (the Company or Shree) exploration activities are confined to the State of Tasmania where it
has 5 Exploration Licenses. The Company was formed in April 2008 and listed on the Australian Securities Exchange
in February 2010. Since inception, the Company has actively explored for iron and gold at its Nelson Bay River and
Sulphide Creek tenements respectively and has been examining the remaining tenement lands for their mineral
potential.
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S H R E E M I N E R A L S L T D
DIRECTORS REPORT
HIGHLIGHTS
•
The DSO resource for Nelson Bay River Iron Project (NBR) increased by 55% from 2010 figure with similar
iron values
• Various studies confirms the viability of the project to be an iron ore producer in the North West
•
Tasmania
The metallurgical processing of BFO by LIMS at 600 gauss provided an approximate mass recovery of 82%.
Additionally, the reduction in alumina in the LIMS BFO concentrate further makes it an attractive product
• Approval for inclusion of Category 3 products (construction minerals) as an additional category from NBR
has been received
• Approval for mine development from the Circular Head Council has been received
•
EPA approval for mining at the Nelson Bay River Iron Project has been received
• Mining Lease for mining at the Nelson Bay River Iron Project has been received
The Company’s activities over the past year have included:
•
•
•
Exploration of tenement lands;
Seeking approvals for the development of Company’s Nelson Bay River Iron Project in North West
Tasmania; and
Statutory reporting.
NELSON BAY RIVER IRON PROJECT (NBR)
Exploration
The exploration activities included data review, geological reconnaissance, estimation of iron ore resources (based
on earlier drilling) for the Nelson Bay River Project (NBR), metallurgical studies, field visits of tenements, statutory
reporting, etc.
Resource Estimation
During 2011-12, the company drilled 1,259 m RC along 23 holes for DSO resource delineation. As a consequence of
this RC drilling, the DSO resource estimates were revised. The revised DSO resource estimates at 0.7 Mt show an
increase of 55% in the resources over the 2010 figures of 0.45 Mt with similar iron and other element values. The
revised resource estimates made for the goethitic-hematite (DSO and BFO) mineralisation for the Project are given
in Table 1.
Table 1: Nelson Bay River Project Revised DSO+BFO Resource Estimates
Material
Type
Resource
Category
Mass
(Mt)
DSO
DSO+BFO
Indicated
Inferred
0.34
1.10
Grade %
Fe
57.4
50.8
Al2O3
1.3
2.2
P
0.075
0.044
S
0.035
0.055
Total Resource
0.050
(Average density 3t/m3; the use of significant figures does not imply precision; minor rounding errors)
0.051
1.43
52.3
2.0
SiO2
9.2
18.1
16.0
LOI
6.4
5.5
5.6
No drilling during 2011 was carried out for the BFO resource area thus the values for the BFO resource have been
retained from the 2010 Resource Estimate. However, reinterpretation of the geology based on the information
gleaned from the 2011 drilling highlighted a zone of resource in this area ranging from 90,000 to 200,000 tonnes at
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S H R E E M I N E R A L S L T D
DIRECTORS REPORT
54.5 to 55.5% Fe. Shree believes that this material, using Platts 52% Fe index as a reference point, could be sold as
low-grade DSO and thus has the potential to increase the size of the DSO resources
Metallurgical Studies
During the year further metallurgical studies of the two BFO Composites continued. The two composites are
different in their mineral composition, but have similar iron grade 53% (Fe). Composite-1 contains higher
percentage of hematite with high silica and low (<1%) levels of alumina, phosphorous and sulphur, where as
Composite-2 has higher magnetite content with high silica and greater than 2% alumina with very low P and S
(Table 2).
Table 2: Composite Sample Head Assays
Fe
53.0
53.1
SiO2
16.8
13.9
Grade (%)
Al2O3
0.69
2.58
P
0.027
0.013
S
0.04
0.05
LOI
6.1
4.0
Composite
Composite-1
Composite-2
LIMS Testing
Composite-2 was tested over coarse LIMS at a variety of magnetic strengths (Table 2). The 600 Gauss pass
produced an upgraded product with Fe 57.5%, SiO211.5%, and Al2O3 1.55% at 82.3% mass recovery (Table 3).
Table 3: Composite-2 LIMS Test results on -1mm Material
Composite 2, crushed to -1 mm
Gauss
Mass
Recovery
1100
900
600
Head-grade
88.0
84.0
82.3
100
Fe
Grade
56.5
57.6
57.5
54.4
Recovery
91.8
88.5
87.3
100
%
SiO2
Grade
12.1
11.3
11.5
13.4
Al2O3
Grade
1.74
1.53
1.55
2.41
Recovery
78.8
71.7
69.7
100
Recovery
63.1
54.8
52.0
100
Remarks
The upgrade process for BFO should be based on Low Intensity (600 Gauss) Magnetic Separation. The mass
recovery at approximately 82% is attractive. Moreover, this also suggests a substantial reduction in capex cost
compared to Gravity separation route and hence more economical over the latter. Additionally, the reduction in
alumina of the LIMS BFO concentrate makes it an attractive product for blending.
Statutory approvals progress
Mining Lease
A mining lease application (MLA 3 M, 2011) which was submitted to Mineral Resources Tasmania earlier for
Category 1 products (metallic substances) was amended to add Category 3 products (construction minerals) as an
additional category. The amendment was made to provide for the possible beneficial use of suitable parts of waste
rock which Shree has identified as potential future opportunities for purposes, such as road base. Test work has
confirmed the characteristics of waste rock to required specifications for such use.
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DIRECTORS REPORT
Comment: On 13th September the Tasmanian Government has Granted a Mining Lease for mining at the Nelson
Bay River Iron Project.
Environment Protection and Biodiversity Conservation Act 1999 (EPBCA)
The Company referred its proposal for developing a mine to the Commonwealth Department of Sustainability,
Environment, Water, Population and Communities (the Department) in February 2011. The Minister, the Hon Tony
Burke MP, determined in March 2011 that the proposal was a controlled action and required the preparation of an
Environmental Impact Statement (EIS) under Part 8 of the EPBC Act. Guidelines for preparation of EIS were issued
in July 2011 following public consultation by the department. Draft EIS was submitted to the department &
finalized for public exhibition period commencing in December 2011.
The public exhibition & comment period for the draft EIS was completed in February with only one submission
received. A response along with final EIS has been submitted for final assessment & these documents are available
for public viewing.
Comment: Decision on approval is awaited.
Environmental Management and Pollution Control Act 1994
A Notice of Intent (NOI) was submitted on 23 March 2011 to the Board of the Environment Protection Authority’s
(EPA). In May 2011, EPA issued Guidelines for the preparation of a Development Proposal and Environmental
Management Plan for Shree Minerals – Nelson Bay River Magnetite Mine, Tasmania in May 2011. Draft DPEMP
was submitted to the EPA & finalized for public exhibition period commencing in December 2011.
The public exhibition & comment period for the draft DPEMP was completed in January with two submissions
received (including one being a common to draft EIS). Further discussions with EPA including iteration on further
requirements based on assessment by various Government agencies were satisfactorily completed to finalise the
DPEMP.
Comment: On 26th July 2012 the Board of the Tasmanian Environment Protection Authority (EPA) after a very
long and rigorous assessment process gave approval for mining at the Nelson Bay River Iron Project with
conditions that the mine will proceed in accordance with best practice environmental management, including
measures to prevent acid drainage, to protect and enhance wildlife habitat and to minimise the risk of road kill
by confining product transport to daylight hours.
Mine Development Application
During the year application for mine development at the Nelson Bar River Project was lodged with the Circular
Head Council.
Comment: Approval for mine development was received on 24th August 2012; this completes the Tasmanian
planning and environmental approval requirements.
Project development
• Various studies confirm the viability of the project to become a producer of iron ore in North West
•
•
Tasmania.
The Project is located in close proximity to existing infrastructure within an established mineral province
with active mining in the region of North West Tasmania.
The Project has three types of resources: Direct Shipping Iron (DSO), Beneficiable low-grade resource
(BFO) and Magnetite resource
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DIRECTORS REPORT
•
•
The Company plans to mine the DSO first followed by beneficiable low-grade magnetic goethitic-hematite
(BFO) material, and then the magnetite resource.
Further drilling & ongoing studies have the potential to improve the project economics.
MT SORELL (EL42/2008) AND SULPHIDE CREEK (EL 43/2008)
Geophysical study
A geophysical study using aeromagnetic and radiometric data from public domain over the Sulphide Creek and Mt
Sorell tenements and environs was carried out. The study defined 12 preliminary targets (Table 4 and Figure 1).
Table 4: Sulphide Creek & Mt Sorell Geophysical Targets
Location (m)
Target
Target Characteristics
MAGNETIC FAULT
POTASSIUM
Target
EASTING
MTS-001
MTS-002
MTS-003
MTS-004
MTS-005
MTS-006
SC-001
SC-002
SC-003
SC-004
SC-005
SC-006
380385.0
380605.0
381327.0
381098.0
381546.0
381088.0
376800.0
377100.0
377100.0
376200.0
375800.0
375700.0
NORTHING PRIORITY
TYPE
Mt Sorell Targets
5317104.0 Moderate
5316217.0 Moderate
5316852.0 High
5316490.0
Low
5316052.0 Moderate
5318257.0 Moderate
Au
Au
Cu-Au
Cu-Zn
Pb-Zn
Cu-Au
High
High
Moderate
Moderate
Low
Moderate
Sulphide Creek Targets
5332600.0 Moderate
5331400.0 Moderate
5330800.0 Moderate
5334400.0
5333300.0
5331800.0
Low
Low
Low
Cu-Au
Cu-Au
Cu-Au
Pb-Zn
Pb-Zn
Pb-Zn
subtle
subtle
subtle
subtle
subtle
subtle
Yes
Yes
No
No
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
High
High
Low
High
High
Low
High
High
High
High
High
High
SULPHIDE CREEK (EL 43/2008)
Desk studies and exploration work has confirmed presence of "gold mineralisation" from near surface to depths
greater-than 180 m at the tenement and the occurrence of gold mineralisation in the area is attributed to
hydrothermal activities. Therefore, the Company decided to get an in depth knowledge on the mineralising
processes and has commenced work on getting the available core (1,877 m) logged using HyLogger. Due to high
demand on the instrument during the reporting period only 993.2 m along 6 diamond drill holes was logged.
The HyLogger uses reflectance spectroscopy and high-resolution imagery to scan drill core and identifies various
minerals common to many geological units and hydrothermal alteration assemblages.
The logged info along with assays, geological logs, and previous technical reports are being studied by specialists in
spectroscopic interpretation for data interpretation and advice on further drill targets.
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DIRECTORS REPORT
Figure 1: Sulphide Creek & Mt Sorell Geophysical Targets
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DIRECTORS REPORT
MT. SORELL (EL 42/2008)
During the report period geological reconnaissance of tenement’s geophysical targets (Figure 1) for Volcanic-
Hosted Massive Sulphide (VHMS) mineralisation was carried out. The planned work grid is shown in Figure 2. The
reconnaissance included geological examination of geophysical target areas, some magnetic susceptibility
readings, and collection of rock chip and soil samples. During field work besides geological examination 8 rock chip
and 205 soil samples were collected.
On first pass, the contact between the Tyndall and Central Volcanic Complexes, considered potential geological
VHMS
hosting
for
feature
mineralisation appears
to be
present in the tenement. During
reconnaissance dark green fine-
grained chloritic volcanics were
located; basalt commonly being
present at the VHMS horizon
within the Mount Read Volcanics.
this may
It
represent
mafic
volcanics.
that
Cambrian
is possible
In general Zn is lower than peak
analysis from the previous survey.
Au
in soils appears to reflect
weakly elevated values coincident
with the Zn anomalism, but also
Significant
the quartz veining.
eluvial
contamination
sources
this
dataset.
is possible with
from
A detailed study of the collected
information
for
planning further exploration in the
tenement.
in progress
is
Figure 2: Mt. Sorell (EL 42/2008)
tenement map showing geology,
geophysical targets, Zn results of
previous soil sampling and Shree
planned sampling grid
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DIRECTORS REPORT
MT. BERTHA (EL 42/2004)
During reporting period, a 2-week long reconnaissance fieldwork was undertaken. Fieldwork mainly targeted 3
magnetic highs (ABC – Figure 3) close to easy access (Savage River Pipeline access road). The primary target is
magnetite, analogous to the Savage River Iron Ore deposit that lies ~30km SW along strike within the Arthur
Metamorphic Complex (AMC). The potential for other commodities (Cu and Au) was also considered.
Traverses to anomalies A, B and C, as well as along the Pipeline Track were undertaken. Magnetic susceptibility
meter was used to record magnetic intensity of rocks from the targeted areas. Field data included collection of
magnetic susceptibilities, rock chip sampling, and reconnaissance geology of the areas examined.
A total of 166 magnetic intensity readings were recorded, which will be used in refining magnetic modelling of the
area; in particular allowing characterisation
of
the Tertiary Basalts which are
widespread and mask potential subsurface
magnetite mineralisation within the Arthur
Metamorphic Complex (AMC) schists.
Additionally, 17 rock chip samples were
collected for geochemical studies. The
samples included both typical and magnetic
basalt as well as the Arthur Metamorphic
Complex quartz-vein containing schists. The
later, samples are aimed to assess potential
in the
for Cu and Au mineralisation
tenement.
SI.
shows
Anomalous
Data analysis
that anomalous
magnetic susceptibility is generally >5 SI.
However, in basalts it ranged from 10 to
51.6
magnetic
susceptibilities were located in basalts at all
magnetic anomalies investigated. The AMC
schists locally returned anomalous values in
the range from 5 to 9.09 SI, favourably
indicating a
to an
overprinting magnetite mineralising event.
relationship
likely
The analytical results of the 17 rock chip
samples show some anomalous values of
Scandium (36.5 ppm), Yittrium (28.9 ppm),
Lathanum (35 ppm), Cerium (101.5 ppm),
etc., which need examination. The study of
these and related elements’ significance
along with selected petrography will be the
subject for the coming reporting period.
Figure 3: Mt. Bertha
tenement map
geophysical targets
(EL 42/2004)
geology,
showing
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S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
SHREE MINERALS LTD DIRECTORS’ REPORT
OUTLOOK 2012/2013
Based on the encouraging exploration results, further to normal ongoing exploration activities, in the coming
year following activities will be undertaken:
NELSON BAY RIVER IRON ORE PROJECT (EL41/2004 AND EL54/2008)
Drilling of percussion and some diamond drilling for resource infill & to extend known DSO resources both in
depth along strike within the Nelson Bay River tenement (EL41/2004) and preliminary drilling at Rebecca Creek
(tenement contiguous to Nelson Bay River tenement) for tenement’s potential for DSO resource is planned for
the financial year 2012-13.
Pursuing Approvals to commence the project.
SULPHIDE CREEK AND MT SORELL
Based on HyLogger study results further planning of exploration program, which may include some deep
drilling.
MT. SORELL (EL 42/2008)
Continue in field checking of known geophysical targets in light of 2011/12 field results, which will include,
access, geological mapping, and examination of target and tenement regolith, designing of geochemical
sampling program.
MT BERTHA
Continue in field checking of known geophysical targets in light of 2011/12 field results, which will include,
access, geological mapping, and examination of target and tenement regolith, designing of geochemical
sampling program.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
In the opinion of the Directors there were no other significant changes in the state of affairs of the Company
that occurred during the financial year under review.
FINANCIAL POSITION
The net assets of the Company are $8,805,865 (2011: $7,723,202)
The Directors believe the Company is in a financial position to pursue its current operations.
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DIRECTORS’ REPORT
AFTER BALANCE DATE EVENTS
• On 26th July 2012 the company received communication of the decision by the Board of the
Tasmanian Environment Protection Authority (EPA) to issue approval conditions for the company’s
proposed magnetite and hematite mine at Nelson Bay River, in northwest Tasmania.
• On 23rd August 2012 , it further received planning permit from the Circular Head Council which
completes the Tasmanian planning and environmental approval requirements and the company now
looks forward to the issue of the mining lease by the Tasmanian Government and also to the
Commonwealth Government’s separate environmental approval decision.
• On 30th August 2012 , the company received a communication from Resource Management and
Planning Appeal Tribunal, Tasmania informing about a notice of appeal in relation to the Permit
issued by the Circular Head Council , which the company hopes to resolve through due administrative
process.
• On 13th September the Tasmanian Government has Granted a Mining Lease for mining at the Nelson
Bay River Iron Project.
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 or unusual nature likely, in the opinion of the Directors of the
Company to affect substantially the operations of the Company, the results of those operations or the state of
affairs of the Company in subsequent financial years.
FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES
The Company intends to continue to pursue its goals to acquire and explore mineral deposits and explore
prospective tenements.
ENVIRONMENTAL REGULATIONS
The Company holds various exploration licences to regulate its exploration activities in the State of Tasmania,
Australia. These licences include conditions and regulations with respect to the rehabilitation of areas
disturbed during the course of its exploration activities. So far as the Directors are aware there has been no
known breach of the Company’s licence conditions and all exploration activities comply with relevant
environmental regulations.
DIRECTORS’ INTERESTS
ORDINAR SHARES
OPTIONS
SHARE PERFORMANCE
RIGHTS
Mr S Loyalka
Mr A Jagatramka
Mr M Pal
Mr A Lau
Mr A Shah
FULLY PAID
25,915,000
15,222,500
300,000
-
4,525,000
INFORMATION ON DIRECTORS
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
-
-
1,000,000
-
-
Mr Sanjay Loyalka, Chief Executive Officer and Chairman B Com (Hon), CA
Mr Sanjay Loyalka has experience in various functional roles including CEO, General Management and
Corporate finance experience in mining and metals, manufacturing and logistics based industries in a
multinational environment.
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Mr Loyalka is the founder of Investment advisory firm IACG Pty Ltd in Australia which has been engaged in
cross border M&A, strategic consulting as well as a mineral commodity trading business.
As the founding CEO and Managing Director, he was instrumental in the development of the Aditya Birla
Group’s operations within Australia. He led the acquisition of Nifty and Mount Gordon Copper mines,
successful development of the Nifty Sulphide project (a remote site, 2.5 million tpa underground mine,
concentrator plant and associated infrastructure) and operational restructure of Mont Gordon Copper
Operations. These led to a successful listing of the Company on the Australian Securities Exchange under an
IPO raising $300 million and inclusion in the ASX S&P 300 index.
Mr Loyalka has been a member of the Executive Council of Chamber of Minerals & Energy (Western Australia)
in 2005 and 2006.
Mr Arun Jagatramka, Non Executive Director BCom (Hons), FCA, AIMM
Mr. Arun Kumar Jagatramka is a qualified Chartered Accountant with an all India 1st rank and gold medal. He
has an industrial experience of more than 11 years in the production of coal and coke, besides a prior
experience of more than 15 years in management consultancy and merchant banking. Widely regarded for his
foresight and knowledge, he is an acknowledged expert in matter of coal and coke and has presented papers
on the subject at number of International Conferences.
Mr. Arun Kumar Jagatramka is the Chairman and Managing Director of Gujarat NRE Coke Limited (India).
Under his able guidance, Gujarat NRE Coke Limited has become the largest independent non captive producer
of Met Coke in India – the only Indian entity to have moved backward into coal mine ownership in Australia
and forward into steel making, coupled with wind energy and upcoming waste heat power generation. The
Annual Compounded Growth of the company since inception is to the tune of 42% approx. with present
market capitalisation of USD 0.5 Billion.
Mr. Arun Kumar Jagatramka is a member of a number of boards, Gujarat NRE Coking Coal Limited (Australia),
Pike River Coal Limited (New Zealand), where Gujarat NRE group holds cornerstone stakes. He is also on the
Board of Directors of Port Kembla Coal Terminal, Australian Coal Research Ltd, Wollongong Hawks as well as
Executive Committee Member of NSW Minerals Council.
He has been appointed as an honorary NSW ‘Sydney Ambassador’ to India. He is associated with the
Confederation of Indian Industry (Western Region), an apex representative of Indian Industry, by way of
heading sub-committees on ‘Integrity India’, ‘International Affairs’ besides being a member of ’Energy Panel’,
and ‘Environment and Conservation’ Sub-Committee.
Mr Mahendra Pal, Non Executive Director MSc, MSGAT (India) and FAusIMM (Australia)
Mr Pal has an extensive management experience in the mining and exploration industry, both within Australia
and overseas. He has worked across many commodities, including base metals, gold, uranium, iron, coal, oil
shale, oil, and gas, among others.
In Australia, he started his career with the exploration and mining of uranium with Queensland Mines, a
subsidiary of Kathleen Investment, Australia.
Mr Pal spent two periods working with Rio Tinto (erstwhile CRA), commencing in 1970. During this time he was
Principal Geologist for Hamersley Iron Pty Limited, where he made several iron ore discoveries including,
concealed iron ore bodies at the Mount Tom Price and Paraburdoo mines, and also worked in other senior
management positions up until 1999. From 1980 to 1984, he worked for ESSO Australia as a Sr. Professional
Geologist and Exploration Geologist for the Rundle Oil Shale Project feasibility study.
Besides company directorship, Mr Pal runs his own Geological Consultancy business. From 2000 to April 2007,
he provided consulting services to several exploration/mining companies including Auiron Energy, Centrex
Metals, Rio Tinto Exploration, Hamersley Iron, Consolidated Minerals, Sinosteel Australia, Sinosteel Midwest
Corporation, Sumitomo Corporation, Golden West Resources Ltd, Fairstar Resources Ltd, and NEX Metals
Exploration Ltd in Australia. Overseas, in India he worked as a Technical Adviser for Rio Tinto Orissa Mining
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DIRECTORS’ REPORT
Limited (a Rio Tinto Joint Venture with Orissa Mining Corporation, India) and as a consultant to Tata Iron &
Steel, and Mid-West Granite, in Iran as a Consultant to International Minerals Consulting Company, and as a
consultant to Oswal Brasil Refinaria de Petróleo, in Brazil.
From May 2007 to October 2008 Mr Pal worked for Fairstar Resources Ltd (FAS; an ASX listed company) as an
Exploration Adviser/Technical and Executive Director – Exploration/Technical. While with Fairstar, he made
two iron discoveries (Mahendra’s Find & Elaine’s Pride), 110 km southeast of Kalgoorlie. These discoveries are
the first of this kind in the area previously known for its gold prospectivity.
At Shree Minerals, he has identified the Direct Shipping Iron Ore (DSO) at the Company's Nelson Bay River
Prospect.
Mr Andy Lau, Non Executive Director MBA
Mr Andy Lau is a professional engineer and held senior management responsibilities for over 10 years in
computer information and financing industry.
Mr Lau holds a MBA and graduate majoring in Computer Technology and also held the certificates of MCSE,
MCDBA, MCP and CCNA. He worked for a number of large international companies in securities, venture
capital and high-tech industries. Mr Lau has been the vice president of China Alliance International Holdings
Group Limited since 2005.
Mr Amu Shah, Non Executive Director
Mr Amu Shah is a director and shareholder in various businesses ranging from retail trade, distribution of
office and stationery products, services to the mining industry, manufacturing, and property development and
ownership.
Mr Amu Shah is currently appointed Honorary Consul for Kenya in Perth.
Mr Amu Shah has extensive international and local business experience.
REMUNERATION REPORT (AUDITED)
The full Board fulfils the roles of remuneration committee and is governed by the Company’s adopted
remuneration policy.
The information provided in this remuneration report has been audited as required by Section 308 (3c) of the
Corporations Act 2001.
Remuneration Policy
This policy governs the operations of the Remuneration Committee. The Committee shall review and reassess
the policy at least annually and obtain the approval of the Board.
General director remuneration
Shareholder approval must be obtained in relation to the overall limit set for non-executive directors’ fees. The
Directors shall set individual Board fees within the limit approved by shareholders.
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DIRECTORS’ REPORT
Shareholders must also approve the framework for any broad based equity based compensation schemes and
if a recommendation is made for a director to participate in an equity scheme, that participation must be
approved by the shareholders.
Executive remuneration
The Company’s remuneration policy for executive directors and senior management is designed to promote
superior performance and long term commitment to the Company. Executives receive a base remuneration
which is market related, and may be entitled to performance based remuneration at the ultimate discretion of
the Board.
Overall remuneration policies are subject to the discretion of the Board and can be changed to reflect
competitive market and business conditions where it is in the interests of the Company and shareholders to do
so.
Executive remuneration and other terms of employment are reviewed annually by the Remuneration
Committee having regard to performance, relevant comparative information and expert advice.
The Committee’s reward policy reflects its obligation to align executive’s remuneration with shareholders’
interests and to retain appropriately qualified executive talent for the benefit of the Company. The main
principles of the policy are:
a.
b.
reward reflects the competitive market in which the Company operates;
individual reward should be linked to performance criteria; and
c. directors & executives should be rewarded for both financial and non-financial performance.
The total remuneration of executives and other senior managers consists of the following:
a.
salary - directors , executives and senior manager receive a fixed sum payable monthly in cash;
b. bonus - directors , executives and nominated senior managers are eligible to participate in a profit
participation plan if deemed appropriate;
c.
long term incentives - directors , executives and nominated senior managers may also participate in
employee share option schemes, with any option issues generally being made in accordance with
thresholds set in plans approved by shareholders. The Board however, considers it appropriate to retain
the flexibility to issue options to executives outside of approved employee option plans in exceptional
circumstances; and
d. other benefits - directors , executives and senior managers are eligible to participate in superannuation
schemes and other appropriate additional benefits.
Remuneration of other executives consists of the following:
a.
salary - senior executive receives a fixed sum payable monthly in cash;
b. bonus - each executive is eligible to participate in a profit participation plan if deemed appropriate;
c.
long term incentives - each senior executive may, where appropriate, participate in share option schemes
which have been approved by shareholders; and
d. other benefits – senior executive are eligible to participate in superannuation schemes and other
appropriate additional benefits.
Page 14
For personal use only
S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
Non-executive remuneration
Shareholders approve the maximum aggregate remuneration for non-executive directors. The Remuneration
Committee recommends the actual payments to directors and the Board is responsible for ratifying any
recommendations, if appropriate. The maximum aggregate remuneration approved for non-executive
directors is currently $200,000.
It is recognised that non-executive directors’ remuneration is ideally structured to exclude equity based
remuneration. However, whilst the Company remains small and the full Board, including the non-executive
directors, are included in the operations of the Company more intimately than may be the case with larger
companies the non-executive directors are entitled to participate in equity based remuneration schemes.
All directors are entitled to have their indemnity insurance paid by the Company.
Profit participation plan
Performance incentives may be offered to directors , executives and senior management of the Company
through the operation of a profit participation plan at the ultimate discretion of the Board.
Details of remuneration
Key Management Personnel comprise the executive and non- executive directors only during FY2012.The remuneration for
Key Management Personnel of the Company during the year and the previous year was as follows:
2012
Short-term Employee Benefits
Post-
employment
Benefits
Cash,
salary,
Directors
Fees
Cash
profit
share,
bonuses
Non-
cash
benefits
Allowances
Super-
annuation
Other
Long-
term
Benefits
Share
Based
Payments
Total
%
Performance
Based
Mr S Loyalka
Executive Director
201,835
Mr A Jagatramka
Non Executive
Director
Mr M Pal
Non Executive
Director
Mr Andy Lau
Non Executive
Director
Mr Amu Shah
Non Executive
Director
2,294
75,000
30,000
-
309,129
-
-
-
-
-
-
-
-
-
-
-
-
-
18,165
-
-
-
-
206
-
-
-
-
18,371
-
-
-
-
-
-
90,386
310,386
46,886
49,386
-
-
33,900
108,900
31%
30,386
60,386
48,386
48,386
-
-
249,942
577,444
Page 15
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S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
2011
Short-term Employee Benefits
Post-
employment
Benefits
Cash,
salary,
Directors
Fees
Cash
profit
share,
bonuses
Non-
cash
benefits
Allowances
Super-
annuation
Other
Long-
term
Benefits
Share Based
Payments
Total
%
Performance
Based
Mr S Loyalka
Executive Director
183,486
Mr A Jagatramka
Non Executive
Director
Mr M Pal
Non Executive
Director
Mr Andy Lau
Non Executive
Director
Mr Amu Shah
Non Executive
Director
Mr S Ledger1
Company
Secretary
7,500
70,000
7,500
2,500
24,996
295,982
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
16,514
-
-
-
-
-
675
-
-
-
-
-
17,189
-
-
-
-
-
-
-
-
-
200,000
8,175
43,500
113,500
-
-
-
7,500
2,500
24,996
43,500
356,671
-
-
-
-
-
-
-
1 Mr Ledger resigned effective 20 July 2011. He did provide some accounting advisory services post that date & was paid
consultancy fees based on hourly rates during Financial year 2011-12.
Options , Performance shares & Shares issued as part of remuneration for the period ended
30 June 2012
There were 1,000,000 options each issued to Mr Arun Jagatramka ,Mr. Andy Lau , Mr.Amu Shah and Mr.Sanjay
Loyalka as part of remuneration for the year ending 30 June 2012.
There were 1,000,000 Performance Shares issued to Mr Mahendra Pal as part of remuneration for the year
ending 30 June 2012.
There were 137,500 ordinary shares issued to Mr Arun Jagatramka , 150,000 ordinary shares issued to Mr.Amu
Shah and 500,000 ordinary shares issued to Mr.Sanjay Loyalka as part of remuneration for the year ending 30
June 2012.
Please refer to Note 19 for further information.
Vote on Remuneration Report at 2011 AGM
At the 2011 AGM , 77,868,999 proxy votes were received out of total eligible votes of 95,060,000 . Of the
proxy votes received , 40,741,000 proxy votes were excluded as those represented by Key Management
Personnel (KMP) or that KMP’s closely related party .
The resolution was adopted with 19,097,999 votes in favour of the resolution. However , the votes cast against
the resolution being 18,040,000 votes represented more than 25% of the votes cast setting aside the
exclusions as described above.
It is the Company’s understanding that the concern was around share based payments ( being issue of shares
partly in lieu of remuneration and services and issue of performance shares in lieu of cash bonus linked with
performance milestones) as it was perceived that the share based payments lead to increase in number of
issued shares & may put pressure on share prices .
Page 16
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S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
The company had opted for share based payments in lieu of cash payments to conserve the cash resources as
the company is still in exploration & development stage .
The company has taken note of this concern & is accordingly not proposing any further share based payments.
Shares Issued on Exercise of Compensation Options
No options granted as compensation in prior periods were exercised through the period or the previous
period.
Employment contracts of directors and senior executives
The employment arrangements for Sanjay Loyalka, as the sole executive Director and Chief Executive Officer
and Chairman and Company Secretary, provide for remuneration comprising salary and superannuation
totalling $320,000 . During the financial year 2011-12 , at Mr.Loyalka’s discretion he was issued with 500,000
shares and 1,000,000 options , partly in lieu of cash remuneration and he was paid a cash remuneration of
$220,000 including superannuation . Mr.Loyalka’s employment arrangements cover a five year tenure that
commenced from 10 May 2008, with the option of extension by another five years .
Mr.Mahendra Pal is an independent Non Executive Director of the company. He has additionally agreed to
support the Geological & Technical functions of the company effective March 2010. Accordingly , during the
financial year 2011-12, he was paid a total cash remuneration of $75,000 & has been issued with performance
shares.
Mr. Amu Shah is a Non Executive Director of the company. During the financial year 2011-12 , at Mr.Shah’s
discretion he was issued with 150,000 shares and 1,000,000 options , in lieu of cash remuneration .
Mr. Arun Jagatramka is a Non Executive Director of the company. During the financial year 2011-12 , at Mr.
Jagatramka’s discretion he was issued with 137,500 shares and 1,000,000 options , partly in lieu of cash
remuneration and he was paid a cash remuneration of $2,500 including superannuation .
Mr. Andy Lau is a Non Executive Director of the company. During the financial year 2011-12 , at Mr. Lau’s
discretion he was issued with 1,000,000 options and he was paid a cash remuneration of $30,000 by way of
consulting fees .
END OF REMUNERATION REPORT
Meetings of Directors
During the financial year, 5 formal meetings of Directors (including committees of directors) were held.
Attendances by each Director during the year were as follows:
Director
Sanjay Loyalka
Arun Jagatramka
Mahendra Pal
Andy Lau
Amu Shah
Board Meetings
Meetings
attended
5
3
4
2
5
Meetings held
whilst in office
5
5
5
5
5
The full Board fulfils the role of remuneration, nomination and audit committees.
Indemnifying Officers or Auditor
The company maintains director and officer liability insurance only.
Page 17
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S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
Options
At the date of this report, the unissued ordinary shares of Shree Minerals Limited under option are as follows:
Date of Expiry
Exercise Price
Number under Option
31/10/2012
12/02/2013
$0.20
$0.20
13,500,000
250,000
13,750,000
During the year ended 30 June 2012, 7,187,500 shares were issued on the exercise of options. There were
8,703,500 options expiring on 30 June 2011, of which the company received applications for 1,437,500 shares
which were subsequently issued on 15 July 2011. In addition, partial underwriting agreements were also
finalised on 15 July 2011 with the issuance of a further 5,750,000 shares.
No person entitled to exercise the option had or has any right by virtue of the option to participate in any
share issue of any other body corporate.
Proceedings on Behalf of Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company
for all or any part of these proceedings.
The Company was not a party to any such proceedings during the year.
Non-audit Services
The Board of Directors, in accordance with advice from the audit committee, is satisfied that the provision of
non-audit services during the year is compatible with the general standard of independence for auditors
imposed by the Corporations Act 2001. The Directors are satisfied that the services disclosed below did not
compromise the external auditor’s independence for the following reasons:
•
•
all non-audit services are reviewed and approved by the audit committee prior to commencement to
ensure they do not adversely affect the integrity and objectivity of the auditor; and
the nature of the services provided do not compromise the general principles relating to auditor
independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the
Accounting Professional and Ethical Standards Board.
There were no fees (2011: nil) for non-audit services were paid/payable to the external auditors during the
year.
Auditor’s Independence Declaration
The lead auditor’s independence declaration for the year ended 30 June 2012 has been received and can be
found on page 25 of annual report.
Page 18
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S H R E E M I N E R A L S L T D
DIRECTORS’ REPORT
Signed in accordance with a resolution of the Board of Directors.
Sanjay Loyalka
Chairman
Signed in Perth the 26 th day of September 2012.
Page 19
For personal use only
S H R E E M I N E R A L S L T D
CORPORATE GOVERNANCE STATEMENT
This statement outlines the main corporate governance practices in place during the financial year.
The Directors monitor the business affairs of the Company on behalf of Shareholders and have formally
adopted a Corporate Governance Charter, which is designed to encourage Directors and other Shree
personnel to focus their attention on accountability, risk management and ethical conduct. The Company has
adopted the following policies, protocols and corporate governance structures:
• Structure of Board and Committees
• Nominations and Remuneration Committee Charter
• Audit and Risk Management Committee Charter
• Board Members’ Code of Conduct
• Conflict of Interest Protocol
• Group Code of Conduct/Values
• Risk Management Policy
• Policy on the Trading of Company’s Shares
• Release of Price Sensitive Information
• Board Calendar (Strategic Governance Issues)
• Board and Management Performance Enhancement Policy
The Corporate Governance Charter was prepared with regard to the Principles of Good Corporate Governance
and Best Practice Recommendations released by the ASX Corporate Governance Council in March 2003 (as
amended) so as to ensure that its practices are largely consistent with those Recommendations from time to
time. The Corporate Governance Charter will be reviewed and adjusted, as required, on an on-going basis
including in line with the ASX Corporate Governance Council amendments to the Recommendations.
The Company is committed to implementing high standards of corporate governance. In determining what
those high standards should involve the Company has turned to the ASX Corporate Governance Council’s
Principles of Good Corporate Governance and Best Practice Recommendations. The Company is pleased to
advise that the Company’s practices are largely consistent with those ASX guidelines.
Unless disclosed below, all the best practice recommendations of the ASX Corporate Governance Council have
been applied for the entire financial year ended 30 June 2012.
Board Composition
The skills, experience and expertise relevant to the position of each director who is in office at the date of the
annual report and their term of office are detailed in the director’s report.
Page 20
For personal use only
S H R E E M I N E R A L S L T D
CORPORATE GOVERNANCE STATEMENT
The Board sets out below its “if not why not” report in relation to those matters of corporate governance
where the Company’s practices depart from the Recommendations
RECOMMENDATION
SHREE MINERALS LIMITED CURRENT PRACTICE
1.1
1.2
1.3
Companies should establish the functions reserved for
the board and those delegated to senior executives
and disclose those functions.
Companies should disclose the process for evaluating
the performance of senior executives.
Companies should provide the information indicated in
the Guide for reporting on Principle 1
Board
Satisfied.
at
Charter
www.shreeminerals.com in the Corporate Governance
Statement.
available
is
Satisfied. Board Performance Evaluation Policy is available
at www.shreeminerals.com in the Corporate Governance
Statement.
The
Board
Satisfied.
at
www.shreeminerals.com in the Corporate Governance
Statement.
available
Charter
is
Whilst the performance of management is appraised on
an ongoing basis. During the year no formal appraisal of
management was conducted.
2.1
A majority of the board should be
directors.
independent
Satisfied.
2.2
The chair should be an independent director.
Not Satisfied. Due to the size of the company and its
operations Mr Sanjay Loyalka is both an Executive and
Chairman.
2.3
The roles of chair and Chief Executive Officer should
not be exercised by the same individual.
Not Satisfied. Due to the size of the company and its
operations Mr Sanjay Loyalka is both Chief Executive and
the Chairman.
2.4
The board should establish a nomination committee.
Not satisfied. The Board consider that given the current
size of the board (5), this function is efficiently achieved
with full board participation. Accordingly, the Board has
not established a nomination committee.
2.5
2.6
Companies should disclose the process for evaluating
the performance of the board, its committees and
individual directors.
Satisfied. Board Performance Evaluation Policy is available
at www.shreeminerals.com in the Corporate Governance
Statement.
Companies should provide the information indicated in
the guide to reporting on Principle 2
Satisfied.
Whilst the performance of the Board is appraised on an
ongoing basis, during the year no formal appraisal was
Page 21
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S H R E E M I N E R A L S L T D
CORPORATE GOVERNANCE STATEMENT
RECOMMENDATION
SHREE MINERALS LIMITED CURRENT PRACTICE
conducted.
Satisfied. The Code of conduct is available at
www.shreeminerals.com in the Corporate Governance
Statement.
3.1
Companies should disclose a code of conduct and
disclose the code or a summary of the code as to:
The practices necessary to maintain confidence in the
company’s integrity
The practices necessary to take into account their legal
obligations and the reasonable expectations of their
stakeholders
The responsibility and accountability of individuals for
reporting and
investigating reports of unethical
practices.
3.2
3.3
3.4
Companies should establish a policy concerning
diversity and disclose the policy or a summary of that
policy. The policy should include requirements for the
board to establish measurable objectives for achieving
gender diversity for the board to assess annually both
the objectives and progress in achieving them.
Not satisfied. The company considers that given the
current small size of the company’s operations where
there are very few employees , this objective is not
practical to be achieved till such time that the company’s
operations are increased. Accordingly, the company has
not established a policy concerning diversity.
Companies should disclose in each annual report the
measurable objectives for achieving gender diversity
set by the board in accordance with the diversity policy
and progress towards achieving them.
Companies should disclose in each annual report the
proportion of women employees
in the whole
organisation , women in senior executive positions and
women on the board.
Not satisfied. The company considers that given the
current small size of the company’s operations where
there are very few employees , this objective is not
practical to be achieved till such time that the company’s
operations are increased. Accordingly, the company has
not established a policy concerning diversity.
Not satisfied. The company does not have any women
employees in the whole organisation , women in senior
executive positions and women on the board.
3.5
Companies should provide the information indicated in
the Guide to reporting on Principle 3
Satisfied
4.1
The board should establish an audit committee.
4.2
The board committee should be structured so that it:
Consists only of non-executive directors
Consists of a majority of independent directors
Is chaired by an independent chair, who is not chair of
Page 22
Not satisfied. The Board consider that given the current
size of the board , this function is efficiently achieved with
full board participation. Accordingly, the Board has not
established an audit committee.
Not satisfied. The company has adopted a policy which
includes Executive Directors as audit
committee
members.
For personal use only
S H R E E M I N E R A L S L T D
CORPORATE GOVERNANCE STATEMENT
RECOMMENDATION
the board
Has at least three members
4.3
The audit committee should have a formal charter.
SHREE MINERALS LIMITED CURRENT PRACTICE
Audit Committee charter
Satisfied.
is available at
www.shreeminerals.com in the Corporate Governance
statement.
4.4
5.1
5.2
6.1
6.2
7.1
7.2
7.3
Companies should provide the information indicated in
the Guide to reporting on Principle 4
Satisfied.
Companies should establish written policies designed
to ensure compliance with ASX Listing Rule disclosure
requirements and to ensure accountability at senior
executive level for that compliance and disclose those
policies or a summary of those policies.
Satisfied. Continuous disclosure policy is available at
www.shreeminerals.com in the Corporate Governance
statement.
Companies should provide the information indicated in
the Guide to reporting on Principle 5
Satisfied
Companies should design a communications policy for
promoting effective communication with shareholders
their participation at general
and encouraging
meetings and disclose their policy or a summary of
their policy.
Shareholders communication strategy
Satisfied.
is
available at www.shreeminerals.com in the Corporate
Governance statement.
Companies should provide the information indicated in
the Guide to reporting on Principle 6
Satisfied
Companies should establish policies for the oversight
and management of material business risks and
disclose a summary of those policies.
Satisfied. Risk management program is available at
www.shreeminerals.comin the Corporate Governance
statement.
Satisfied. The Board, including the Managing Director,
routinely consider risk management matters.
The board should require management to design and
implement the risk management and internal control
system to manage the company’s material business
risks and report to it on whether those risks are being
managed effectively. The board should disclose that
management has reported to it as to the effectiveness
of the company’s management of its material business
risks.
Satisfied.
declaration pursuant to the 2012 financial period.
The Board has received a section 295A
the chief executive officer
financial officer
the chief
the declaration provided
The board should disclose whether it has received
(or
assurance
from
(or
equivalent) and
in
that
equivalent)
accordance with section 295A of the corporations Act
is founded on a sound system of risk management and
internal control and that the system is operating
in relation to
effectively
financial reporting risks.
in all material respects
Page 23
For personal use only
S H R E E M I N E R A L S L T D
CORPORATE GOVERNANCE STATEMENT
RECOMMENDATION
SHREE MINERALS LIMITED CURRENT PRACTICE
7.4
Companies should provide the information indicated in
the Guide to reporting on Principle 7
Satisfied
8.1
The board should establish a remuneration committee. Not Satisfied. The Board consider that given the current
size of the board , this function is efficiently achieved with
full board participation. Accordingly, the Board has not
established a remuneration committee.
8.2
The remuneration committee should be structured so
that it :
Consists of a majority of independent directors
Not Satisfied. The Board consider that given the current
size of the board , this function is efficiently achieved with
full board participation. Accordingly, the Board has not
established a remuneration committee.
Is chaired by an independent chair
Has at least three members
8.3
Companies should clearly distinguish the structure of
non-executive directors’ remuneration from that of
executive directors and senior executives.
The structure of directors’ remuneration is disclosed in
the remuneration report of the annual report.
8.4
Companies should provide the information indicated in
the Guide to reporting on Principle 8
committee
Remuneration
is available at
www.shreeminerals.comin the Corporate Governance
statement.
charter
Other Information
Further information relating to the company’s corporate governance practices and policies has been made
publicly available on the company’s web site at www.shreeminerals.com
Page 24
For personal use only
Grant Thornton Audit Pty Ltd
ABN 91 130 913 594
ACN 130 913 594
10 Kings Park Road
West Perth WA 6005
PO Box 570
West Perth WA 6872
T +61 8 9480 2000
F +61 8 9322 7787
E info.wa@au.gt.com
W www.grantthornton.com.au
Auditor’s Independence Declaration
To the Directors of Shree Minerals Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead
auditor for the audit of Shree Minerals Limited for the year ended 30 June 2012, I declare
that, to the best of my knowledge and belief, there have been:
a
b
no contraventions of the auditor independence requirements of the Corporations Act
2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the
audit.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
M J Hillgrove
Partner - Audit & Assurance
Perth, 26 September 2012
Grant Thornton Australia Limited is a member firm within Grant Thornton International Ltd. Grant Thornton International Ltd and the member firms are not a worldwide partnership. Grant Thornton Australia Limited, together
with its subsidiaries and related entities, delivers its services independently in Australia.
Liability limited by a scheme approved under Professional Standards Legislation
Page 25
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S H R E E M I N E R A L S L T D
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDING 30 JUNE 2012
Revenue from continuing operations
Interest
Other
Expenses from continuing operations
Finance charges
Employee costs
Regulatory costs
Occupancy and communication
Accounting and Legal Fees
Impairment of exploration tenements
Other Expenses
Loss before income tax
Income tax benefit
Loss for the period
Other comprehensive income
Comprehensive Loss for the year
Note
30 June 2012
$
30 June 2011
$
171,964
0
(2,440)
(519,215)
(14,648)
(24,344)
(84,720)
0
(44,199)
(517,602)
266,702
(250,901)
-
(250,901)
4
176,959
69,091
(1,727)
(316,218)
(14,888)
(37,882)
(70,482)
(281,169)
(60,842)
(537,158)
202,125
(335,033)
-
(335,033)
Earnings per share for (loss) attributable to
ordinary equity holders of the company:
Basic (loss) cents per share
5
(0.26)
(0.38)
The accompanying notes form part of these financial statements.
Page 26
For personal use only
S H R E E M I N E R A L S L T D
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2012
Note
30 June 2012
$
30 June 2011
$
6
7
6A
9
8
10
10
11
12
12
2,595,756
341,796
93,772
3,031,324
5,931,785
2,889
5,934,674
2,489,302
192,428
67,860
2,749,590
5,209,739
1,708
5,211,447
8,965,998
7,961,037
156,294
3,839
160,133
233,996
3,839
237,835
160,133
237,835
8,805,865
7,723,202
9,678,432
284,587
(1,157,154)
8,500,310
129,145
(906,253)
8,805,865
7,723,202
Assets
Current Assets
Cash and cash equivalents
Receivables
Other Assets
Total Current Assets
Non-Current Assets
Exploration and evaluation
Plant and equipment
Total Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Total Liabilities
Net Assets
Equity
Contributed equity
Reserves
Accumulated losses
Total Equity
The accompanying notes form part of these financial statements.
Page 27
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S H R E E M I N E R A L S L T D
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2012
Issued
Capital
Note
$
Accumulated
Losses
$
Share based
option reserve
Total
$
BALANCE AT 1 July 2010
8,163,345
(442,075)
-
7,721,270
Prior period adjustment
12
(129,145)
129,145
-
Total comprehensive income for the
period
-
(335,033)
Shares issued during the year
11
354,000
Capital raising costs
(17,035)
-
-
-
-
-
(335,033)
354,000
(17,035)
SUB-TOTAL
8,500,310
(906,253)
129,145
7,723,202
Dividends paid or provided for
-
-
-
BALANCE AT 30 JUNE 2011
8,500,310
(906,253)
129,145
7,723,202
8,500,310
(906,253)
129,145
7,723,202
BALANCE AT 1 July 2011
Total comprehensive income for the
period
Share Based Options Reserve Valuation
Shares issued or applied for during the
year
11
1,256,500
Capital raising costs
(78,378)
-
-
(250,901)
-
(250,901)
-
-
-
155,442
155,442
-
-
1,256,500
(78,378)
SUB-TOTAL
9,678,432
(1,157,154)
284,587
8,805,865
Dividends paid or provided for
-
-
-
-
BALANCE AT 30 JUNE 2012
9,678,432
(1,157,154)
284,587
8,805,865
The accompanying notes form part of these financial statements.
Page 28
For personal use only
S H R E E M I N E R A L S L T D
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2012
Note
30 June 2012
$
Cash flows from operating activities
Payments to suppliers and employees (inclusive of GST)
Interest received
Research and Development tax concession
Other Income
Finance and borrowing costs paid
Net cash inflow from operating activities
15(b)
Cash flows from investing activities
Payment for plant and equipment
Payments for tenement acquisition
Net cash outflow from financing activities
Cash flows from financing activities
Proceeds from issues of shares and other equity securities
Payments for share issue costs
Repayment of borrowings
Net cash outflow from financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial
period
(1,193,027)
179,633
-
76,000
-
(937,394)
(1,862)
-
(1,862)
1,150,000
(78,379)
-
1,071,621
132,366
2,557,162
30 June 2011
$
(1,220,398)
175,672
202,125
-
-
(842,601)
(975)
-
(975)
287,500
-
-
287,500
(556,076)
3,113,238
Cash and cash equivalents at the end of the financial
period
6
2,689,528
2,557,162
The accompanying notes form part of these financial statements.
Page 29
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
This financial report includes the financial statements and notes of Shree Minerals Limited, a Company
domiciled and incorporated in Australia.
Statement of Compliance
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board and the Corporations Act 2001.
The financial report includes the separate financial statements of the Company.
Accounting standards include Australian equivalents to International Financial Reporting Standards (“AIFRS”).
Compliance with AIFRS ensures that the financial statements and notes thereto comply with International
Financial Reporting Standards (“IFRS”).
The financial report is presented in Australian currency.
Basis of Preparation
The financial report has been prepared on an accruals basis and is based on historical costs, modified, where
applicable, by the measurement at fair value of selected non-current assets, financial assets and financial
liabilities.
The significant accounting policies set out below have been applied in the preparation and presentation of the
financial report for the year ending 30 June 2012 and comparative information.
a.
Income Tax
The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred
tax expense (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using
applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities
(assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation
authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited directly to equity instead of the
profit or loss when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also
result where amounts have been fully expensed but future tax deductions are available. No deferred income
tax will be recognised from the initial recognition of an asset or liability, excluding a business combination,
where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting
date. Their measurement also reflects the manner in which management expects to recover or settle the
carrying amount of the related asset or liability.
Page 30
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent
that it is probable that future taxable profit will be available against which the benefits of the deferred tax
asset can be utilised.
b. Property, Plant and Equipment
Each class of property, plant and equipment is carried at cost or fair value less, where applicable, any
accumulated depreciation and impairment losses.
Plant and equipment
Plant and equipment are measured on the cost basis.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of
the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected
net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net
cash flows have been discounted to their present values in determining recoverable amounts.
The cost of fixed assets constructed within the consolidated group includes the cost of materials, direct labour,
borrowing costs and an appropriate proportion of fixed and variable overheads.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the group and the
cost of the item can be measured reliably. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred.
Increases in the carrying amount arising on revaluation of land and buildings are credited to a revaluation
reserve in equity. Decreases that offset previous increases of the same asset are charged against fair value
reserves directly in equity; all other decreases are charged to the income statement. Each year the difference
between depreciation based on the revalued carrying amount of the asset charged to the income statement
and depreciation based on the asset’s original cost is transferred from the revaluation reserve to retained
earnings.
Depreciation
The depreciable amount of all fixed assets including building and capitalised lease assets, but excluding
freehold land, is depreciated on a straight-line basis over their useful lives to the consolidated group
commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the
shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Plant and equipment
Office equipment
Depreciation Rate
33%
20%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet
date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
Page 31
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains
and losses are included in the income statement. When revalued assets are sold, amounts included in the
revaluation reserve relating to that asset are transferred to retained earnings.
c. Exploration, evaluation and development expenditure
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable
area of interest. These costs are only carried forward to the extent that they are expected to be recouped
through successful development on the area or where activities in the area have not yet reached a stage which
permits reasonable assessment of the existence of economically recoverable reserve.
Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which
the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest area amortised over the
life of the area according to the rate of depletion of the economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest.
d. Leases
Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset,
but not the legal ownership that is transferred to entities in the economic entity, are classified as finance
leases.
Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair
value of the leased property or the present value of the minimum lease payments, including any guaranteed
residual values. Lease payments are allocated between the reduction of the lease liability and the lease
interest expense for the period.
Leased assets are depreciated on a straight-line basis over the shorter of their estimated useful lives or the
lease term.
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are
charged as expenses in the periods in which they are incurred.
Lease incentives under operating leases are recognised as a liability and amortised on a straight-line basis over
the life of the lease term.
e. Financial Instruments
Recognition and Initial Measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity
becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial
assets that are delivered within timeframes established by marketplace convention.
Financial instruments are initially measured at fair value plus transactions costs where the instrument is not
classified as at fair value through profit or loss. Transaction costs related to instruments classified as at fair
value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and
measured as set out below.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity is no longer has any significant continuing involvement in the
risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations
Page 32
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
are either discharged, cancelled or expire. The difference between the carrying value of the financial liability
extinguished or transferred to another party and the fair value of consideration paid, including the transfer of
non-cash assets or liabilities assumed, is recognised in profit or loss.
Classification and Subsequent Measurement
(i) Financial assets at fair value through profit or loss
Financial assets are classified at fair value through profit or loss when they are held for trading for the purpose
of short term profit taking, where they are derivatives not held for hedging purposes, or designated as such to
avoid an accounting mismatch or to enable performance evaluation where a group of financial assets is
managed by key management personnel on a fair value basis in accordance with a documented risk
management or investment strategy. Realised and unrealised gains and losses arising from changes in fair
value are included in profit or loss in the period in which they arise.
(ii) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market and are subsequently measured at amortised cost using the effective interest rate
method.
(iii) Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or
determinable payments, and it is the group’s intention to hold these investments to maturity. They are
subsequently measured at amortised cost using the effective interest rate method.
(iv) Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either designated as such or that
are not classified in any of the other categories. They comprise investments in the equity of other entities
where there is neither a fixed maturity nor fixed or determinable payments.
(v) Financial Liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised
cost using the effective interest rate method.
Derivative instruments
Derivative instruments are measured at fair value. Gains and losses arising from changes in fair value are taken
to the income statement unless they are designated as hedges.
Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are
applied to determine the fair value for all unlisted securities, including recent arm’s length transactions,
reference to similar instruments and option pricing models.
Impairment
At each reporting date, the group assess whether there is objective evidence that a financial instrument has
been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the
Page 33
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in the
income statement.
Impairment of Non Financial Assets
f.
At each reporting date, the group reviews the carrying values of its tangible and intangible assets to determine
whether there is any indication that those assets have been impaired. If such an indication exists, the
recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is
compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is
expensed to the income statement.
Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
Interests in Joint Ventures
g.
The Company’s share of the assets, liabilities, revenue and expenses of joint venture operations are included in
the appropriate items of the financial statements.
h. Employee Benefits
Provision is made for the company’s liability for employee benefits arising from services rendered by
employees to balance date. Employee benefits that are expected to be settled within one year have been
measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later
than one year have been measured at the present value of the estimated future cash outflows to be made for
those benefits. Those cash flows are discounted using market yields on national government bonds with terms
to maturity that match the expected timing of cash flows.
Equity-settled compensation
The group operates equity-settled share-based payment employee share and option schemes. The fair value of
the equity to which employees become entitled is measured at grant date and recognised as an expense over
the vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained
as the market bid price. The fair value of options is ascertained using a Black–Scholes pricing model which
incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and
adjusted at each reporting date such that the amount recognised for services received as consideration for the
equity instruments granted shall be based on the number of equity instruments that eventually vest.
i. Provisions
Provisions are recognised when the group has a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
Page 34
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
j. Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of 12 months or less, and bank overdrafts. Bank overdrafts are shown
within short-term borrowings in current liabilities on the balance sheet
k. Revenue
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the
financial assets.
All revenue is stated net of the amount of goods and services tax (GST).
l. Goods and Services Tax (“GST”)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office (“ATO”). In these circumstances the GST is
recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and
payables in the statement of financial position are shown inclusive of GST.
The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the
statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows
arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified
as operating cash flows.
m. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
n. Critical Accounting Estimates and Judgments
The directors evaluate estimates and judgments incorporated into the financial report based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future
events and are based on current trends and economic data, obtained both externally and within the group.
Key Judgements – Deferred exploration and evaluation expenditure
Exploration and evaluation costs are carried forward where right of tenure of the area of interest is current.
These costs are carried forward in respect of an area that has not at balance sheet date reached a stage that
permits reasonable assessment of the existence of economically recoverable reserves, refer to the accounting
policy stated in note 1(c).
Key Judgements Share based payment transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments at the date at which they are granted. The fair value is determined by an internal
valuation using a Black-Scholes option pricing model or other appropriate methodology, using the assumptions
detailed in note 19.
Page 35
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
o. Operating segments
Identification and measurement of segments – AASB 8 requires the ‘management approach’ to the
identification measurement and disclosure of operating segments. The ‘management approach’ requires that
operating segments be identified on the basis of internal reports that are regularly reviewed by the entity’s
chief operating decision maker, for the purpose of allocating resources and assessing performance. This could
also include the identification of operating segments which sell primarily or exclusively to other internal
operating segments.
NOTE 2: KEY MANAGEMENT PERSONNEL COMPENSATION
Names and positions held of economic and parent entity key management personnel in office at any time
during the financial year are:
Sanjay Loyalka
Mahendra Pal
Arun Kumar Jagatramka
Andy Lau
Amu Shah
Chairman
Director
Director
Director
Director
Key management personnel remuneration has been included in the Remuneration Report section of the
Directors Report. Total payments including valuation of share based payments for FY2012 was $577,444
Number of Shares Held by Key Management Personnel
30 June 2012
Key Management Person
Balance
1 July 2011
Received as
Compensation
Options
Exercised
Net Change
Other
Balance on
Resignation
Balance
30 June 2011
Mr Sanjay Loyalka
Mr Mahendra Pal3
Mr Arun Jagatramka4
25,415,000
500,000
300,000
-
15,085,000
137,500
Mr Andy Lau
Mr Amu Shah1
-
3,750,000
44,550,000
-
150,000
787,500
-
-
-
-
625,000
625,000
-
-
-
-
-
-
-
25,915,000
-
-
-
-
-
300,000
15,222,500
-
4,525,000
45,962,500
30 June 2011
Key Management Person
Mr Sanjay Loyalka
Mr Mahendra Pal3
Mr Arun Jagatramka4
Mr Andy Lau
Mr Amu Shah1
Mr Steve Ledger
Balance
1 July 2010
Received as
Compensation
Options
Exercised
Net Change
Other
Balance on
Resignation
Balance
30 June 2011
25,415,000
-
-
300,000
15,085,000
-
3,750,000
20,000
-
-
-
-
44,270,000
300,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
25,415,000
-
-
-
-
-
-
300,000
15,085,000
-
3,750,000
20,000
44,570,000
Page 36
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
Number of Options Held by Key Management Personnel
30 June 2012
Key Management
Person
Balance
30 June
2011
Granted as
compensation
Options
Exercised
Net
Change
Other
Balance
30 June 2011
Total
Vested
30 June
2011
Total
Exercisable
30 June
2011
Total
Unexercisable
30 June 2011
Mr Sanjay
Loyalka
Mr Mahendra
Pal3
Mr Arun
Jagatramka
Mr Amu Shah1
Mr Andy Lau
-
1,000,000
- 1,000,000
1,000,000 1,000,000
1,000,000
1,000,000
-
-
-
1,000,000 1,000,000
1,000,000
-
1,000,000
- 1,000,000
-
1,000,000 1,000,000
1,000,000
625,000
1,000,000
625,000
375,000
1,000,000 1,000,000
1,000,000
-
1,000,000
- 1,000,000
1,000,000 1,000,000
1,000,000
1,625,000
4,000,000
625,000 3,375,000
5,000,000 5,000,000
5,000,000
-
-
-
-
-
-
30 June 2011
Key Management
Person
Mr Sanjay
Loyalka
Mr Mahendra Pal
Mr Arun
Jagatramka3
Mr Amu Shah1
Mr Andy Lau
Mr Steve Ledger2
Balance
30 June
2010
50,000
1,000,000
-
625,000
-
510,000
2,185,000
Granted as
compensation
Options
Exercised
Net
Change
Other
Balance
30 June 2011
Total
Vested
30 June
2011
Total
Exercisable
30 June
2011
Total
Unexercisable
30 June 2011
-
-
-
-
-
-
-
-
-
-
-
-
-
(50,000)
-
1,000,000
-
-
-
-
-
-
625,000
625,000
625,000
-
-
-
(10,000)
500,000
500,000
500,000
-
-
-
-
-
1,000,000
-
-
-
-
-
(60,000)
2,125,000 1,125,000
1,125,000
1,000,000
1. The disclosures for the period ending 30 June 2011 have been revised for Mr.Amu Shah to exclude shares
erroneously included previously in his holdings on which he has no controlling influence .
2. Mr. Steve Ledger resigned as Company Secretary effective 20 July 2011
3. The disclosures for the period ending 30 June 2011 have been revised for Mr.Arun Jagatramka to include
shares erroneously excluded previously in his holdings .
Number of Share Performance Rights (SPR) held by any Key Management Personnel
On 30 June 2012, Mr.Mahendra Pal held 1,000,000 share performance rights & the same were not
excersiable on 30th June 2012. No other Key Management Personnel held any share performance rights
on 30 June 2012 .
On 30 June 2011, no share performance rights were held by any Key Management Personnel.
Please refer to Note 19 for further information regarding the fair value of share options, SPR and assumptions.
Page 37
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 3: AUDITORS’ REMUNERATION
Remuneration paid or payable of the auditor for:
– Auditing or reviewing the financial report
– Taxation services and corporate services
NOTE 4: INCOME TAX
a. Income tax expense
Current tax
Deferred tax
Deferred income tax expense included in income tax expense
comprises:
(a) (Increase) in deferred tax assets
(b) Increase in deferred tax liabilities
b. Reconciliation of income tax expense to prima facie tax
payable
The prima facie tax payable on profit from ordinary activities
before income tax is reconciled to the income tax expense as
follows:
Prima facie tax expense/(benefit) on operating profit/(loss) at
30%
Add / (Less)
Tax effect of:
Non-deductible expenses
Deferred tax asset not brought to account
Research & Development Offset
Income tax attributable to operating loss
Page 38
30 June 2012
30 June 2011
$
8,198
-
8,198
$
15,225
-
15,225
30 June 2012
30 June 2011
$
-
-
-
$
-
-
-
(969,057)
969,057
-
(195,988)
195,988
-
30 June 2012
30 June 2011
$
$
(155,281)
(100,510)
75,004
80,277
(266,702)
(266,702)
100,510
-
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
The applicable weighted average effective tax rates are as
follows:
Balance of franking account at year end
c. Deferred tax assets
Tax Losses
Provisions
Other
Set-off deferred tax liabilities
Net deferred tax assets
d. Deferred tax liabilities
Exploration expenditure
Set-off deferred tax assets
Net deferred tax liabilities
e. Tax losses
Nil
Nil
1,094,703
7,392
62,951
(1,165,045)
-
1,165,045
(1,165,045)
-
Nil
Nil
-
1,152
194,836
(195,988)
-
195,988
(195,988)
-
Unused tax losses for which no deferred tax asset has been
recognised
115,914
1,681,997
NOTE 5: EARNINGS PER SHARE
a. Earnings used to calculate basic EPS
b. Weighted average number of ordinary shares outstanding
during the year used in calculating basic EPS
NOTE 6: CASH AND CASH EQUIVALENTS
Cash at bank and in hand
NOTE 6A: OTHER ASSETS
Cash deposits supporting Bank Guarantees for Rehabitilation
Bonds
Page 39
30 June 2012
30 June 2011
$
$
(250,901)
(335,033)
Number of
Shares
Number of
Shares
95,265,753
87,620,993
30 June 2012
30 June 2011
$
$
2,595,756
2,489,302
30 June 2012
30 June 2011
$
93,772
$
67,860
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 7: TRADE AND OTHER RECEIVABLES
Interest receivable
Prepayments
Income Tax offsets
Security deposits
Trade receivables
GST and ABN withholding tax receivables
30 June 2012
30 June 2011
$
$
37,464
13,954
267,956
-
624
21,799
341,797
46,388
-
-
19,000
76,000
51,040
192,428
NOTE 8: PROPERTY, PLANT & EQUIPMENT
30 June 2012
30 June 2011
Plant And Equipment
Office Equipment – at cost
Accumulated depreciation
a. Movements in Carrying Amounts
Movement in the carrying amounts for each class of property,
plant and equipment between the beginning and the end of
the current financial year
Opening balance at 1 July 2011
Additions
Depreciation expense
Balance at 30 June 2012
$
3,882
(992)
2,890
Plant and
equipment
Office
Equipment
$
-
-
-
-
$
1,708
1,861
(680)
2,889
$
2,020
(312)
1,708
Total
$
1,708
1,861
(680)
2,889
Page 40
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 9: EXPLORATION EXPENDITURE
30 June 2012
30 June 2011
Exploration and evaluation phase expenditure capitalised
$
5,931,785
Movements
Opening balance at 1 July 2010
Exploration capitalised
Impairment / relinquishment
Balance at 30 June 2011
Opening balance at 1 July 2011
Exploration capitalised
Impairment / relinquishment
Balance at 30 June 2012
$
5,209,739
$
4,556,445
934,463
(281,169)
5,209,739
5,209,739
722,046
-
5,931,785
The value of Company interest in exploration expenditure is dependent upon the:
• the continuance of the economic entity rights to tenure of the areas of interest;
• the results of future exploration; and
• the recoupment of costs through successful development and exploitation of the areas of
interest, or alternatively, by their sale.
The exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of
significance to Aboriginal people. As a result, exploration properties or areas within the tenements may be subject
to exploration restrictions, mining restrictions and/or claims for compensation. At this time, it is not possible to
quantify whether such claims exist, or the quantum of such claims.
Page 41
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 10: TRADE AND OTHER PAYABLES
Current
Trade and other creditors
Provisions
NOTE 11: CONTRIBUTED EQUITY
30 June 2012
30 June 2011
$
$
156,294
3,839
160,133
233,996
3,839
237,835
30 June 2012
30 June 2011
$
$
95,947,500 (2011: 87,872,500) Fully paid ordinary shares
9,678,432
8,500,310
The Company has issued capital amounting 95,947,500 (2011:
87,872,500) with no par value
Movements
Opening balance
Shares issued
Options exercised and to be allotted
Shares issued or applied for during the year
Capital raising costs
Closing balance
(a) Ordinary Shares
At the beginning of the reporting period
Shares issued during the period
At the beginning of the reporting period
Shares issued during the period
–
–
–
15 July 2011
15 December 2011
21 January 2011
At reporting date
8,500,310
1,150,000
106,500
1,256,500
(78,378)
9,678,432
8,163,345
66,500
287,500
354,000
(17,035)
8,500,310
Number of
Shares
Number of
Shares
87,872,500
87,422,500
87,872,500
87,422,500
7,187,500
887,500
-
-
-
450,000
95,947,500
87,872,500
Page 42
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
(b)
Options
At the date of this report, the unissued ordinary shares of Shree Minerals Limited under option are as follows:
Date of Expiry
Exercise Price
Number under Option
31/10/2012
12/02/2013
$0.20
$0.20
13,500,000
250,000
13,750,000
During the year ended 30 June 2012,7,187,500 shares were issued on the exercise of options. There were 8,703,500
options expiring on 30 June 2011, of which the company received applications for 1,437,500 shares which were
subsequently issued on 15 July 2011. In addition, partial underwriting agreements were also finalised on 15 July
2011 with the issuance of a further 5,750,000 shares.
No person entitled to exercise the option had or has any right by virtue of the option to participate in any share
issue of any other body corporate.
(c)
Share Performance Rights
At the date of this report, the unissued ordinary shares of Shree Minerals Limited under Share Performance Rights
(“SPR”) are as follows:
1 SPR for every 1 tonne of DSO Iron Ore sold over the three years ending on 30th June 2013, 30th June 2014 and 30th
June 2015 respectively subject to issue of maximum of 1,000,000 SPR in aggregate.
No person entitled to exercise the SPR had or has any right by virtue of the option to participate in any share issue
of other body corporate.
(d)
Capital risk management
The Company’s objectives when managing capital are to safeguard their ability to continue as a going concern, so
that they may continue to provide returns for shareholders and benefits for other stakeholders.
Due to the nature of the Company’s activities, being mineral exploration, the Company does not have ready access
to credit facilities, with the primary source of funding being equity raisings. Therefore, the focus of the Company’s
capital risk management is the current working capital position against the requirements of the Company to meet
exploration programmes and corporate overheads. The Company’s strategy is to ensure appropriate liquidity is
maintained to meet anticipated operating requirements, with a view to initiating appropriate capital raisings as
required. The working capital position of the Company at 30 June 2012 and 30 June 2011 are as follows:
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Working capital position
2,689,528
348,030
(166,367)
2,871,191
2,557,162
192,428
(237,835)
2,511,755
Page 43
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 12: ACCUMULATED LOSSES AND RESERVES
a. Accumulated Losses
At the beginning of the reporting period
Prior period adjustment
Comprehensive loss
At reporting date
b. Option Reserve
30 June 2012
30 June 2011
$
$
906,253
-
250,901
1,157,154
442,075
129,145
335,033
906,253
The option reserve records items recognised as expenses on valuation of share based payments including employee
options. Please refer note 19 for more information.
During the year 4,000,000 (2011: nil) options and 1,000,000 (2011: nil) Share Performance Rights were issued.
Accordingly , the increase in share based option reserve of $155,442 recorded in the current reporting period as
following:
4,000,000 Options $121,542.46
1,000,000 Share Performance Rights $33,900.00
NOTE 13: COMMITMENTS
a. The Company has tenements rental and expenditure
commitments of:
Payable:
– not later than 12 months
– between 12 months and 5 years
– greater than 5 years
30 June 2012
30 June 2011
$
$
180,000
203,367
-
-
-
-
b. The Company has other rental and expenditure commitments of $10,184 within the next 12 months.
NOTE 14: CONTINGENT LIABILITIES AND CONTINGENT ASSETS
On 21st April 2008, the Company entered into a tenement sale agreement with Gujurat NRE Resources NL for the
purchase of the right and title to various exploration licenses. Mr Arun Jagatramka is a director of both the
company and Gujurat NRE Resources NL. He was appointed to the Board subsequent to this agreement. The
company paid consideration in cash and script, however is required to issue a further 10,000,000 shares in the
company to Gujurat NRE Resources NL within 30 days of successful completion of;
The company completing a bankable feasibility study to be solely funded by the company;
i)
ii) The company obtaining funding approval for the development and operation of a mine as contemplated
Page 44
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
by the bankable feasibility; and
iii) The Board approving a decision to mine, on the Nelson Bay River tenement.
The company has currently met all the expenditure commitments relating to tenement exploration activities as
required under the exploration licenses granted by Mineral Resources Tasmania.
Other than the above, the Directors are not aware of any other contingent liabilities or contingent assets.
Page 45
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 15: CASH FLOW INFORMATION
(a) Reconciliation of Cash
Cash at the end of the financial year as shown in the statement
of cash flows is reconciled to the related items in the statement
of financial position as follows:
30 June 2012
30 June 2011
$
$
Cash
2,689,528
2,557,162
(b) Reconciliation of Cash Flow from Operations with
Operating Loss after Income Tax
Operating loss after income tax
(250,901)
(335,033)
Non-cash flows:
Share based payments
Capital raising costs
Tenement impairment/relinquishment
Depreciation and amortisation
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in other assets
Increase/(decrease) in trade and other payables
Net Cash Flow (used in) Operating Activities
NOTE 16: RELATED PARTY TRANSACTIONS
Key Management Personnel
261,942
(78,378)
-
680
(149,368)
(643,667)
(77,702)
(937,394)
66,500
(17,035)
281,169
302
(86,490)
(934,462)
182,448
(842,601)
Disclosures relating to key management personnel compensation are set out in Note 2 to the financial
statements, and in the Remuneration Report contained within the Directors Report.
Other transactions
During the reporting period, Mrs Rashmi Loyalka provided accounts payable services to the company to a
value of $20,000. Mrs Loyalka is related to the Chairman, Mr Sanjay Loyalka.
NOTE 17: FINANCIAL INSTRUMENTS
a. Financial Risk Management
The Company’s financial instruments consist mainly of deposits with banks and accounts receivable and
payable.
The main purpose of non-derivative financial instruments is to raise finance for the Company’s operations.
Derivatives are not currently used by the Company for hedging purposes. The Company does not speculate in
the trading of derivative instruments.
Page 46
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
i. Treasury Risk Management
The senior executives of the Company meet on a regular basis to analyse currency and interest rate exposure
and to evaluate treasury management strategies in the context of the most recent economic conditions and
forecasts.
ii. Financial Risks
The main risks the Company is exposed to through its financial instruments are interest rate risk, liquidity risk
and credit risk.
Interest rate risk
The Company does not have any debt that may be affected by interest rate risk.
Sensitivity analysis
At 30 June 2012, if interest rates had changed by -/+ 75 basis points from the weighted average rate for the
year with all other variables held constant, post-tax loss for the Company would have been $21,577
lower/higher (2011 - $19,179 lower/higher) as a result of lower/higher interest income from cash and cash
equivalents.
Liquidity risk
The Company manages liquidity risk by monitoring forecast cash flows and ensuring that adequate unutilised
borrowing facilities are maintained.
Credit risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the balance sheet and notes to the financial statements.
The Company does not have any material credit risk exposure to any single receivable or group of receivables
under financial instruments entered into by the economic entity.
b. Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or
for disclosure purposes. All financial assets and financial liabilities of the Company and the parent entity at the
balance date are recorded at amounts approximating their carrying amount.
The fair value of financial instruments traded in active markets is based on quoted market prices at the
reporting date. The quoted market price used for financial assets held by the Company is the current bid price.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate
their fair values due to their short-term nature.
c. Interest Rate Risk
The Company’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate
as a result of changes in market interest rates and the effective weighted average interest rate for each class of
financial assets and financial liabilities comprises:
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
Floating Interest
Rate
Fixed Interest Rate
1 Year or Less
1 to 5 Years
Non Interest
Bearing
Total
Weight Effective
Interest Rate
2012
$
2011
$
2012
$
2011
$
2012
$
2011
$
2012
$
2011
$
2012
$
2011
$
2012
%
2011
%
Cash
Trade and other
receivables
2,616,719
1,930,103
72,809
627,059
-
-
-
-
Total Financial Assets
2,616,719
1,930,103
72,809
627,059
Financial Liabilities
Trade and other payables
Total Financial Liabilities
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,689,528
2,557,162
559
6.59
348,030
192,428
348,030
192,428
N/A
N/A
348,030
192,428 3,037,558
2,749,590
(166,367)
(237,835)
(166,367)
(237,835)
N/A
N/A
(166,367)
(237,835)
(166,367)
(237,835)
NOTE 18: OPERATING SEGMENTS
The company operates predominately in one segment involved in the mineral exploration. Geographically, the
consolidated entity is domiciled and operates in one segment being Australia. In accordance with AASB 8
Operating Segments, a management approach to reporting has been applied. The information presented in the
Statement of Comprehensive Income and the Statement of Financial Position reflects the sole operating
segment.
NOTE 19: SHARE-BASED PAYMENTS
During the year 4,000,000 (2011: nil) options and 1,000,000 (2011: nil) Share Performance Rights were issued.
Accordingly , an adjustment to the share based option reserve of $155,442 was done in the current reporting
period (Refer Note 12). The fair value was determined as at Dec 2011 for by an internal valuation using a Black-
Scholes option pricing model or other appropriate methodology, using the following assumptions:
1. Performance Shares : Production of DSO at 100,000 tonnes for FY2013, 400,000 tonnes for FY2014 & 130,000
tonnes for FY 2015.
2. Risk Free Rate : Depending on term - bonds over the period vary between 3.55 to 4.12%, have assumed 4% for
calculation purposes
3.Grant Date : 23/11/2011
4.Volatality : As the industry is subject to large variances and therefore industry standard is most relevant
5. Price at Grant : 0.12 per share.
Options granted carry no dividend or voting rights. When exercisable, each option is convertible into one
ordinary share of the Company with full dividend and voting rights.
Expenses arising from share-based payment transactions
There were $106,500 (2011: $66,500) expenses arising from share-based payment transactions recognised
during the period. These expenses were recognised at the date the share based payments were approved and
at the share price applicable at that date.
Page 48
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
NOTE 20: CHANGE IN ACCOUNTING POLICY
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June
2012 reporting periods. The company’s assessment of the impact of these new standards and interpretations
are set out below.
Title and Topic
Issued
Applicable (*)
Impact
Nil – The objective of
Standard
simplify
classification and
this
improve and
for
approach
is
the
to
measurement of financial assets
compared with the requirements
of AASB 139. Given the nature of
the
the
financial assets of
Company, it is not anticipated the
standard will have any material
effect.
requirements
Nil – Due to
its nature and
the
statutory
Company will be deemed a Tier 1
entity and will continue to prepare
financial
purpose
general
statements.
changes
Nil – The revisions embodied in
this standard give effect to the
consequential
arising
from the issuance of AASB 9 which
is not anticipated to have any
material effect on the Company
(refer (i) above).
Nil – None of these amendments
will have any effect on
the
financial report as the standard
does not apply in the case of
general
financial
purpose
statements.
AASB 9 – Financial Instruments
December 2009 1 January 2015
AASB 1053 – Application of Tiers
Accounting
of
Standards
Australian
June
2010
1 July 2013
December 2009 1 January 2013
June 2010
1 July 2013
AASB 2009 – 11 Amendments to
Australian Accounting Standards
arising from AASB 9
[AASB 1, 3, 4, 5, 7, 101, 102, 108,
112, 118, 121, 127, 128, 131, 132,
136, 139, 1023 & 1038 and
Interpretations 10 & 12)
AASB 2010 – 2 Amendments to
Australian Accounting Standards
arising from Reduced Disclosure
Requirements
[AASB 1, 2, 3, 5, 7, 8, 101, 102,
107, 108, 110, 111, 112, 116, 117,
119, 121, 123, 124, 127, 128, 131,
133, 134, 136, 137, 138, 140, 141,
1050 & 1052 and Interpretations
2, 4, 5, 15, 17, 127, 129 & 1052]
Page 49
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S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
AASB 2010 – 7 Amendments to
Australian Accounting Standards
arising from AASB 9 (December
2010)
[AASB 1, 3, 4, 5, 7, 101, 102, 108,
112, 118, 120, 121, 127, 128, 131,
132, 136, 137, 139, 1023 & 1038
and Interpretations 2, 5, 10, 12, 19
& 127]
December 2010
1 January 2013
changes
Nil – The revisions embodied in
this standard give effect to the
consequential
arising
from the issuance of AASB 9 which
is not anticipated to have any
material effect on the Company
(refer (i) above).
December 2010
1 January 2013
10
–
to
Further
AASB
2010
Amendments
Australian
Accounting Standards – Removal
for First-time
of Fixed Dates
Adopters
[AASB 2009-11 & AASB 2010-7]
May 2011
1 July 2013
July 2011
1 July 2013
AASB 2011 – 2 Amendments to
Australian Accounting Standards –
Arising from the Trans – Tasman
Consequence Project – Reduced
Disclosure Requirements.
[AASB 101 & AASB 1054]
AASB 2011 – 6 Amendments to
Australian Accounting Standards –
from
Extending
Consolidation, the Equity Method
and Proportionate Consolidation –
Reduced Disclosure Requirements
Relief
[AASB 127, 128 & 131]
AASB 10 – Consolidated Financial
Statements
August 2011
1 January 2013
AASB 11 – Joint Arrangements
AASB 12 – Disclosure of Interests
in Other Entities
AASB 127 – Separate Financial
Statements
AASB 128 –
Investments
in
Page 50
Nil – None of these amendments
will have any effect on
the
financial report as none of the
the
to
topics
operations of the Company.
relevant
are
Nil – None of these amendments
will have any effect on
the
financial report as none of the
topics
the
to
operations of the Company.
relevant
are
Nil – None of these amendments
will have any effect on
the
financial report as none of the
topics
the
to
operations of the Company.
relevant
are
Nil – None of these except for
AASB 128, are expected to have
significant application
the
to
operations of the Company.
With respect to AASB 128, where
the Company has an interest in a
Joint Venture, the requirements of
AASB 128 supercede those of the
current Joint Venture Standard
AASB 131. The new standard more
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
Associates and Joint Ventures
AASB 2011 – 7 Amendments to
Australian Accounting Standards
arising from the Consolidation and
Joint Arrangement Standards
[AASB 1, 2, 3, 5, 7, 9, 2009-11, 101,
107, 112, 118, 121, 124, 132, 133,
131, 138, 139, 1023 & 1038 and
Interpretations 5, 9, 16 & 17
13
AASB
Measurement
–
Fair
Value
September
2011
1 January 2013
AASB 2011 – 8 Amendments to
Australian Accounting Standards
arising from AASB 13
[AASB 1, 2, 3, 4, 5, 7, 9, 2009-11,
2010-7, 101, 102, 108, 110, 116,
117, 118, 119, 120, 121, 128, 131,
132, 133, 134, 136, 138, 139, 140,
141, 1004, 1023 & 1038 and
Interpretations 2, 4, 12, 13, 14, 17,
19, 131 & 132]
Page 51
clearly defines the accounting
treatment
in
relation to it.
and disclosure
Due to the nature of the Joint
Venture, it is not expected to have
a
the
Company
impact on
significant
framework
fair value,
AASB 13 defines
establishes a
for
measuring fair value and requires
value
about
disclosures
measurements. AASB 13 requires:
fair
to
fair
Inputs
value
all
measurements to be categorised
in accordance with a fair value
hierarchy; and
Enhanced disclosures regarding all
assets and
liabilities (including,
but not limited to financial assets
and financial liabilities) measured
at fair value.
in relation to
AASB 13 will have particular
relevance to the process of the
fair value
Company adopting
methodology
its
fixed assets as mandated from 1
July 2012. Apart from the changes
in value in relation to assets to be
revalued (which are mandated by
legislation and not changes to the
standard) it is not expected to
significantly impact the Company
as the framework embodied in
differ
does
AASB
significantly from that which is
present in existing standards.The
legislation
amendments to the
requires the phasing in of fair
value in relation to fixed assets
not
13
For personal use only
S H R E E M I N E R A L S L T D
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDING 30 JUNE 2012
September
2011
1 July 2013
AASB 2011 - 9 Amendments to
Australian Accounting Standards –
Presentation of Items of Other
Comprehensive Income
[AASB 1, 5, 7, 101, 112, 120, 121,
132, 133, 134, 1039 & 1049]
AASB 119 – Employee Benefits
September
2011
1 January 2013
AASB 2011-11 Amendments to
AASB 119
(September 2011)
arising from Reduced Disclosure
Requirements
September
2011
1 July 2013
It
over the three years from 1 July
2012.
is not possible to
estimate the likely amount of any
revaluations.
The main change embodied in this
standard is the requirement to
group items presented in other
income on the
comprehensive
they are
basis of whether
potentially reclassifiable to profit
or loss subsequently.
The changes in relation to defined
benefit plans contained
in this
standard are not expected to
significantly impact the Company
nor are the changes to AASBs in
relation to termination benefits.
Nil – None of these amendments
will have any effect on
the
financial report as none of the
topics
the
to
operations of the Company.
relevant
are
No other amendments or interpretations are expected to have an impact on the company or the group.
NOTE 21: COMPANY DETAILS
The registered office and principal place of business of the Company is:
Unit 4
The Pines Business Centre
86 -88 Forrest Street
Cottesloe
WA 6011
Ph:
Fax:
(08) 61612068
(08) 93855194
Page 52
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S H R E E M I N E R A L S L T D
DIRECTORS’ DECLARATION
1. In the opinion of the directors of Shree Minerals Limited (‘the Company’):
(a) the financial statements and notes as set out on pages 26 to 52, are in accordance with the Corporations
Act 2001, including:
(i) giving a true and fair view of the financial position of the Company as at 30 June 2012 and of
its performance, as represented by the results of their operations and their cash flows, for
the financial year ended on that date; and
(ii) complying with Australian Accounting Standards, the Corporations Regulations 2001, and
other mandatory professional reporting requirements; and
(b) the audited remuneration disclosures included in the Directors’ report For the year ended 30 June 2012,
comply with section 300A of the Corporations Act 2001.
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
(d) the Company has included in the notes to the financial statements an explicit and unreserved statement of
compliance with International Financial Reporting Standards.
2. There are reasonable grounds to believe that the Company will be able to meet any obligations or liabilities
when they become due and payable.
3. The remuneration disclosures in the audited Remuneration Report on pages 12 to 16 in the Directors’
report for the year ended 30 June 2012 complies with Section 300A of the Corporations Act 2001.
4. The directors have been given the declarations required by Section 295A of the Corporations Act from the
chief executive officer and chief financial officer for the financial year ended 30 June 2012.
Dated at Unit 4,The Pines Business Centre, 86 -88 Forrest Street, Cottesloe, WA 6011 this 26th day of
September 2012.
Signed in accordance with a resolution of the directors:
_______________________
Sanjay Loyalka
Director
Page 53
For personal use only
Grant Thornton Audit Pty Ltd
ABN 91 130 913 594
ACN 130 913 594
10 Kings Park Road
West Perth WA 6005
PO Box 570
West Perth WA 6872
T +61 8 9480 2000
F +61 8 9322 7787
E info.wa@au.gt.com
W www.grantthornton.com.au
Independent Auditor’s Report
To the Members of Shree Minerals Limited
Report on the financial report
We have audited the accompanying financial report of Shree Minerals Limited (the
“Company”), which comprises the statement of financial position as at 30 June 2012, the
statement of comprehensive income, statement of changes in equity and statement of cash
flows for the year then ended, notes comprising a summary of significant accounting
policies and other explanatory information and the directors’ declaration of the company .
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 determines is
necessary to enable the preparation of the financial report that gives a true and fair view and
is free from material misstatement, whether due to fraud or error. The Directors also state,
in the notes to the financial report, in accordance with Accounting Standard AASB 101
Presentation of Financial Statements, the financial statements comply with International
Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We
conducted our audit in accordance with Australian Auditing Standards. Those standards
require us to 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
Company’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 Company’s internal control. An audit
also includes evaluating the appropriateness of accounting policies used and the
Grant Thornton Australia Limited is a member firm within Grant Thornton International Ltd. Grant Thornton International Ltd and the member firms are not a worldwide partnership. Grant Thornton Australia Limited, together
with its subsidiaries and related entities, delivers its services independently in Australia.
Liability limited by a scheme approved under Professional Standards Legislation
Page 54
For personal use only
reasonableness of accounting estimates made by the Directors, as well as evaluating the
overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the
Corporations Act 2001.
Auditor’s opinion
In our opinion:
a
the financial report of Shree Minerals Limited is in accordance with the Corporations
Act 2001, including:
i
ii
giving a true and fair view of the Company’s financial position as at 30 June
2012 and of its performance for the year ended on that date; and
complying with Australian Accounting Standards and the Corporations
Regulations 2001; and
b
the financial report also complies with International Financial Reporting Standards as
disclosed in the notes to the financial statements.
Report on the remuneration report
We have audited the remuneration report included in pages 13 to 17 of the directors’ report
for the year ended 30 June 2012. The Directors of the Company are responsible for the
preparation and presentation of the remuneration report in accordance with section 300A of
the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration
report, based on our audit conducted in accordance with Australian Auditing Standards.
Auditor’s opinion on the remuneration report
In our opinion, the remuneration report of Shree Minerals Limited for the year ended 30
June 2012, complies with section 300A of the Corporations Act 2001.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
M J Hillgrove
Partner - Audit & Assurance
Perth, 26 September 2012
Page 55
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S H R E E M I N E R A L S L T D
SHAREHOLDER INFORMATION
ADDITIONAL INFORMATION
The following additional information not shown elsewhere in the report is required by the Australian Securities
Exchange Ltd in respect of listed public companies only. This information is current as at 17th September 2012.
SUBSTANTIAL SHAREHOLDERS
The company has received substantial shareholder notices from;
– Mr Sanjay Loyalka as trustee for the Loyalka Family Trust (24,500,000 ordinary shares)
– Gujurat NRE Resources NL (15,000,000 ordinary shares)
– Ullapool Investments Pty Ltd (6,000,000 ordinary shares)
– China Alliance International Holdings Group (18,000,000 ordinary shares)
ISSUED SECURITIES
Refer note 11 of the financial statements.
VOTING RIGHTS
The voting rights attached to the Fully Paid Ordinary shares of the Company are:
1. At a meeting of members or classes of members each member entitled to vote may vote in person or by
proxy or by attorney; and
2. On a show of hands every person present who is a member has one vote, and on a poll every person
present in person or by proxy or attorney has one vote for each ordinary share held.
There are no voting rights attached to any Options on issue.
DISTRIBUTION SCHEDULE – OPTIONS AS AT 17th SEPTEMBER 2012
Holdings Ranges
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - 99,999,999,999
Holders
0
0
0
0
8
8
Total Units
0
0
0
0
13,750,000
13,750,000
%
0.000
0.000
0.000
0.000
100.000
100.000
DISTRIBUTION SCHEDULE – SHAREHOLDINGS AS AT 17th SEPTEMBER 2012
Holdings Ranges
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - 99,999,999,999
Holders
1
16
200
181
48
446
Total Units
1
62,859
1,979,665
6,867,438
87,037,537
95,947,500
%
0.000
0.066
2.063
7.157
90.714
100.000
UNMARKETABLE PARCELS
There are nineteen unmarketable parcels as at 17th September 2012 totalling 73,530 ordinary shares.
Page 56
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S H R E E M I N E R A L S L T D
SHAREHOLDER INFORMATION
20 LARGEST SHAREHOLDERS AS AT 17th SEPTEMBER 2012
Holder Name
MR SANJAY KUMAR LOYALKA
CHINA ALLIANCE INTERNATIONAL HOLDINGS GROUP LIMITED
GUJARAT NRE RESOURCES NL
ULLAPOOL INVESTMENTS PTY LTD
MEGAWILD ENTERPRISES PTY LTD
ROSECLIFF HOLDINGS PTY LTD
CHINA ALLIANCE INTERNATIONAL HOLDINGS GROUP LIMITED
MR AMRIK SINGH HEER
EXPORT MARKETING (BVI) LTD
MR ASOK KUMAR & MRS RENU KUMAR
DR DEEPAK NARAN
IACG PTY LTD
MR SANJAY KUMAR LOYALKA
TANDON SUPERANNUATION SERVICES PTY LTD
MS EMMA HALL
BRIAN EDWARD VON BERGHEIM PTY LTD
Balance
24,500,000
16,000,000
15,000,000
6,000,000
4,525,000
4,375,000
2,000,000
1,500,000
1,250,000
1,150,000
1,000,000
750,000
565,000
500,000
500,000
500,000
MR LINDSAY HAMILTON-SMITH & MRS ANDREA MARTINA HAMILTON-SMITH 500,000
RANGEWELL PTY LTD
DEPAK DOLATHRAI NARAN
MR HARDEEP SINGH HEER
MRS KAREN LEANNE HISLOP
20 LARGEST OPTION HOLDERS AS AT 17th SEPTEMBER 2012
Holder Name
CHINA ALLIANCE INTERNATIONAL HOLDINGS GROUP LIMITED
MR SANJAY LOYALKA
MR ARUN KUMAR JAGATRAMKA & MRS MONA JAGATRAMKA
MAHENDRA PAL
MEGAWILD ENTERPRISES PTY LTD
MR ANDY LAU
MR STEVE LEDGER
ZURICH SECURITIES PTY LTD
Page 57
%
25.535
16.676
15.634
6.253
4.716
4.560
2.084
1.563
1.303
1.199
1.042
0.782
0.589
0.521
0.521
0.521
0.521
0.495
0.391
0.313
475,000
375,000
300,000
300,000
82,065,000
0.313
85.531
Balance
8,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
500,000
%
58.182
7.273
7.273
7.273
7.273
7.273
3.636
250,000
13,750,000
1.818
100.000
For personal use only