report + accounts2014 - 2015BUCHARESTHUNGARY SERBIABULGARIABlack SeaMOLDOVAUKRAINESLOVAKIARemin Precious Metal + Polymetallic Mines** Area of Interest following memorandum of understanding with state owned Remin SAROMANIA Manaila Polymetallic MineIacobeni (Processing Plant)Baita Plai Polymetallic Minetransitioningfrom anexplorationinto a productioncompany2015 ANNUAL REPORT AND FINANCIAL STATEMENTS1ZIMBABWEHARAREGiant Gold MinePickstone-PeerlessGold MineBOTSWANASOUTH AFRICAMOZAMBIQUEZAMBIANAMIBIAIndian Oceanhighlights 2chairman’s report 3strategic report 4directors’ report 8directors’ responsibilities 12auditors report 13financial statements 15accounting policies 20notes to statements 27company information 55VAST RESOURCES PLC – HIGHLIGHTS
Financial
• Loss of $6.8 million to 31 March 2015 as mine development programme continues (2014:
$11.7 million)
• Cash balance of $3.7 million as at 31 March 2015 (2014: $0.6 million)
Post period end:
• Cash balance of $2.9 million as at 26 August 2015
Management
• New board completes the change of focus of the Group from exploration to production
Mine Development
• Local investor acquired a 50% interest in Pickstone-Peerless Gold Mine and Giant Gold
Mine to enable Pickstone-Peerless Gold Mine to be put into production. The Group
maintains management control
• Pickstone-Peerless Gold Mine development well advanced with mining operations having
commenced in June 2015 and commissioning of plant in August 2015. First bullion sales
expected within days
• Expansion in Romania continues with acquisition of 80% interest in Baita Plai Polymetallic
Mine (formerly known as Baita Bihor Polymetallic Mine) and, post period end, 50.1% interest
in Manaila Polymetallic Mine
• Output achieved at Manaila Polymetallic Mine on 13 August 2015 and anticipated at Baita
Plai Polymetallic Mine by late 2015.
Zambia
• Zambian copper interests disposed of. Earn in agreement completed on rare earth project
Funding
• Additional equity raised during period $3.8 million, and $2.0 million raised post period end
2
VAST RESOURCES PLC
CHAIRMAN’S REPORT
Strategic Highlights
At the outset of the fiscal year ending March
2015, we set a programme to make the
transition from exploration to mining, and
ultimately, to cash generation.
Our programme is on track. In Romania we
have acquired a 50.1 per cent interest in the
operating opencast Manaila Polymetallic Mine
and have commenced a number of projects to
improve the efficiency and productivity of the
mine. It may also be possible to extend the life
of this mine by extending the open cast mine
over the existing licence boundary and by
developing underground mining operations.
We are also awaiting the transfer of the
mining licence for our 80 per cent owned
underground Baita Plai Polymetallic Mine
(formerly known as Baita Bihor Polymetallic
Mine).
Our 50 per cent owned Pickstone-Peerless
Gold Mine (PPGM) project in Zimbabwe
is well advanced and we expect first gold
production in Q3 2015.
Overhead costs in Zimbabwe have been
materially reduced.
The name-change from African Consolidated
Resources plc to Vast Resources plc has
been well received. I believe it supports
an important psychological change as the
company moves into a new era.
Leadership group
We have a small Board of dedicated and
suitably seasoned operators. The Board has
gelled well and we operate as an effective
team.
Roy Pitchford has settled in well and his
expertise and knowledge of the industry
are highly valued. Roy continues to explore
interesting strategic opportunities, which
will bear fruit for us in the years ahead. He
is also building a strong operational team to
ensure our mining operations are efficient and
effective.
Roy Tucker continues to play an important
role, covering a number of important bases.
He plays a supportive role to Roy Pitchford,
along with the finance, legal and secretarial
roles.
Eric Diack provides strong financial support
and expertise, as well as valued strategic
input. Eric continues to devote considerable
time to the Company, well beyond that of a
typical NED.
As things stand, we are thin on executive
firepower. As a result, the Board members
are under pressure, including specifically Roy
Tucker, who puts in many long hours. Once
the business is generating cash, we will need
to increase the size of the executive team.
We will be looking for a suitably qualified and
experienced CFO and COO during the latter
half of the year.
I would like to thank all of the Directors for
the unstinting dedication and hard work to
date under extremely trying circumstances.
Their resilience under fire has been truly
heartening.
Funding
We are pleased to have secured funding for
our immediate requirements. One of the
Romanian mines should start generating cash
in September 2015. In addition PPGM is
expecting to be cash generative in the same
period. We are exploring debt finance as an
alternative-funding instrument, being mindful
of the significant dilution we have endured
over the last year.
Shareholding
As I thank the Directors, so too I thank the
shareholders, both new and old for their
support. We remain wholly committed to
bringing our assets to fruition and acting in
the best interests of our shareholders at all
times.
William Battershill
Group Chairman
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
3
STRATEGIC REPORT
Significant progress has been made during
the year in transforming the Company from
an exploration company to a mining company.
Romania has developed into a major area
of operation and Zambia has declined in
significance. Zimbabwe remains an area of
focus, but is constrained by negative investor
sentiment at present.
Additional mining opportunities in both
Romania and Zimbabwe are now available
to the Company and will be evaluated to
determine whether they are complementary
and value adding to the current portfolio of
mining operations. The growth opportunities
of the state mining company in Romania,
Remin SA, remain a key objective of Vast
following the due diligence exercise
previously carried out by the Group
on Remin’s chain of precious metal and
polymetallic mines. This awaits near term
new mining legislation which will facilitate the
process.
Significant transactions have been undertaken
and are highlighted below.
Cash spent and projects update
The Group opened the financial year with
cash of $0.6 million and closed it with $3.7
million. The issue of 508 million new ordinary
shares raised $3.8 million. The total cash
utilised in operating the Group was $2.9
million.
During the year the Group has disposed of
a number of assets, principally the Harare
office ($1.4 million - July 2014) and the
exploration aircraft ($0.2 million - February
2015). The cash realised from these sales has
been utilised in meeting the running costs of
a radically streamlined operation. $0.3 million
was spent in Romania and $1.0 million in
Zimbabwe while a total of $0.1 million was
spent in Zambia before the disposal of this
project in March 2015 (see below).
A further analysis of KPIs monitored by the
Group is given in the Directors’ report.
Romania
The acceleration of the evaluation of the
mining opportunities in Romania, referred
to in the September 2014 interim report,
has borne fruit as the Company now has
two polymetallic mining projects in its
portfolio, whilst retaining its interest in other
opportunities through the work that has
already been undertaken in the state mining
company, Remin SA.
The first major development in Romania is
the acquisition of the Baita Plai Polymetallic
Mine (BPPM), through the purchase of 80
per cent of the shares of Mineral Mining SA,
which is in administration (MMSA). Due to
the fact that MMSA was in administration, the
mining licence had been transferred to a state
owned company. The state mining company
is required to transfer the licence back to
MMSA provided MMSA becomes solvent and
properly funded. The funding made available
by the Company achieves this. The transfer
back of the licence is currently awaited, and
good practical progress has recently been
made in order to facilitate this. Details of the
acquisition and of the mine licence process
are further described in note 15.
The mine licence area contains eight skarn
pipes, the first two of which currently contain
the majority of the 1.8 million tonnes of
mineral resource, in situ grading 2.19%
copper; 128 g/t silver; 3.46% zinc; 3.07% lead
and 1.41 g/t gold.
This mine is fully developed to 18 levels
with all the necessary mining equipment,
ore transport and hoisting facilities in place.
Milling and flotation circuits are in place
enabling the Company to recommission
operations reasonably quickly and cost
effectively. Some of the equipment is old, but
serviceable, and will be replaced through an
orderly modernisation programme.
Significant areas of the unexplored skarn
pipes are accessible, subject to re-entry
procedures, and will enable the resources of
the Company to be increased and upgraded
in future.
4
VAST RESOURCES PLC
Strategic report
Following completion of the transfer of the
mining licence BPPM is expected to enter
production in late 2015.
In addition, the Group has acquired, after the
year-end and subject to registration at the
Romanian Trade Registry, a majority interest
in Sinarom Mining Group SRL, a company
that holds the mining rights in the Manaila
Polymetallic Mine (MPM) in Suceava County,
northern Romania. The mine has 1.8 million
tonnes of mineral resource, grading 1.17%
copper; 45.9 g/t silver; 1.86% zinc; 0.95%
lead; and 0.63 g/t gold. This is a working mine
which will underpin the metamorphosis of the
Group into a fully-fledged mining operation.
Production commenced in August 2015. A
sale of the first concentrate batch is now
being negotiated between different buyers.
The successful operation and expansion of
these two mines will be an excellent precursor
to the negotiations and securing of the larger
mines contained in the Remin SA group of
mines.
Zimbabwe Operations
- Pickstone-Peerless Gold Mine (PPGM)
A significant development in Zimbabwe
has been the acquisition of a partner in
the PPGM. In November 2014 the Group
received a major capital injection into
Dallaglio Investments (Private) Limited,
the Zimbabwean subsidiary which, through
subsidiaries, holds the mining rights to
the PPGM claims. This has enabled the
development of the mine to be completed
and the mine to be put into production. At
the date of reporting the construction of the
new facilities is substantially finished, mining
operations have commenced and the plant
has been commissioned and is in operation.
First sales are expected within days and
this will complete the transformation of
the Group’s activities in Zimbabwe from
exploration to production.
the Dalny Gold Mine proximal both to
Pickstone-Peerless Mine and to Giant Gold
Mine from Falgold for $8.5million due to
insufficient funding. Falgold was due to
repay $500,000 to the Group from the initial
deposit payment made to it. $417,000 of this
amount remains outstanding and is secured
by a charge undertaking on the Dalny Gold
Mine. Dalny Gold Mine remains an option
for a future development. Of interest is the
fact that another gold mining company in
Zimbabwe has successfully implemented this
process and is currently processing its ore
through the Dalny plant. This is a temporary
measure and so Vast may be able to revisit
this option for gold resources it currently
holds or may secure in the future.-
Staff rationalisation
The transformation from an exploration
venture into a mining Company has not
been achieved without some social cost.
While as many staff as possible have been
transferred to the new project, inevitably the
termination of exploration has resulted in
further redundancies. A final tranche of eight
staff were retrenched during the year, which
brings the complement of staff in the country
not directly involved in mining operations to
one. Coupled with the disposal of the Harare
office building this has radically reduced the
Group’s overhead expenditure in Zimbabwe.
Zambia
The Kalengwa Kasempa copper project
has been disposed of and the details of the
disposal are contained in note 13. The Group
retains ownership of the Nkombwa Hill
rare earth project and agreement has been
reached with the new owners of ACR Zambia
to facilitate the development of this property
over the next three years. In doing so, the
Group’s ownership will be diluted to 35%
of that held currently, but in a project which
should develop materially.
- Dalny Gold Mine
Vast was not able to proceed with this
transaction under which it sought to acquire
Fund raising
At the time of reporting prior to providing
for contingencies and new opportunities we
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
5
Strategic report
have identified an additional requirement
of $1.5 million working capital following
the acquisition of our interest in MPM.
This has resulted in a cash raising of
$2.0 million before costs through equity
placement and subscriptions announced
on 27 July and 7 August 2015. In the
event of any contingencies or limited scale
new opportunities that may arise our first
preference will be to raise debt finance.
Impairment of projects
A comprehensive review for impairment on all
the projects was undertaken. No impairment
was considered necessary. Further details of
the projects and split are contained in
note 11.
Risk management
The Board has identified the following as
being the principal strategic and operational
risks (in no order of priority)
• Risk – Going concern
The Group considers it has sufficient cash
for its immediate purposes. This position
could be undermined by unforeseen delays,
cost overruns or adverse commodity price
movements which could impact the Group’s
going concern status.
Mitigation/Comments
The Board will continue to engage potential
investors to aid understanding of the
fundamental strength of the Group’s
business so as to be in a position to attract
additional funding if required. The Board
will also whenever possible retain sufficient
cash margin to offset contingencies.
• Risk – Mining
Mining of natural resources involves
significant risk. Drilling and operating risks
include geological, geotechnical, seismic
factors, industrial and mechanical incidents,
technical failures, labour disputes and
environmental hazards.
Mitigation/Comments
Use of strong technical management
together with modern technology and
electronic tools assist in reducing risk in this
area. Good employee relations are also key
in reducing the exposure to labour disputes.
The Group is committed to following sound
environmental guidelines and is keenly
aware of the issues surrounding each
individual project.
• Risk - Commodity prices
Commodity prices are subject to
fluctuation in world markets and are
dependent on such factors as mineral
output and demand, global economic trends
and geo-political stability.
Mitigation/Comments
The Group’s management constantly
monitors mineral grades mined and cost of
production to ensure that mining output
remains economic at all times. Once output
stabilises beyond the initial development
phase, it will be possible to hedge future
price fluctuations by entering into forward
selling contracts. Beyond that the Group
aims to remain a low cost producer.
• Risk - Retention of Key Personnel
The successful achievement of the Group’s
strategies, business plans and objectives
depends upon its ability to attract and
retain certain key personnel.
Mitigation/Comments
The Group is committed to the fostering of
a management culture where management
is empowered and where innovation and
creativity in the workplace is encouraged.
In order to retain key personnel it
has introduced a “Share Appreciation
Right Scheme” for directors and senior
executives, and will address a bonus
scheme for others.
• Risk - Country and Political
The Group’s operations are based in
Zimbabwe and Romania. Emerging market
economies could be subject to greater risks,
including legal, regulatory, economic and
political risks, and are potentially subject to
rapid change.
6
VAST RESOURCES PLC
Strategic report
international commodity markets, claim
holding costs and economic considerations.
Further details are included in notes 2 and
11 of the financial statements.
Outlook
The establishment of PPGM, BPPM and MPM
as operating and cash generating mines will
complete the transformation of Vast into a
metals mining and production company. New
mining opportunities will enable the Company
to expand and grow. Romania and Zimbabwe
are both developing very good technical
and financial management teams whose
commitment has made the transformation of
the Company possible.
The advice and support of fellow directors,
both at Vast and at subsidiary levels, has
been invaluable. The cordial and positive
relationship that has developed with our joint
venture partners, Grayfox, in Zimbabwe,
augers well for the future development of the
PPGM and the Giant Gold Mine.
A special note of thanks to the operational
management teams in both Romania and
Zimbabwe who have significantly contributed
to the transformation of Vast into a mining
company. They have worked to very tight
timelines, often in difficult circumstances, but
delivered what was required.
On behalf of the Board
Roy A. Pitchford
Group Chief Executive Officer
Mitigation/Comments
The Group’s management team is highly
experienced in its areas of operation. The
Group routinely monitors political and
regulatory developments in each of its
countries of operation. In addition, the
Group actively engages in dialogue with
relevant Government representatives in
order to keep abreast of all key legal and
regulatory developments applicable to its
operations. The Group has a number of
internal processes and checks in place to
ensure that it is wholly compliant with all
relevant regulations in order to maintain
its mining or exploration licences within
each country of operation. In Zimbabwe
the Group will take the necessary steps to
comply with the Indigenisation Regulations.
These country risks are further addressed
in the Notes to the Financial Statements.
• Risk - Social, Safety and Environmental
The Group’s success may depend upon
its social, safety and environmental
performance, as failures can lead to delays
or suspension of its mining activities.
Mitigation/Comments
The Group takes its responsibilities in
these areas seriously and monitors its
performance across these areas on a
regular basis.
• Risk - Impairment of intangible assets
The Group has licences or claims over a
number of discrete areas of exploration.
Review of deferred exploration expenses
involves significant judgement and this
increases the risk of misstatement.
Mitigation/Comments
It is the Group’s policy for the Board to
review progress every quarter on each area
in order to approve the timing and amount
of further expenditure or to decide that
no further expenditure is warranted. If no
further expenditure is warranted for any
area then the related costs will be written
off. The Board measures progression in
each of its claim areas based on a number of
factors including specific technical results,
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
7
REPORT OF THE DIRECTORS for the year ended 31 March 2015
The Directors present their report together with the
audited financial statements for the year ended
31 March 2015.
Results and dividends
The Group Statement of Comprehensive Income is set out
on page 15 and shows the loss for the year.
The Directors do not recommend the payment of a dividend
(2014: nil).
Principal activities, review of business and
future developments
The Group is engaged in the exploration for and
development of mineral projects in Sub-Saharan Africa
and Eastern Europe. Since incorporation the Group has
built an extensive and interesting portfolio of projects
in Zimbabwe and more recently in Romania. Both the
Chairman’s and Strategic Reports on pages 3 to 7 provide
further information on the Group’s projects and a review of
the business.
The Directors consider the Group’s key performance
indicators to be the rate of utilisation of the Group’s cash
resources and the on-going control of its mining costs and
production facilities. These are detailed below.
Cash Resources
As can be seen from the statement of financial position,
cash resources for the Group at 31 March 2015 were
approximately $3.7 million (2014: $0.6 million). During the
year the cash outflows from operations were $2.9 million
(2014: $4.1 million) and from investing activities was $1.4
million (2014: $6.3 million). The Directors monitor the cash
position of the Group closely and seek to ensure that there
are sufficient funds within the business to allow the Group
to meet its commitments and continue the development
of the assets. The net monthly cash expenditure in the
year to March 2015 was approximately $325,000 (2014:
$870,000). Much of the cash spent was on Pickstone-
Peerless Gold Mine with the objective of creating cash-
generative operations in the near term.
The Directors closely monitor the development of the
Group’s assets and focus in particular on ensuring that
the regulatory requirements of the licences are in good
standing at all times, that any capital expenditure on the
assets is closely controlled and monitored and that, as the
Group nears first production from its Pickstone-Peerless
Gold Mine, the forward price of gold is reviewed. Details of
the Group’s spend on capital items in the year are set out in
notes 8 and 9 of the financial statements.
The loss arising from activities during the year of $6.8
million ($11.7 million) differs from the cash outflows mainly
due to the loss on discontinued operations in Zambia. The
business continues to focus on its key assets.
Financial instruments
Details of the use of financial instruments by the Company
and its subsidiary undertakings are contained in note 21 of
the financial statements.
Directors
The Directors who served during the year and up to the date hereof were as follows:-
Date of Appointment
Date of Resignation
5 April 2005
7 April 2014
30 May 2014
30 May 2014
27 May 2005
22 March 2006
24 April 2013
-
-
-
-
29 May 2014
29 May 2014
29 May 2014
Roy Tucker
Roy Pitchford
William Battershill
Eric Kevin Diack
* Stuart Bottomley
* Michael Kellow
* Neville Nicolau
* Former Director
8
VAST RESOURCES PLC
Report of the directors
Directors’ interests
The interests in the shares of the Company of the Directors who served during the year were as follows:-
Ordinary Shares
held at 31
March 2015
70,913,375
8,026,000
-
9,704,509
400,000
-
26,398,717
115,442,601
Share Options
held at 31
March 2015
Ordinary Shares
held at 31
March 2014
Share Options
held at 31
March 2014
-
500,000
-
3,500,000
2,000,000
-
3,500,000
9,500,000
15,700,395
8,026,000
-
9,704,509
400,000
-
9,668,417
43,499,321
-
-
-
3,500,000
2,000,000
-
3,500,000
9,000,000
Outstanding at
31 March 2014
Movements
Issued
Lapsed
during year
Outstanding at
31 March 2015
Vesting
Final
date Exercise date
William Battershill
* Stuart Bottomley
Eric Diack
* Michael Kellow
* Neville Nicolau
Roy Pitchford
Roy Tucker
Total
Share options
Exercise
price
* Stuart Bottomley
2.0p
* Michael Kellow
-
500,000
5.0p
3,500,000
* Neville Nicolau
4.0p
2,000,000
Roy Tucker
5.0p
3,500,000
-
-
-
Total
9,000,000
500,000
* Former Director
-
-
-
-
-
500,000
Jan-15
Dec-16
3,500,000 50% Aug-12;
50% Aug-13
Aug-15
2,000,000
May-14
Mar-16
3,500,000 50% Aug-12;
50% Aug-13
Aug-15
9,500,000
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
9
Report of the directors
Employee Benefit Trust
The following shares are held in an unapproved Employee Benefit Trust. The Director’s beneficial interest in these shares is
as follows:
Subscription
price
Outstanding at
31 March
2014
Exercised
during last
12 months
Granted
during last
12 months
* Stuart Bottomley 8.75p
1,500,000
9.00p
750,000
6.00p
1,000,000
3,250,000
* Michael Kellow
8.75p
2,000,000
9.00p
1,000,000
6.00p
3,500,000
6,500,000
Roy Tucker
8.75p
1,500,000
9.00p
750,000
6.00p
2,750,000
5,000,000
15,250,000
Total
See Note 23 for further details of the EBT
* Former Director
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Exercise
date
50% Jul-10
and 50% Jul-11
50% Aug-11
and 50% Aug-12
50% Aug-12
and 50% Aug-13
50% Jul-10
and 50% Jul-11
50% Aug-11
and 50% Aug-12
50% Aug-12
and 50% Aug-13
50% Jul-10
and 50% Jul-11
50% Aug-11
and 50% Aug-12
50% Aug-12
and 50% Aug-13
Outstanding at
31 March
2015
1,500,000
750,000
1,000,000
3,250,000
2,000,000
1,000,000
3,500,000
6,500,000
1,500,000
750,000
2,750,000
5,000,000
15,250,000
10
VAST RESOURCES PLC
Report of the directors
Directors’ remuneration
2015
* Stuart Bottomley
William Battershill
Eric Diack
* Michael Kellow
* Neville Nicolau
Roy Pitchford
Roy Tucker
2014
* Stuart Bottomley
* Craig Hutton
* Michael Kellow
* Lloyd Manokore
* Neville Nicolau
Roy Tucker
* Former Director
Salary/
Fees
$’000
Termination
Payments
$’000
Pension
$’000
Medical
aid
$’000
Total
2015
$’000
16
81
73
28
11
188
165
562
60
228
280
71
60
220
919
-
-
-
-
-
-
-
-
-
340
-
-
-
-
340
-
-
-
3
-
-
-
3
-
-
19
-
-
-
19
-
-
-
-
-
-
-
-
-
-
4
-
-
-
4
16
81
73
31
11
188
165
565
60
568
303
71
60
220
1,282
Part of the remuneration of Roy Tucker represents UK office services which are provided by Roy Tucker under his
consultancy contract at his expense. His remuneration also includes irrecoverable VAT. Of the remuneration paid, $11,800
(2014: $55,692) has been settled by the issue of shares.
Of the remuneration to Michael Kellow, $6,296 (2014: $59,533) has been settled by the issue of shares.
The Company has qualifying third party indemnity provisions for the benefit of the Directors.
Auditors
All of the current Directors have taken all the steps that they ought to have taken to make themselves aware of any
information needed by the Company’s auditors for the purposes of their audit and to establish that the auditors are aware
of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware.
Events after the reporting date
This is more fully disclosed in note 29
By order of the Board
Roy Tucker
Secretary
11 September 2015
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
11
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
The Directors are responsible for keeping
adequate accounting records that are
sufficient to show and explain the Company’s
transactions and disclose with reasonable
accuracy at any time the financial position
of the Company and enable them to ensure
that the financial statements comply
with the requirements of the Companies
Act 2006. They are also responsible for
safeguarding the assets of the Company and
hence for taking reasonable steps for the
prevention and detection of fraud and other
irregularities.
Website publication
The Directors are responsible for ensuring
the annual report and the financial statements
are made available on a website. Financial
statements are published on the Company’s
website in accordance with legislation in the
United Kingdom governing the preparation
and dissemination of financial statements,
which may vary from legislation in other
jurisdictions. The maintenance and integrity
of the Company’s website is the responsibility
of the Directors. The Directors’ responsibility
also extends to the ongoing integrity of the
financial statements contained therein.
The Directors are responsible for preparing
the Strategic and Directors’ reports and
the financial statements in accordance with
applicable law and regulations.
Company law requires the Directors to
prepare financial statements for each financial
year. Under that law the Directors have
elected to prepare the Group and Company
financial statements in accordance with
International Financial Reporting Standards
(IFRSs) as adopted by the European Union.
Under company law the Directors must not
approve the financial statements unless
they are satisfied that they give a true and
fair view of the state of affairs of the Group
and Company and of the profit or loss of the
Group for that year. The Directors are also
required to prepare financial statements
in accordance with the rules of the London
Stock Exchange for companies trading
securities on the Alternative Investment
Market.
In preparing these financial statements, the
Directors are required to:
• select suitable accounting policies and
then apply them consistently;
• make judgements and accounting
estimates that are reasonable and
prudent;
• state whether they have been
prepared in accordance with IFRSs
as adopted by the European Union,
subject to any material departures
disclosed and explained in the financial
statements;
• prepare the financial statements on
the going concern basis unless it is
inappropriate to presume that the
Company will continue in business.
12
VAST RESOURCES PLC
INDEPENDENT AUDITORS REPORT to the members of VAST Resources plc
We have audited the financial statements
of Vast Resources Plc for the year ended
31 March 2015 which comprise the Group
Statement of comprehensive income, the
Group and Company statement of changes in
equity, the Group and Company statements
of financial position, the Group and Company
statements of cash flows and the related
notes. The financial reporting framework
that has been applied in their preparation is
applicable law and International Financial
Reporting Standards (IFRSs) as adopted by
the European Union and, as regards to the
parent company financial statements, as
applied in accordance with the provisions of
the Companies Act 2006.
This report is made solely to the Company’s
members, as a body, in accordance with
Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken
so that we might state to the Company’s
members those matters we are required
to state to them in an auditor’s report and
for no other purpose. To the fullest extent
permitted by law, we do not accept or assume
responsibility to anyone other than the
Company and the Company’s members as a
body, for our audit work, for this report, or for
the opinions we have formed.
Respective responsibilities of
directors and auditors
As explained more fully in the Statement of
Directors’ responsibilities, the Directors
are responsible for the preparation of
the financial statements and for being
satisfied that they give a true and fair view.
Our responsibility is to audit and express
an opinion on the financial statements
in accordance with applicable law and
International Standards on Auditing (UK
and Ireland). Those standards require us to
comply with the Financial Reporting Council’s
(FRC’s) Ethical Standards for Auditors.
Scope of the audit of the financial
statements
A description of the scope of an audit
of financial statements is provided on
the FRC’s website at www.frc.org.uk/
auditscopeukprivate.
Opinion on financial statements
In our opinion:
• the financial statements give a true and fair
view of the state of the Group’s and the
parent company’s affairs as at 31 March
2015 and of the Group’s loss for the year
then ended;
• the Group financial statements have been
properly prepared in accordance with
IFRSs as adopted by the European Union;
• the parent company financial statements
have been properly prepared in accordance
with IFRSs as adopted by the European
Union and as applied in accordance with
the provisions of the Companies Act 2006;
and
• the financial statements have been
prepared in accordance with the
requirements of the Companies Act 2006.
Emphasis of Matter - Going concern
In forming our opinion on the financial
statements, which is not modified, we have
considered the adequacy of the disclosures
made in Note 1 to the financial statements
concerning the Group’s and Company’s ability
to continue as a going concern. Further funds
will be required to finance the Group’s and
Company’s working capital requirements and
the development of the Group’s Romanian
assets. If cash flow from existing sources
was not sufficient to meet the Group’s
commitments the Directors are confident
that additional funds could be successfully
raised from other sources. However, they
have no binding agreements in place to date.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
13
Independent Auditors report
These conditions indicate the existence
of a material uncertainty which may cast
significant doubt about the Group’s and
Company’s ability to continue as a going
concern. The financial statements do not
include the adjustments that would result
if the Company was unable to continue as a
going concern.
Matters on which we are required
to report by exception
We have nothing to report in respect of the
following matters where the Companies Act
2006 requires us to report to you if, in our
opinion:
• adequate accounting records have not
been kept by the parent company, or
returns adequate for our audit have
not been received from branches not
visited by us; or
• the parent company financial
statements are not in agreement with
the accounting records and returns; or
• certain disclosures of Directors’
remuneration specified by law are not
made; or
• we have not received all the
information and explanations we
require for our audit.
Scott McNaughton
(Senior Statutory Auditor)
For and on behalf of BDO LLP,
statutory auditor
London
United Kingdom
11 September 2015
BDO LLP is a limited liability partnership
registered in England and Wales (with
registered number OC305127).
Emphasis of Matter -
Indigenisation Regulation
Zimbabwe
In forming our opinion on the financial
statements, which is not modified, we
have considered the adequacy of the
Directors’ disclosure of the impacts of the
Indigenisation Regulation in Zimbabwe,
(see basis of preparation in note 1 and note
27). This Regulation, as set in its present
format would require transfer of 51% of all
Zimbabwean projects to designated local
entities, and as explained in note 27, this
gives rise to a significant uncertainty over
the ability of the Group and Company to
realise the value of the Group’s assets. The
financial statements do not include the
adjustments that would result if 51% of
the Zimbabwean projects were required
to be transferred. These adjustments
would principally be significant impairment
of the Group’s Zimbabwean exploration
assets and the Company’s investment in
subsidiaries.
Opinion on other matters
prescribed by the Companies Act
2006
In our opinion the information given in the
Strategic report and Directors’ report for
the financial year for which the financial
statements are prepared is consistent with
the financial statements.
14
VAST RESOURCES PLC
GROUP STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 March 2015
Notes
23
11.1
11.2
3
5
13.5
15
Share option credit/(expense)
Other administrative expenses
Impairment of intangible assets
Project evaluation expenses
Administrative expenses
Operating loss
Finance income
Loss before and after taxation from continuing operations
Loss on discontinued operation, net of tax
Gain on business combination
Total loss for the year
Other comprehensive income/(loss)
Items that maybe reclassified subsequently to profit or loss
Gain/(loss) on available for sale financial assets
Total other comprehensive income/ (loss)
Total comprehensive loss for the year
Total comprehensive loss attributable to:
- the equity holders of the parent company
- non-controlling interests
31 March 2015
Group
$’000
31 March 2014
Group
$’000
25
(5,888)
-
(130)
(5,993)
(5,993)
3
(5,990)
(1,033)
169
(6,854)
18
18
(173)
(4,331)
(6,712)
(438)
(11,654)
(11,654)
4
(11,650)
-
-
(11,650)
(62)
(62)
(6,836)
(11,712)
(6,599)
(237)
(6,836)
(11,712)
-
(11,712)
Loss per share – basic and diluted
9
(0.77) cents
(1.48) cents
The accompanying accounting policies and notes on pages 20 - 54 form an integral part of these financial statements.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
15
GROUP STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2015
Attributable to owners of the parent company
Share
capital
Share
premium
Share
option
reserve
Group
$’000
$’000
$’000
Foreign Available
currency
for sale
translation
reserve
reserve
$’000
$’000
EBT Retained
deficit
reserve
Total
Non-
controlling
interests
Total
$’000
$’000
$’000
$’000
$’000
At 31 March 2013
14,004
62,751
331
(1,843)
31
(3,944)
(27,428) 43,902
-
43,902
Loss for the year
Other comprehensive losses
Total comprehensive loss for the year
Share option charge
Shares issued:
-
-
-
-
-
-
-
-
-
-
-
173
-
-
-
-
-
-
(11,650) (11,650)
-
(11,650)
(62)
(62)
-
-
(62)
-
(62)
-
(11,650) (11,712)
-
(11,712)
-
-
-
173
- to settle liabilities (including Directors)
71
142
-
-
-
-
-
213
At 31 March 2014
14,075
62,893
504
(1,843)
(31)
(3,944)
(39,078) 32,576
-
-
-
173
213
32,576
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Share option credit
Interest in mining asset
Acquired through business combination
- Dalaglio Investments (Pvt) Ltd
- Mineral Mining SA
Shares issued:
-
-
-
-
-
-
-
- for cash consideration
715
3,089
- to settle liabilities (including Directors)
245
123
-
-
-
-
-
-
-
(25)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(6,786)
(6,786)
(237)
(7,023)
18
18
-
169
187
-
187
-
(6,617)
(6,599)
(237)
(6,836)
-
-
-
(25)
-
(25)
-
-
-
-
-
-
-
-
-
-
(7,404)
(7,404)
9,403
1,999
-
-
-
-
-
-
2,000
2,000
(198)
(198)
3,804
368
-
-
3,804
368
At 31 March 2015
15,035
66,105
479
(1,843)
(13)
(3,944)
(53,099) 22,720
10,968
33,688
The accompanying accounting policies and notes on pages 20 to 54 form an integral part of these financial statements
16
VAST RESOURCES PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2015
Share
capital
Share
premium
Share
option
reserve
Company
$’000
$’000
$’000
Foreign
currency
translation
reserve
$’000
Available
for sale
reserve
EBT
reserve
Retained
deficit
Total
$’000
$’000
$’000
$’000
At 31 March 2013
14,004
62,751
331
(4,954)
14
(3,944)
(24,300)
43,902
Loss for the year
Other comprehensive income
-
-
Total comprehensive loss for the year
-
Share option charge
-
-
-
-
-
-
-
-
173
-
-
-
-
-
(13)
(13)
-
-
-
-
-
(11,699)
(11,699)
-
(13)
(11,699)
(11,712)
-
173
Shares issued:
- to settle liabilities
(including Directors)
71
142
-
-
At 31 March 2014
14,075
62,893
504
(4,954)
Loss for the year
Other comprehensive income
Total comprehensive loss
for the year
Share option credit
Shares issued:
-
-
-
-
-
-
-
-
- for cash consideration
715
3,089
- to settle liabilities
(including Directors)
245
123
-
-
-
(25)
-
-
-
-
-
-
-
-
At 31 March 2015
15,035
66,105
479
(4,954)
-
1
-
4
4
-
-
-
5
-
-
213
(3,944)
(35,999)
32,576
-
-
-
-
-
-
(6,039)
(6,039)
-
4
(6,039)
(6,035)
-
(25)
-
3,804
-
368
(3,944)
(42,038)
30,688
The accompanying accounting policies and notes on pages 20 - 54 form an integral part of these financial statements.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
17
GROUP & COMPANY STATEMENTS OF FINANCIAL POSITION
as at 31 March 2015
ASSETS
Non-current assets
Intangible assets
Property, plant and equipment
Investment in subsidiaries
Loan to group companies
Current assets
Inventory
Receivables
Available for sale investments
Cash and cash equivalents
Restricted cash
Total current assets
Total Assets
EQUITY AND LIABILITIES
Capital and reserves attributable
to equity holders of the Parent
Share capital
Share premium
Share option reserve
Foreign currency translation reserve
Available for sale reserve
EBT reserve
Retained deficit
Non-controlling interest
Total equity
Non-current liabilities
Secured borrowings
Current liabilities
Trade and other payables
Total liabilities
Total Equity and Liabilities
Note
11
12
13
14
16
17
18
21
22
22
24
24
24
24
24
25
19
20
2015
Group
$’000
8,739
22,621
-
-
2014
Group
$’000
28,710
2,683
-
-
31,360
31,393
65
4,134
24
3,090
637
7,950
39,310
15,035
66,105
479
(1,843)
(13)
(3,944)
(53,099)
22,720
10,968
33,688
1,555
4,067
5,622
39,310
1
1,180
6
568
-
1,755
33,148
14,075
62,893
504
(1,843)
(31)
(3,944)
(39,078)
32,576
-
32,576
-
572
572
33,148
2015
Company
$’000
2014
Company
$’000
185
75
218
29,256
29,734
-
345
5
2,330
-
2,680
32,414
15,035
66,105
479
(4,954)
5
(3,944)
(42,038)
30,688
-
30,688
-
1,726
1,726
32,414
1,580
1,455
218
29,300
32,553
-
23
1
467
-
491
33,044
14,075
62,893
504
(4,954)
1
(3,944)
(35,999)
32,576
-
32,576
-
468
468
33,044
The accompanying accounting policies and notes on pages 20 to 54 form an integral part of these financial statements. The
financial statements on pages 15 to 54 were approved and authorised for issue by the Board of Directors on 11 September
2015 and were signed on its behalf by:
Roy C Tucker
Director
11 September 2015
18
Registered number 05414325
VAST RESOURCES PLC
GROUP & COMPANY STATEMENTS OF CASH FLOW
for the year ended 31 March 2015
CASH FLOW FROM OPERATING ACTIVITES
Note
Loss for the year
Adjustments for:
Depreciation
Impairment charge on intangible assets
11.1
Impairment charge on advances to group companies
18
15
13
23
Unrealised exchange loss/(gain)
Write-off of financial assets
Profit on sale of property, plant and equipment
Gain on business combination
Loss on discontinued operations
Liabilities settled in shares
Share option (credit) /charges
Changes in working capital:
(Increase)/decrease in receivables
(Increase)/decrease in inventories
Increase/(decrease) in payables
Cash used in operations
Investing activities:
Payments to acquire intangible assets
Payments to acquire property, plant and equipment
12
Proceeds on disposal of property, plant and equipment
Payments to acquire subsidiary company
Restricted cash movement
Increase in loan to group companies
Financing activities:
Proceeds from the issue of ordinary shares, net of issue costs
Proceeds from investment by Grayfox Investments (Pvt) Ltd
Proceeds from Secured loan
Increase / (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Exchange (loss)/gain on cash and cash equivalents
Cash and cash equivalents at end of year*
2015
Group
$’000
2014
Group
$’000
2015
Company
$’000
2014
Company
$’000
(6,854)
(11,650)
(6,039)
(11,699)
465
-
-
217
-
(120)
(169)
1,033
368
(25)
50
6,712
-
(55)
22
(52)
-
-
213
173
40
-
-
234
-
(168)
-
-
368
(25)
28
1,459
8,503
(55)
-
-
-
-
213
173
(5,085)
(4,587)
(5,590)
(1,378)
(654)
(4)
1,503
845
725
10
(265)
470
(322)
-
1,258
(936)
151
-
220
371
(4,240)
(4,117)
(4,654)
(1,007)
(63)
(394)
1,536
(522)
(637)
-
(80)
3,804
1,700
1,555
7,059
2,739
568
(217)
3,090
(6,050)
(335)
53
-
-
-
(6,332)
-
-
-
-
(10,449)
10,962
55
568
(65)
-
1,508
-
-
(1,504)
2,947
3,804
-
-
3,804
2,097
467
(234)
2,330
(104)
(23)
-
-
-
(8,826)
(8,953)
-
-
-
-
(9,960)
10,372
55
467
The accompanying notes and accounting policies on pages 20 to 54 form an integral part of these financial statements
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
19
STATEMENT OF ACCOUNTING POLICIES
for the year ended 31 March 2015
1 Accounting Policies
Basis of preparation and going concern assessment
Changes in Accounting Policies
New and amended Standards effective for 31 March 2015
year-end adopted by the Group:
The following new standards and amendments to standards
are mandatory for the first time for the Group for
financial year beginning 1 April 2014. Except as noted, the
implementation of these standards is not expected to have a
material effect on the Group.
a) New standards, interpretations and amendments
effective from 1 April 2014
The following new standards, interpretations and
amendments, which are effective for period beginning
1 April 2014:
Annual Improvements to IFRSs 2010-2012 Cycle 2
Annual Improvements to IFRSs 2011- 2013 Cycle 3
IFRS 10
Consolidated Financial Statement
IFRS 11
Joint Arrangement
IFRS 12
Disclosure of Interest in Other Entities
IAS 27
IAS 28
Investment Entities
Investment in Associate and Joint Venture
2 Effective for periods beginning on or after 1 February 2015
3 Effective for periods beginning on or after 1 January 2014
No other IFRS issued and adopted are expected to have an
impact on the Group’s financial statements. All other new
standards and interpretations that were effective for the
year ended 31 March 2015 have been adopted, but have
not had a material effect on the Group.
The principal accounting policies adopted in the preparation
of the financial information are set out below. The policies
have been consistently applied throughout the current
year and prior year, unless otherwise stated. These
financial statements have been prepared in accordance
with International Financial Reporting Standards (IFRSs
and IFRIC interpretations) issued by the International
Accounting Standards Board (IASB) as adopted by the
European Union and with those parts of the Companies
Act 2006 applicable to companies preparing their accounts
under IFRS.
The consolidated financial statements incorporate
the results of Vast Resources plc and its subsidiary
undertakings as at 31 March 2015.
The financial statements are prepared under the historical
cost convention on a going concern basis.
At the date of issue of these financial statements the Group
has sufficient cash resources to support minimum spend
requirements and general overheads for the next twelve
months. However further funds may be required to finance
the Group’s and Company’s working capital requirements,
and the development of the Group’s Romanian assets. If the
Romanian assets do not provide the Group with sufficient
cash flow to meet the Group’s commitments the Directors
are confident that additional funds could be successfully
raised from other sources. However, the Company does
not have any binding agreement in place to date. These
conditions indicate the existence of material uncertainty
which may cast significant doubt about the Group and
Company’s ability to continue as a going concern. The
financial statements do not include the adjustment that
would result if the Company was unable to continue as a
going concern.
The Zimbabwean Government’s policy on indigenisation
as set in its present format creates an obligation for the
Group. The full effect that this legislation might have on the
operations of the Group is yet to be quantified and is subject
to significant uncertainty over the ability of the Group and
Company to realise the value of the Group’s assets. Further
details on indigenisation in note 27.
20
VAST RESOURCES PLC
Statement of accounting policies
b) New standards, interpretations and amendments not yet
effective
The following new standards, interpretations and
amendments, which are not effective for periods
beginning 1 April 2015 and which have not been early
adopted, will or may have an effect on the Company’s
statements:
IFRS 9
Financial Instruments5
IFRS 11 (Amendments)
Accounting for Acquisitions of Interests in Joint
Operations3
IFRS 14
Regulatory Deferral Accounts3
IFRS 15
Revenue from Contracts with Customers4
IAS 16 (Amendments)
Clarification of Acceptable Methods of Depreciation and
Amortisation3
IAS 19 (Amendments)
Defined Benefit Plans: Employee Contributions1
IAS 38 (Amendments)
Clarification of Acceptable Methods of Depreciation and
Amortisation3
Improvements to IFRSs
Annual Improvements 2010-2012 Cycle2
Improvements to IFRSs
Annual Improvements 2011-2013 Cycle1
Improvements to IFRSs
Annual Improvements 2012-2014 Cycle3
1 Effective for annual periods beginning on or after 1 July 2014
2 Effective for annual periods beginning, or transactions occurring, on or after
1 July 2014
3 Effective for annual periods beginning on or after 1 January 2016
4 Effective for annual periods beginning on or after 1 January 2017
5 Effective for annual periods beginning on or after 1 January 2018
The above standards, interpretations and amendments are
not expected to significantly affect the Group’s results or
financial position. The adoption of IFRS 9 will eventually
replace IAS 39 in its entirety and consequently may
have a material effect on the presentation, classification,
measurement and disclosures of the Group’s financial
instruments.
Areas of estimates and judgement
The preparation of the Group financial statements in
conformity with generally accepted accounting principles
requires the use of estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure
of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues
and expenses during the reporting period. Although these
estimates are based on management’s best knowledge of
current events and actions, actual results may ultimately
differ from those estimates. The estimates and assumptions
that have a significant risk of causing a material adjustment
to the carrying amounts of assets and liabilities in the next
financial year are discussed below:
a) Useful lives of property, plant & equipment
Property, plant and equipment are depreciated over their
useful economic lives. Useful economic lives are based on
management’s estimates of the period that the assets will
be in operational use, which are periodically reviewed for
continued appropriateness. Due to the long life of certain
assets, changes to estimates used can result in significant
variations in the carrying value. More details, including
carrying values, are included in note 12 to the financial
statements.
b) Impairment of intangibles and mining assets
The Group reviews, on an annual basis, whether deferred
exploration costs, mining options and licence acquisition
costs have suffered any impairment. The recoverable
amounts are determined based on an assessment of
the economically recoverable mineral reserves, the
ability of the Group to obtain the necessary financing to
complete the development of the reserves and future
profitable production or proceeds from the disposition of
recoverable reserves. Actual outcomes may vary. More
details, including carrying values, are included in note 11
to the financial statements.
c) Share based payments
The Group operates an equity settled and cash settled
share based remuneration scheme for key employees.
Employee services received, and the corresponding
increase in equity, are measured by reference to the fair
value of equity instruments at the date of grant.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
21
Statement of accounting policies
In addition, the Group may frequently enter into financial
arrangements which involve the convertibility of part or
all of the liabilities assumed under these arrangements
into shares in the parent company, under an option
arrangement.
The fair value of these share options is estimated by
using the Black Scholes model on the date of grant
based on certain assumptions. Those assumptions are
described in note 21 and include, among others, the
expected volatility and expected life of the options.
d) Going concern and intercompany loan recoverability
The Group’s cash flow projections which have used
conservative assumptions on forward commodity prices
indicate that the Group should have sufficient resources
to continue as a going concern. Should the projections
not be realised the Group’s going concern would
depend on the success of future fund raising initiatives.
The recoverability of inter-company loans advanced
by the Company to subsidiaries depends also on the
subsidiaries realising their cash flow projections.
e) Estimates of fair value
The Group may enter into financial instruments which
are required by IFRS to be recorded at fair value
within the financial statements. In determining the fair
value of such instruments the Directors are required
to apply judgement in selecting the inputs used in
valuation models such as the Black Scholes or Monte
Carlo model. Inputs over which the Directors may be
required to form judgements relate to, et al, volatility
rates, vesting periods, risk free interest rates, commodity
price assumptions and discount rate. In addition
where a valuation requires more complex fair value
considerations the Directors may appoint third party
advisers to assist in the determination of fair value.
The fair value measurement of the Group’s financial
and non-financial assets and liabilities utilises market
observable inputs and data as far as possible. Inputs used
in determining fair value measurements are categorised
into different levels based on how observable the inputs
used in the valuation technique utilised are (the ‘fair
value hierarchy’):
The classification of an item into the above levels is based
on the lowest level of the inputs used that has a significant
effect on the fair value measurement of the item.
Basis of consolidation
Where the Company has control over an investee, it is
classified as a subsidiary. The Company controls an investee
if all three of the following elements are present: power
over the investee, exposure to variable returns from the
investee, and the ability of the investor to use its power
to affect those variable returns. Control is reassessed
whenever facts and circumstances indicate that there may
be a change in any of these elements of control.
De-facto control exists in situations where the Company
has the practical ability to direct the relevant activities of
the investee without holding the majority of the voting
rights. In determining whether de-facto control exists the
Company considers all relevant facts and circumstances,
including:
• The size of the Company’s voting rights relative to
both the size and dispersion of other parties who hold
voting rights
• Substantive potential voting rights held by the
Company and by other parties
• Other contractual arrangements
• Historic patterns in voting attendance.
The consolidated financial statements present the results
of the Company and its subsidiaries (“the Group”) as if
they formed a single entity. Intercompany transactions
and balances between group companies are therefore
eliminated in full.
The consolidated financial statements incorporate the
results of business combinations using the acquisition
method. In the statement of financial position, the
acquiree’s identifiable assets, liabilities and contingent
liabilities are initially recognised at their fair values at the
acquisition date. The results of acquired operations are
included in the consolidated statement of comprehensive
income from the date on which control is obtained. They are
deconsolidated from the date on which control ceases.
Level 1: Quoted prices in active markets for
identical items (unadjusted)
Level 2: Observable direct or indirect inputs other
than Level 1 inputs
Level 3: Unobservable inputs (i.e. not derived from
market data).
Business combinations
The financial information incorporates the results of
business combinations using the purchase method. In the
statement of changes in equity, the acquirer’s identifiable
assets, liabilities and contingent liabilities are initially
recognised at their fair values at the acquisition date. The
results of acquired operations are included in the Group
22
VAST RESOURCES PLC
Statement of accounting policies
statement of comprehensive income from the date on
which control is obtained. The assets acquired have been
valued at their fair value. Any excess of consideration
paid over the fair value of the net assets acquired is
allocated to the mining asset. Any excess fair value over the
consideration paid is considered to be negative goodwill
and is immediately recorded within the income statement.
Where business combinations are discontinued, whether by
closure or disposal to third parties, any resultant gain or loss
on the discontinued operation is identified separately and
dealt with in the Group’s consolidated income statement as
a separate item.
Employee Benefit Trust (“EBT”)
The Company has established an Employee Benefit Trust.
The assets and liabilities of this trust comprise shares
in the Company and loan balances due to the Company.
The Company includes the EBT within its accounts and
therefore recognises an EBT reserve in respect of the
amounts loaned to the EBT and used to purchase shares
in the Company. Any cash received by the EBT on disposal
of the shares it holds will be recognised directly in equity.
Any shares held by the EBT are treated as cancelled for the
purposes of calculating earnings per share.
Financial assets
The Group’s financial assets consist of cash and cash
equivalents, other receivables and available for sale
investments. The Group’s accounting policy for each
category of financial asset is as follows:
Loans and receivables
These assets are non-derivative financial assets with
fixed or determinable payments that are not quoted in an
active market. They are initially recognised at fair value
plus transaction costs that are directly attributable to
their acquisition or issue, and are subsequently carried at
amortised cost using the effective interest rate method, less
provision for impairment.
Impairment provisions are recognised when there is
objective evidence (such as significant financial difficulties
on the part of the counterparty or default or significant
delay in payment) that the Group will be unable to collect
all of the amounts due under the terms receivable, the
amount of such a provision being the difference between
the net carrying amount and the present value of the
future expected cash flows associated with the impaired
receivable. For receivables, which are reported net, such
provisions are recorded in a separate allowance account
with the loss being recognised within administrative
expenses in the statement of comprehensive income. On
confirmation that the receivable will not be collectable, the
gross carrying value of the asset is written off against the
associated provision.
The Group’s loans and receivables comprise other
receivables and cash and cash equivalents in the statement
of financial position.
Cash and cash equivalents
Comprises cash on hand and balances with banks. Cash
equivalents are short term, highly liquid accounts that are
readily converted to known amounts of cash. They include
short term bank deposits and short term investments.
Any cash or bank balances that are subject to any restrictive
conditions, such as cash held in escrow pending the
conclusion of conditions precedent to completion of a
contract, are disclosed separately as “Restricted cash”.
There is no significant difference between the carrying
value and fair value of receivables.
Available for sale
Non-derivative financial assets not included in the
categories above are classified as available-for-sale and
comprise the Group’s strategic investments in entities not
qualifying as subsidiaries, associates or jointly controlled
entities. They are carried at fair value with changes in fair
value recognised directly in equity. Where a decline in the
fair value of an available-for-sale financial asset constitutes
evidence of impairment, for example if the decline is
significant or prolonged, the amount of the loss is removed
from equity and recognised in the profit or loss for the year.
Financial liabilities
The Group’s financial liabilities consist of trade and other
payables (including short term loans) and long term secured
borrowings. These are initially recognised at fair value and
subsequently carried at amortised cost, using the effective
interest method. Where any liability carries a right to
convertibility into shares in the Group, the fair value of the
equity and liability portions of the liability is determined at
the date that the convertible instrument is issued, by use of
appropriate discount factors.
Foreign currency
The functional currency of the Company and all of its
subsidiaries is the United States Dollar, which is the
currency of the primary economic environment in which the
Company and all of its subsidiaries operate.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
23
Statement of accounting policies
Transactions entered into by the Group entities in a
currency other than the currency of the primary economic
environment in which it operates (the “functional currency”)
are recorded at the rates ruling when the transactions
occur. Foreign currency monetary assets and liabilities are
translated at the rates ruling at the date of the statement
of financial position. Exchange differences arising on the
retranslation of unsettled monetary assets and liabilities
are similarly recognised immediately in profit or loss, except
for foreign currency borrowings qualifying as a hedge of a
net investment in a foreign operation.
The exchange rates applied at each reporting date were as
follows:
• 31 March 2015
$1.4836:£1
• 31 March 2014
$1.6642:£1
• 31 March 2013
$1.5209:£1
Goodwill
Goodwill represents the excess of the cost of a business
combination over the total acquisition date fair value of
the identifiable assets, liabilities and contingent liabilities
acquired. Cost comprises the fair value of assets given,
liabilities assumed and equity instruments issued, plus
the amount of any non-controlling interests in the
acquiree plus, if the business combination is achieved in
stages, the fair value of the existing equity interest in the
acquiree. Contingent consideration is included in cost at
its acquisition date fair value and, in the case of contingent
consideration classified as a financial liability, re-measured
subsequently through profit or loss. Any direct costs of
acquisition are recognised immediately as an expense.
Goodwill is capitalised as an intangible asset with any
impairment in carrying value being charged to the
consolidated statement of comprehensive income.
Where the fair value of identifiable assets, liabilities and
contingent liabilities exceed the fair value of consideration
paid, the excess is credited in full to the consolidated
statement of comprehensive income on the acquisition
date.
Intangible assets
Deferred development and exploration costs
Once a licence has been obtained, all costs associated
with mining property development and investment
are capitalised on a project-by-project basis pending
determination of the feasibility of the project. Costs
incurred include appropriate technical and administrative
expenses but not general overheads. If a mining property
development project is successful, the related expenditures
are amortised over the estimated life of the commercial ore
reserves on a unit of production basis. Where a licence is
relinquished, a project is abandoned, or is considered to be
of no further commercial value to the Group, the related
costs are written off.
Unevaluated mining properties are assessed at each
year end and where there are indications of impairment
these costs are written off to the income statement. The
recoverability of deferred mining property costs and
interests is dependent upon the discovery of economically
recoverable reserves, the ability of the Group to obtain
necessary financing to complete the development of
reserves and future profitable production or proceeds from
the disposition of recoverable reserves.
If commercial reserves are developed, the related deferred
development and exploration costs are then reclassified
as development and production assets within property,
plant and equipment. Prior to any such reclassification
costs are assessed for any potential impairment. Following
re-classification as a development and production asset, the
cost of these assets is then dealt with in accordance with
the Group’s policy for proved mining properties (see note
on property, plant and equipment, below).
Mining options
Mineral rights are recorded at cost less amortisation and
provision for diminution in value. Amortisation will be over
the estimated life of the commercial ore reserves on a unit
of production basis.
Licences for the exploration of natural resources will be
amortised over the lower of the life of the licence and the
estimated life of the commercial ore reserves on a unit of
production basis.
Inventories
Inventories are initially recognised at cost, and
subsequently at the lower of cost and net realisable value.
Cost comprises all costs of purchase, costs of conversion
and other costs incurred in bringing the inventories to their
present location and condition. Weighted average cost is
used to determine the cost of ordinarily inter-changeable
items.
Investment in subsidiaries
The Company’s investment in its subsidiaries is recorded at
cost less any impairment.
24
VAST RESOURCES PLC
Statement of accounting policies
Leased assets
Where assets are financed by leasing agreements that do
not give rights approximating ownership, these are treated
as operating leases. The annual rentals are charged to profit
or loss on a straight line basis over the term of the lease.
Non-controlling interests
For business combinations completed on or after 1 January
2010 the Group has the choice, on a transaction by
transaction basis, to initially recognise any non-controlling
interest in the acquiree which is a present ownership
interest and entitles its holders to a proportionate share of
the entity’s net assets in the event of liquidation at either
acquisition date fair value or, at the present ownership
instruments’ proportionate share in the recognised
amounts of the acquiree’s identifiable net assets. Other
components of non-controlling interest such as outstanding
share options are generally measured at fair value.
The total comprehensive income of non-wholly owned
subsidiaries is attributed to owners of the parent and to
the non-controlling interests in proportion to their relative
ownership interests.
Pension costs
Contributions to defined contribution pension schemes are
charged to profit or loss in the year to which they relate.
Property, plant and equipment
Land is not depreciated. Items of property, plant and
equipment are initially recognised at cost and are
subsequently carried at depreciated cost. As well as the
purchase price, cost includes directly attributable costs
and the estimated present value of any future costs of
dismantling and removing items. The corresponding liability
is recognised within provisions.
Depreciation is provided on all other items of property and
equipment so as to write off the carrying value of items
over their expected useful economic lives. It is applied at the
following rates:
Buildings
– 2.5% per annum, straight line
Plant and machinery
– 25% per annum, straight line
Fixtures, fittings
& equipment
– 25% per annum, straight line
Computer assets
– 33% per annum, straight line
Motor vehicles
– 20% per annum, straight line
Proved mining properties
Depletion and amortisation of the full-cost pools is
computed using the units-of-production method based on
proved reserves as determined annually by management.
Capital works in progress
Property, plant and equipment under construction are
carried at its accumulated cost of construction and not
depreciated until such time as construction is completed or
the asset put into use, whichever is the earlier.
Provision for abandonment costs
Provision for abandonment costs are recognised when
an obligation for restoration arises which is usually at
the commencement of mining. The amount recognised
is the present value of the estimated future expenditure
determined in accordance with local conditions and
requirements. The present value is calculated by
discounting the future cash flows at a pre-tax rate that
reflects current market assessments of the time value of
money at that time. A corresponding property, plant and
equipment asset of an amount equivalent to the provision is
also created. This is subsequently depreciated as part of the
capital costs of production. Any change in the present value
of the estimated expenditure is reflected as an adjustment
to the provision and the property, plant and equipment
assets. As at the reporting date the Group had no such
provision.
Share based payments
Equity-settled share based payments
Where share options are awarded to employees, the fair
value of the options at the date of grant is charged to
profit or loss over the vesting period. Non-market vesting
conditions are taken into account by adjusting the number
of equity instruments expected to vest at each reporting
date so that, ultimately, the cumulative amount recognised
over the vesting period is based on the number of options
that eventually vest. Market vesting conditions are factored
into the fair value of the options granted. As long as all
other vesting conditions are satisfied, a charge is made
irrespective of whether the market vesting conditions are
satisfied. The cumulative expense is not adjusted for failure
to achieve a market vesting condition.
Where the terms and conditions of options are modified
before they vest, the increase in the fair value of the
options, measured immediately before and after the
modification, is also charged to profit or loss over the
remaining vesting period.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
25
Recognition of deferred tax assets is restricted to those
instances where it is probable that taxable profit will be
available against which the difference can be utilised.
The amount of the asset or liability is determined using tax
rates that have been enacted or substantively enacted by
the reporting date and are expected to apply when deferred
tax liabilities/(assets) are settled/(recovered). Deferred tax
balances are not discounted.
Statement of accounting policies
Where equity instruments are granted to persons other
than employees, the fair value of goods and services
received is charged to profit or loss, except where it is in
respect to costs associated with the issue of shares, in
which case, it is charged to the share premium account.
Cash-settled share based payments
The Company also has cash-settled share based payments
arising in respect of the EBT (see below and note 23). A
liability is recognised in respect of the fair-value of the
benefit received under the EBT and charged to profit or loss
over the vesting period. The fair-value is re-measured at
each reporting date with any changes taken to profit or loss.
Remuneration shares
Where remuneration shares are issued to settle liabilities
to employees and consultants, any difference between the
fair value of the shares on the date of issue and the carrying
amount of the liability is charged to profit or loss.
Tax
The major components of income tax on the profit or loss
include current and deferred tax.
Current tax
Current tax is based on the profit or loss adjusted for items
that are non-assessable or disallowed and is calculated
using tax rates that have been enacted or substantively
enacted by the reporting date.
Tax is charged or credited to the statement of
comprehensive income, except when the tax relates to
items credited or charged directly to equity, in which case
the tax is also dealt with in equity.
Deferred tax
Deferred tax assets and liabilities are recognised where the
carrying amount of an asset or liability in the balance sheet
differs to its tax base, except for differences arising on:
•
•
•
The initial recognition of goodwill;
The initial recognition of an asset or liability in a
transaction which is not a business combination
and at the time of the transaction affects neither
accounting or taxable profit; and
Investments in subsidiaries and jointly controlled
entities where the Group is able to control the
timing of the reversal of the difference and it is
probable that the differences will not reverse in the
foreseeable future.
26
VAST RESOURCES PLC
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2015
2 Segmental analysis
The Group operates in one business segment, the development and mining of mineral assets. The Group has interests in
two geographical segments being Southern Africa (primarily Zimbabwe) and Eastern Europe (primarily Romania). The
Group has not generated any revenue to date and therefore no disclosures are provided with respect to revenues.
The Group’s operations are reviewed by the Board (which is considered to be the Chief Operating Decision Maker
(‘CODM’) and split between exploration and development and administration and corporate costs.
Exploration and development is reported to the CODM only on the basis of those costs incurred directly on projects.
All costs incurred on the projects are capitalised in accordance with IFRS 6, including depreciation charges in respect of
tangible assets used on the projects.
Administration and corporate costs are further reviewed on the basis of spend across the Group.
Decisions are made about where to allocate cash resources based on the status of each project and according to the
Group’s strategy to develop the projects. Each project, if taken into commercial development, has the potential to be a
separate operating segment. Operating segments are disclosed below on the basis of the split between exploration and
development and administration and corporate. Further information is provided on the non-current intangible assets
attributable to exploration and development on a project by project basis in note 11.
Exploration and
development
Administration
and corporate
2015
Impairment of intangible assets
Project evaluation expenses
Depreciation
Share option credit
Interest revenues
Loss for the year from continuing operations
Loss for the year from discontinued operations
Total assets
Total non-current assets
Additions to non-current assets
Total current assets
Total liabilities
2014
Impairment of intangible assets
Project evaluation expenses
Depreciation
Share based payments
Interest revenues
Loss for the period
Total assets
Total non-current assets
Additions to non-current assets
Total current assets
Total liabilities
Europe
$’000
-
130
35
-
-
130
-
13,083
13,083
2,601
-
-
2,901
438
-
-
-
2,848
11,503
12,641
6,883
-
-
Africa
$’000
-
-
407
-
-
-
-
15,964
15,964
458
-
-
3,811
-
-
-
-
3,864
18,524
17,386
-
-
34
$’000
-
-
22
(25)
(3)
5,863
1,033
10,263
2,313
22
7,950
5,622
-
-
50
173
4
4,938
3,121
1,365
33
1,755
537
There are no non-current assets held in the Company’s country of domicile, being the UK (2014: $nil).
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
Total
$’000
-
130
465
(25)
(3)
5,993
1,033
39,310
31,360
3,080
7,950
5,622
6,712
438
50
173
4
11,650
33,148
31,392
6,916
1,755
572
27
Notes to the financial statements
3 Group loss from operations
Operating loss is stated after charging/(crediting):
Auditors’ remuneration
Depreciation
Employee pension costs
Employee share option (credit)/expense
Foreign exchange loss/(gain)
Impairment of intangibles
Profit on disposal of property, plant and equipment
4 Auditors’ remuneration
Remuneration receivable by the Company’s auditors or an associate of the
Company’s auditor for the audit of the Group and subsidiaries
5 Finance income
Interest received on bank deposits
6 Taxation
There is no tax charge arising for the Group for the year.
The tax assessed for the year is lower than the standard rate of corporation
tax in the UK. The differences are explained:
Loss before taxation
Loss before taxation at the standard rate of corporation tax in the UK
of 21% (2014: 23%)
Expenses disallowed for tax
Difference in tax rates in local jurisdiction
Loss carried forward
Tax charge for the year
Factors that may affect future tax charges:
Tax losses
Accumulated tax losses
2015
Group
$’000
111
465
42
(25)
217
-
(120)
111
3
2015
Group
$’000
6,836
1,436
9
458
(1,903)
-
2014
Group
$’000
125
50
19
173
(55)
6,712
(52)
84
4
2014
Group
$’000
11,650
2,680
34
241
(2,995)
-
2015
Group
$’000
21,342
2014
Group
$’000
19,383
2015
Company
$’000
2014
Company
$’000
9,478
8,092
The tax losses are only recoverable against future profits, the timing of which is uncertain and no deferred tax asset for the
Group or Company has been recognised in respect of these losses.
28
VAST RESOURCES PLC
7 Employees
Staff costs (including Directors) consist of:
Wages and Salaries - management
Wages and Salaries – other
Consultancy fees
Termination fees
Social Security costs
Healthcare costs
Pension costs
The average number of employees (including Directors) during the year was as follows:
Management
Other operations
8 Directors’ remuneration
Directors’ emoluments
Company contributions to pension schemes
Healthcare costs
Termination payments
Directors and key management remuneration
Notes to the financial statements
2015
Group
$’000
517
764
1,281
894
-
14
-
42
2014
Group
$’000
1,589
1,482
3,071
966
340
24
8
19
2,231
4,428
2015
9
57
66
2014
14
100
114
Group and
Company
2015
$’000
562
3
-
-
565
Group and
Company
2014
$’000
919
19
4
340
1,282
The Directors are considered to be the key management of the Group and Company.
One Director (2014: one) accrued benefits under a defined contribution pension scheme during the year. Four of the
Directors at the end of the period have share options receivable under long term incentive schemes. The highest paid
Director received an amount of $187,500 (2014: $302,972).
Included within the above remuneration are amounts accrued at 31 March 2015, please refer to the Directors Report for
full detail.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
29
Notes to the financial statements
9 Loss per share
Loss per Ordinary Share has been calculated using the weighted average
number of Ordinary Shares in issue during the relevant financial year
and excludes shares issued to the Employees Benefit Trust.
The weighted average number of Ordinary Shares in issue for the year is
884,682,217
785,537,664
2015
Group
2014
Group
Losses for the Group for the year are:
Loss per share - basic and diluted:
– In respect of discontinued operations:
– In respect of continuing operations:
$’000
(6,854)
(0.77c)
(0.09c)
(0.68c)
$’000
(11,650)
(1.48c)
(0.03c)
(1.45c)
The effect of all potentially dilutive share options is anti-dilutive. Details of the share options which may dilute the loss per
share are disclosed in note 23 in the financial statements.
10 Loss for the financial year
The Company has adopted the exemption allowed under Section 408(1b) of the Companies Act 2006 and has not
presented its own income statement in these financial statements. The Group loss for the year includes a loss after
taxation of $6.039 million (2014: $11.699 million) for the Company, which is dealt with in the financial statements of the
parent company.
11
Intangible assets
Group
Cost and net book value at 31 March 2014
Reclassification of deferred costs
Discontinued operations
Transfer to property, plant and equipment
Additions during the year
Cost and net book value at 31 March 2015
Cost and net book value at 31 March 2013
Additions during the year
Amount provided for impairment
Cost and net book value at 31 March 2014
Deferred
exploration
costs
$’000
24,410
(95)
(1,132)
(15,654)
65
7,592
24,245
6,581
(6,416)
24,410
Licence
acquisition
costs and
mining options
$’000
4,300
-
-
(3,153)
-
1,147
4,596
-
(296)
4,300
Total
$’000
28,710
(95)
(1,132)
(18,807)
65
8,739
28,841
6,581
(6,712)
28,710
30
VAST RESOURCES PLC
Deferred
exploration
costs
$’000
1,191
(1,071)
65
185
2,209
145
(1,163)
1,191
Company
Cost and net book value at 31 March 2014
Transfer to subsidiary
Additions during the year
Cost and net book value at 31 March 2015
Cost and net book value at 31 March 2013
Additions during the year
Amount provided for impairment
Cost and net book value at 31 March 2014
Includes depreciation as per note 12
Intangible assets by project
Gold
Blue Rock
Pickstone-Peerless Gold Mine/Giant Gold Mine (transferred to mining assets)
Phosphates
Chishanya
Copper
Kalengwa/Kasempa
Rare earths
Nkombwe Hill
11.1
Impairment on assets by project
Gold
Pickstone-Peerless Gold Mine– dumps only
Pickstone-Peerless Gold Mine/Giant Gold Mine
Diamonds
Diamond Regional
Marange
Copper
Kalengwa/Kasempa
Polymetallic
Baita Plai Polymetallic Mine
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
Notes to the financial statements
Licence
acquisition
costs and
mining options
$’000
389
(389)
-
-
685
-
(296)
389
2015
Group
$’000
8,083
-
542
-
114
8,739
2015
Group
$’000
-
-
-
-
-
-
-
Total
$’000
1,580
(1,460)
65
185
2,894
145
(1,459)
1,580
2014
Group
$’000
8,083
19,532
542
479
74
28,710
2014
Group
$’000
1,123
-
3,294
1,411
242
642
6,712
31
Notes to the financial statements
11.2 Project evaluation expenses
Romania - Remin
2015
Group
$’000
130
2014
Group
$’000
438
12 Property, plant and equipment
Plant and
machinery fittings and
and aircraft equipment
$’000
$’000
Group
Fixtures Computer
assets
Motor
vehicles
Buildings
Mining
assets
$’000
$’000
$’000
$’000
Cost at 31 March 2014
2,718
141
216
419
1,490
Additions during the year
-
Acquired through business combination 481
Transferred from intangibles
Disposals during the year
Cost at 31 March 2015
-
(706)
2,493
1
2
-
(39)
105
-
1
-
(3)
214
Capital
work in
progress
$’000
Total
$’000
-
4,984
392
-
-
-
393
2,622
18,807
(2,331)
-
-
-
-
2,121
-
17
-
-
18,807
(165)
(1,418)
-
271
2,193
18,807
392
24,475
Depreciation at 31 March 2014
1,489
124
186
419
Charge for the year
Disposals during the year
432
(626)
Depreciation at 31 March 2015
1,296
Net book value at 31 March 2015
1,197
10
(33)
101
4
15
(1)
200
14
-
(166)
253
83
8
(87)
4
-
-
-
-
-
-
-
-
2,301
465
(912)
1,854
18
2,189
18,807
392
22,621
Cost at 31 March 2013
2,418
138
184
643
1,490
Additions during the period
Disposals during the period
300
-
3
-
32
-
-
(224)
-
-
Cost at 31 March 2014
2,718
141
216
419
1,490
Depreciation at 31 March 2013
1,003
110
173
601
Charge for the year
486
14
13
42
Disposals during the year
-
-
-
(224)
Depreciation at 31 March 2014
1,489
124
186
419
58
25
-
83
Net book value at 31 March 2014
1,229
Net book value at 31 March 2013
1,415
17
28
30
11
-
1,407
42
1,432
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,873
335
(224)
4,984
1,945
580
(224)
2,301
2,683
2,928
The depreciation on assets utilised directly for exploration activities is capitalised as deferred exploration costs amounting to
$nil (2014: $530,074). Depreciation in respect of all other assets is charged to administrative expenses in the statement of
comprehensive income amounting to $464,867 (2014: $50,037).
32
VAST RESOURCES PLC
Notes to the financial statements
Motor
vehicles
Buildings
Total
Fixtures Computer
assets
Plant and
machinery fittings and
equipment
and aircraft
$’000
$’000
$’000
$’000
$’000
$’000
323
19
89
11
1,400
1,842
12 Property, plant and equipment
Company
Cost at 31 March 2014
Additions during the year
Disposals during the year
Cost at 31 March 2015
Depreciation at 31 March 2014
Charge for the year
Disposals during the year
Depreciation at 31 March 2015
Net book value at 31 March 2015
-
(126)
197
205
26
(99)
132
65
-
-
19
19
-
-
19
-
Cost at 31 March 2013
323
19
Additions during the period
Disposals during the period
Cost at 31 March 2014
Depreciation at 31 March 2013
Charge for the year
Disposals during the year
Depreciation at 31 March 2014
Net book value at 31 March 2014
Net book value at 31 March 2013
-
-
323
164
41
-
205
118
159
-
-
19
19
-
-
19
-
-
-
-
89
71
8
-
79
10
66
23
-
89
65
6
-
71
18
1
-
-
-
(11)
(1,400)
(1,537)
-
11
-
-
81
6
305
387
40
(11)
(87)
(197)
-
-
-
-
230
75
11
1,400
1,819
-
-
-
-
23
-
11
1,400
1,842
11
-
-
58
23
-
317
70
-
11
81
387
-
1,319
1,455
-
1,342
1,502
The depreciation on assets utilised directly for exploration activities is capitalised as deferred exploration costs amounting
to $26,938 (2014:$41,572). Depreciation in respect of all other assets is charged to administrative expenses in the
statement of comprehensive income amounting to $13,483 (2014: $28,154).
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
33
Notes to the financial statements
13
Investment in subsidiaries
Cost at the beginning and end of the year
2015
Company
$’000
2014
Company
$’000
218
218
The principal subsidiaries of Vast Resources plc, all of which are included in these consolidated Annual Financial
Statements, are as follows:
Company
Country of
registration
Class
Proportion Nature
Proportion
held by
held by
Group 2015 Group 2014 business
of
African Consolidated Resources PTC Limited i
BVI
-%
-%
Nominee company
African Consolidated Resources SRL
Romania
Ordinary
100%
100%
African Consolidated Resources (Zambia) Limited ii& v Zambia
Ordinary
nil
100%
Canape Investments (Private) Limited
Zimbabwe
Ordinary
100%
100%
Dallaglio Investments (Private) Limited iii
Zimbabwe
Ordinary
50%
100%
Fisherman Mining Limited
Zambia
Ordinary
100%
100%
Mining exploration
and development
Mining exploration
and development
Mining exploration
and development
Mining exploration
and development
Mining exploration
and development
Millwall International Investments Limited
BVI
Ordinary
100%
100%
Holding company
Mineral Mining SA iv
Romania
Ordinary
80%
nil
Moorestown Limited
BVI
Ordinary
100%
100%
Mining exploration
and development
Mining exploration
and development
The above table shows the principal subsidiaries of the Company. A full list of all group subsidiaries is given in Note 30, at the end of this
report.
i Previously ‘Touzel Holdings Limited’. The Company has effective control of this entity. The voting rights are equal to the proportion of
the shares held.
ii In March 2015 the Company concluded an agreement whereby it disposed of the whole of its interest in African Consolidated
Resources (Zambia) Limited while retaining full ownership of the Nkombwe Hills rare earth project, through continued ownership of
Fisherman Mining Limited, subject to an earn-in agreement with the purchaser whereby the purchaser will acquire up to 65% interest
in this project over the next three years provided that a stipulated monetary amount is expended by way of development of the project.
The proceeds from the sale of the company was $100,000 plus a further $1,000,000 conditional on the purchaser obtaining full
unfettered access to the Kalengwa Mine property.
iii In November 2014 the Company, through its principal subsidiary in Zimbabwe, entered into an investment agreement with a local
company, Grayfox Investments (Private) Limited, by which funding was provided to enable the Pictstone-Peerless Gold Mine to be
put into production. In terms of this agreement, the investor acquired a 50% interest in Dallaglio Investments (Private) Limited, the
Zimbabwean subsidiary which is the holding company for Breckridge Investments (Private) Limited, the operating subsidiary which
owns the mining rights to the project.
iv In March 2015 the Company acquired an 80% shareholding in Mineral Mining SA which owns the Baita Plai Polymetallic Mine in
Romania. See also note 15 for more detail of this transaction.
34
VAST RESOURCES PLC
v
Discontinued operations
Cash consideration received
Total consideration received
Cash disposed of
Net cash inflow on disposal of discontinued operation
Net assets disposed (other than cash):
Property, plant and equipment
Intangibles
Pre- and post-tax loss on disposal of discontinued operation
Earnings per share from discontinued operations
Basic earnings/(loss) per share
Statement of cash flows
The statement of cash flows includes the following amounts
relating to discontinued operations:
- Operating activities
- Investing activities
- Financing activities
Net cash from discontinued operations
14 Loan to Group Companies
Loans to Group Companies
Notes to the financial statements
2015
$’000
100
100
-
100
(1)
(1,132)
(1,033)
2014
$’000
-
-
-
-
-
-
-
(0.00)cents
(0.03)cents
438
(447)
-
(9)
-
-
-
-
2015
Company
$’000
2014
Company
$’000
29,256
29,300
Loans to Group companies are repayable on demand, subject to relevant exchange control approvals being obtained.
The treatment of this balance as non-current reflects the Company’s expectation of the timing of receipt.
15 Business combinations during the year
On 23 March 2015 the Group exercised an option to acquire 80% of the voting equity instruments of Mineral Mining
SA (MMSA), a Romanian company which is in administration and whose principal activity is ownership of the Baita Plai
Polymetallic Mine (BPPM). The principal reason for this acquisition was to reopen and operate BPPM.
MMSA is subject to insolvency proceedings and as a result of these proceedings the mining licence was transferred to a
state company, Baita SA, through a protocol dated 6 August 2013 (the Protocol). Under the Protocol it was provided that
a sub-licence on BPPM be granted back to MMSA if MMSA was not declared as dissolved and bankrupt and could produce
proof of its financial position to demonstrate resources for the continuation of mining.
Under specific provisions of Romanian insolvency law MMSA has entered a merger agreement (the Merger) with the
Company’s Romanian subsidiary, African Consolidated Resources srl (AFCR SRL) under which all the assets and liabilities
of MMSA will be fused by absorption into AFCR SRL, the bankruptcy of MMSA will be formally ended, and MMSA will
cease to exist. The Merger is irrevocable and requires no further consent from any outside authority, but completion
remains subject to certain bureaucratic processes. After completion of the Merger a sub-licence on BPPM should be
granted to AFCR SRL under the terms of the Protocol, AFCR SRL being a company whose financial resources for the
continuation of mining can be demonstrated.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
35
Notes to the financial statements
There is a debt due to Baita SA payable on the grant of the sub-licence on BPPM to MMSA or, as a result of the Merger, to
AFCR SRL. The precise amount of the debt is disputed but it has been determined by the Judicial Administrator of MMSA
that it will not exceed RON 2,500,000 (approximately US$ 625,000). The Group has provided the full amount of RON
2,500,000 as a payable in the financial statements.
Details of the fair value of identifiable assets and liabilities acquired, purchase consideration and capital reserve arising are
as follows:
Property, plant and equipment
Inventories
Payables
Net assets
Fair value of consideration paid - Cash
Gain on acquisition
Fair value
$000’s
2,621
61
(1,244)
1,438
1,269
169
The assets of Mineral Mining SA were revalued by professional valuers in the course of the administration of the company,
in January 2015.
The gain resulting from this acquisition arises from the fact that the company is in administration. The gain acquisition has
been accounted for in the income statement in accordance with IFRS 3.
16
Inventory
Material and supplies
2015
Group
$’000
65
2014
Group
$’000
1
2015
Company
$’000
2014
Company
$’000
-
-
There is no material difference between the replacement cost of stocks and the amount stated above. The amount of
inventory recognised as an expense during the year was $16,142 (2014: $119,030).
17 Receivables
Other receivables
Call on subscribed capital in subsidiary
Prepayments
VAT
2015
Group
$’000
634
2,300
831
369
4,134
2014
Group
$’000
560
-
10
610
1,180
2015
Company
$’000
345
-
-
-
345
2014
Company
$’000
23
-
-
-
23
The call on subscribed capital in subsidiary represents the balance of the Non-Controlling Interest’s investment in Dallaglio
Investments (Private) Limited (see note 13). This amount was received in full by 30 June 2015.
All other amounts are due for payment within one year. No receivables are past due or impaired.
36
VAST RESOURCES PLC
Notes to the financial statements
18 Available for sale investments
Fair value at the beginning of the year
Write off
Movement in fair value
2015
Group
$’000
6
-
18
24
2014
Group
$’000
90
(22)
(62)
6
Available for sale investments comprise shares in quoted companies.
19 Secured borrowings
Loan to third party
1,555
-
2015
Company
$’000
2014
Company
$’000
1
-
4
5
-
15
-
(14)
1
-
The loan is secured by a pledge of the Group’s shareholding in the subsidiary company at an interest rate of 12% per
annum. The loan is repayable in four equal six-monthly amounts, commencing in April 2016 with the final payment being in
October 2017.
The loan contains a conversion option; therefore in the case of default, the loan will be converted into Vast Shares,
therefore there is no accounting impact of the conversion option. The Directors have concluded that the conversion is
unlikely, based on the Group current cash flow position.
20 Trade and other payables
Trade payables
Other payables
Other taxes and social security taxes
Short term loans
Accrued expenses
2015
Group
$’000
1,423
748
25
1,229
642
4,067
2014
Group
$’000
2015
Company
$’000
2014
Company
$’000
-
34
2
-
536
572
-
-
24
1,229
473
1,726
-
5
5
-
458
468
Trade payables all relate to amounts payable by Mineral Mining SA (MMSA); of these amounts, $0.95 million falls due
for payment on the restitution of the MMSA mining licence. The balance is payable by instalments commencing on the
restitution of the mining licence.
Other payables relate to the balance of the purchase consideration for MMSA, which is payable on the restitution of the
mining licence.
The short term loan falls due on 30th June 2015 and carries conversion rights. There is no equity apportionment of the
loan and the full amount of the loan is dealt with as a liability. See further detail in notes 26 and 29.
Otherwise, all amounts fall due for payment within 30 days.
21 Financial instruments – risk management
Significant accounting policies
Details of the significant accounting policies in respect of financial instruments are disclosed in note 1 to the financial
statements. The Group’s financial instruments comprise available for sale investments (note 18), cash and items arising
directly from its operations such as other receivables, trade payables and loans.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
37
Notes to the financial statements
Restricted cash
A cash amount of $636,519 (2014: nil) was, at the reporting date, held in an escrow account for the benefit of Baita SA in
order to provide proof of ability to pay a debt that would become due to Baita SA following transfer of a mining sub-licence
to Mineral Mining SA under the terms of the Protocol (see note 15). As at 2 June 2015 the escrow conditions restriction
governing this cash fell away and the full amount then reverted to the beneficial use of the Group.
Financial risk management
The Board seeks to minimise its exposure to financial risk by reviewing and agreeing policies for managing each financial
risk and monitoring them on a regular basis. No formal policies have been put in place in order to hedge the Group and
Company’s activities to the exposure to currency risk or interest risk, however this will be considered periodically by the
Board. No derivatives or hedges were entered into during the year.
The Group and Company is exposed through its operations to the following financial risks:
• Credit risk
• Market risk (includes cash flow interest rate risk and foreign currency risk)
• Liquidity risk
The policy for each of the above risks is described in more detail below.
The principal financial instruments used by the Group, from which financial instruments risk arises are as follow:
• Receivables
• Cash and cash equivalents
• Trade and other payables (excluding other taxes and social security) and loans
• Available for sale investments
The table below sets out the carrying value of all financial instruments by category and where applicable shows the
valuation level used to determine the fair value at each reporting date. The fair value of all financial assets and financial
liabilities is not materially different to the book value
Loans and receivables
Cash and cash equivalents
Restricted cash
Receivables
Loans to Group Companies
Available for sale financial assets
Available for sale investments (valuation level 1)
Other liabilities
Trade and other payables (excl short term loans)
Loans and borrowings
Credit risk
2015
Group
$
3,090
637
4,132
-
24
2,838
2,784
2014
Group
$
568
-
1,170
-
6
572
-
2015
Company
$
2,330
-
345
2014
Company
$
467
-
23
28,019
29,300
5
497
1,226
1
468
-
Financial assets which potentially subject the Group and the Company to concentrations of credit risk consist principally
of cash, short term deposits and other receivables. Cash balances are all held at recognised financial institutions. Other
receivables are presented net of allowances for doubtful receivables. Other receivables currently form an insignificant
part of the Group’s and the Company’s business and therefore the credit risks associated with them are also insignificant to
the Group and the Company as a whole.
38
VAST RESOURCES PLC
2014
Maximum
exposure
$’000
568
-
1,180
-
467
23
Notes to the financial statements
The Company has a credit risk in respect of inter-company loans to subsidiaries. The recoverability of these balances is
dependent on the commercial viability of the exploration activities undertaken by the respective subsidiary companies.
The credit risk of these loans is managed as the Directors constantly monitor and assess the viability and quality of the
respective subsidiary’s investments in intangible mining assets.
Inter-company loan amounts between the holding company and its Zimbabwean subsidiary Canape Investments, are
subject to credit risk in so far as the Zimbabwe’s exchange control regulations, which change from time to time, may
prevent timeous settlement.
Maximum exposure to credit risk
The Group’s maximum exposure to credit risk by category of financial instrument is shown in the table below:
Cash and cash equivalents
Restricted cash
Receivables
Loans and borrowings
2015
Carrying
value
$’000
3,090
637
4,134
2,784
2015
Maximum
exposure
$’000
3,090
637
4,134
2,784
2014
Carrying
value
$’000
568
-
1,180
-
The Company’s maximum exposure to credit risk by class of financial instrument is shown in the table below :
Cash and cash equivalents
Receivables
Loan to Group Companies*
Loans and borrowings
2,330
345
28,019
2,784
2,330
345
28,019
2,784
*Net of impairment charges on advances to Group companies of $8.5 million (2014: $8.5 million)
467
23
29,300
29,300
-
-
Market Risk
Cash flow interest rate risk
The Group has adopted a non-speculative policy on managing interest rate risk. Only approved financial institutions with
sound capital bases are used to borrow funds and to invest surplus funds in. The Group and the Company had no borrowing
facilities at either the current year end or previous period end.
The Group and the Company seeks to obtain a favourable interest rate on its cash balances through the use of bank
deposits. At year end the Group had a cash balance of $3.727 million (including restricted cash) (2014: $0.568 million)
which was made up as follows:
Sterling
United States Dollar
Euro
Lei (Romania)
2015
Group
$’000
287
2,737
671
4
3,727
2014
Group
$’000
130
416
22
-
568
Included within the above are amounts of £193,128 ($286,531) (2014: £78,226 ($130,184)) and US$2,025,295
(2014: $335,100) held within fixed and floating rate deposit accounts. Interest rates range between 1% and 2% based
on bank interest rates.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
39
Notes to the financial statements
The Group received interest for the year on bank deposits of $2,511 (2014: $4,105).
The effect of a 10% reduction in interest rates during the year would, all other variables held constant, have resulted in
reduced interest income of $251 (2014: $411). Conversely the effect of a 10% increase in interest rates during the year
would, on the same basis, have increased interest income by $251 (2014: $411).
At the year end, the Company had a cash balance of $2,330 million (2014: $0.467 million) which was made up as follows:
Sterling
United States Dollar
Euro
2015
Company
$’000
287
2,025
18
2,330
2014
Company
$’000
130
337
-
467
The Group and the Company had interest bearing debts at the current year end of $2,784 million (2014: nil). These are
made up as follows:
Interest
rate
15%
12%
2015
Group
$’000
1,229
1,555
2,784
1,284
750
750
Convertible short term loan
Secured long term loan
These loans are repayable as follows:
- Within 1 year
- Between 1 and 2 years
- Within 2 years
Foreign currency risk
2014
Group
$’000
-
-
2015
Company
$’000
2014
Company
$’000
1,229
-
1,229
-
-
Foreign exchange risk is inherent in the Group’s and the Company’s activities and is accepted as such. The majority of the
Group’s expenses are denominated in United States Dollars and therefore foreign currency exchange risk arises where any
balance is held or costs are incurred, in currencies other than the United States Dollars. At 31 March 2015 and 31 March
2014, the currency exposure of the Group was as follows:
40
VAST RESOURCES PLC
At 31 March 2015
Cash and cash equivalents
Other receivables
Trade and other payables
Available for sale investments
At 31 March 2014
Cash and cash equivalents
Other receivables
Trade and other payables
Available for sale investments
Sterling
$’000
US Dollar
$’000
287
-
(249)
-
130
-
(354)
-
2,765
3,997
(2,207)
24
416
1,180
(218)
6
Notes to the financial statements
Euro
$’000
671
21
Other
Currencies
$’000
4
116
Total
$’000
3,727
4,134
-
-
21
-
-
-
(1,611)
(4,067)
-
-
-
-
-
24
568
1,180
(572)
6
The effect of a 10% strengthening of Sterling against the US dollar at the reporting date, all other variables held constant,
would have resulted in increasing/(decreasing) post tax losses by $3,658 (2014: ($22,400)). Conversely the effect of a 10%
weakening of Sterling against the US dollar at the reporting date, all other variables held constant, would have resulted in
decreasing/(increasing) post tax losses by $3,658 (2014 : ($22,400)).
At 31 March 2015 and 31 March 2014, the currency exposure of the Company was as follows:
Sterling
$’000
287
-
-
(247)
-
130
3
-
(357)
-
US Dollar
$’000
2,026
324
28,488
(1,479)
5
337
20
29,300
(111)
1
Euro
$’000
17
21
768
-
-
-
-
-
-
-
Other
Currencies
$’000
-
-
-
-
-
-
-
-
-
-
Total
$’000
2,330
345
29,256
(1,726)
5
467
23
29,300
(468)
1
At 31 March 2015
Cash and cash equivalents
Other receivables
Loans to Group companies
Trade and other payables
Available for sale investments
At 31 March 2014
Cash and cash equivalents
Other receivables
Loans to Group companies
Trade and other payables
Available for sale investments
Liquidity risk
Any borrowing facilities are negotiated with approved financial institutions at acceptable interest rates. All assets and
liabilities are at fixed and floating interest rate. The Group and the Company seeks to manage its financial risk to ensure
that sufficient liquidity is available to meet the foreseeable needs both in the short and long term.
As set out in note 20 the consolidated trade and other payables balance of $4.1 million (2014: $0.6 million) is all due for
payment within 45 days of the reporting date, except for $3.4 million (2014: $0.1 million) in respect of the Trade and Other
payables and the Short term loan. Various measures have been put in place to contain costs including placing staff on half
salaries, retrenchment of excess staff and cessation of exploration activities to focus on mine development.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
41
2015
$’000
2,784
(3,090)
(306)
33,688
(0.9%)
Notes to the financial statements
Capital
The objective of the Directors is to maximise shareholder returns and minimise risks by keeping a reasonable balance
between debt and equity. In previous years the Company and Group has minimised risk by being purely equity financed. In
the current year, the Group has assumed debt risk but has kept the net debt amount minimal.
The Group’s debt to equity ratio is (0.9%) (2014: 0%), calculated as follows:
Loans and borrowings
Less: cash and cash equivalents
Net debt
Total equity
Debt to capital ratio (%)
22 Share capital
Issued
As at 31 March 2013
Issued during the year
Ordinary 1p
Ordinary 0.1p
Deferred 0.9p Share premium
Number of
shares
Nominal
value
$’000
845,922,924
14,004
4,614,740
71
Number of Nominal Number of Nominal
value
$’000
value
$’000
shares
shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$’000
62,751
142
62,893
3,212
As at 31 March 2014
850,537,664
14,075
Issued during the year
13,025,000
205 495,084,663
755
Share conversion
As at 31 March 2015
(863,562,664)
(14,280) 863,562,664
1,428 863,562,664
12,852
-
-
- 1,358,647,327
2,183 863,562,664
12,852
66,105
Details of the shares issued during the year are as shown in the table below and in the Statement of Changes of Equity on
page 16 - 17.
On 30 December 2014 the Company converted each ordinary share of 1p each, into one ordinary share of 0.1p and one
deferred share of 0.9p each.
The number of shares reserved for issue under share options at 31 March 2015 was 64,563,612 (2014: 33,000,000).
The number of shares held by the EBT at 31 March 2015 was 32,500,000 (2014: 32,500,000), see note 21 for additional
details about the EBT.
The deferred shares carry no rights to dividends or to participate in any way in the income or profits of the Company. They
may receive a return of capital equal to the amount paid up on each deferred share after the ordinary shares have received
a return of capital equal to the amount paid up on each ordinary share plus £10,000,000 on each ordinary share, but no
further right to participate in the assets of the Company. The Company may, subject to the Statutes, acquire all or any of
the deferred shares at any time for no consideration. The deferred shares carry no votes.
The ordinary shares carry all the rights normally attributed to ordinary shares in a company subject to the rights of the
deferred shares.
As part of the transaction Grayfox, the Group granted an option which allows Grayfox to convert its 50% to 288, 333,333
shares in Vast. The Directors have considered the value of the Grayfox option and concluded the interest is immaterial.
42
VAST RESOURCES PLC
Notes to the financial statements
Ordinary 1p
Number of
shares
Issue
price
(pence)
Number of
shares
Ordinary 0.1p
Issue
price
(pence)
Purpose of issue
Date of issue
2014
24 July 2013
24 July 2013
24 July 2013
2015
2,848,387
833,333
933,020
4,614,740
2.0
3.0
3.5
2.0
1.5
Settle liabilities
Settle liabilities
Settle liabilities
Settle liabilities
Settle liabilities
15 December 2014
10,025,000
15 December 2014
3,000,000
6 January 2015
318,418,000
0.5
9 February 2015
149,999,997
0.6
Issued for cash; acquisition of Mineral
Mining SA and development of other
opportunities in Romania
Issued for cash; provision of additional
funds for opportunities in Romania and for
general corporate purposes.
10 March 2015
26,666,666
0.6
Settle liabilities
13,025,000
495,084,663
23 Share based payments
Equity-settled share based payments
The Company has granted share options and warrants to directors, staff and consultants. The tables below reconcile the
opening and closing number of share options and warrants in issue at each reporting date:
Share options
Exercise
price
Outstanding at
31 March
2014
Exercised
during last
12 months
Lapsed
during last
12 months
Granted Outstanding at
31 March
2015
during last
12 months
Final
exercise
date
0.5p
0.5p
0.5p
0.6p
2.0p
4.0p
5.0p
5.0p
5.0p
5.0p
5.0p
-
-
-
-
-
2,000,000
15,000,000
5,000,000
2,500,000
3,500,000
-
10.0p
5,000,000
33,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,403,709
8,403,709 December 2016
10,000,000
10,000,000
January 2017
6,659,903
6,659,903 December 2017
4,500,000
4,500,000
February 2017
500,000
500,000 December 2016
-
-
-
-
-
2,000,000
March 2016
15,000,000
August 2015
5,000,000 December 2015
2,500,000 December 2015
3,500,000
August 2015
1,500,000
1,500,000 December 2015
-
5,000,000
August 2015
31,563,612
64,563,612
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
43
Notes to the financial statements
Exercise
price
Outstanding at
31 March
2013
Exercised
during last
12 months
Lapsed
during last
12 months
Granted Outstanding at
31 March
2014
during last
12 months
Final
exercise
date
4.0p
5.0p
5.0p
5.0p
5.0p
10.0p
10.0p
-
15,000,000
8,000,000
2,500,000
3,500,000
25,500,000
5,000,000
59,500,000
-
-
-
-
-
-
-
-
-
-
(3,000,000)
-
-
(25,500,000)
-
2,000,000
2,000,000
March 2016
-
-
-
-
-
-
15,000,000
August 2015
5,000,000 December 2015
2,500,000 December 2015
3,500,000
August 2015
-
March 2015
5,000,000
August 2015
(28,500,000)
2,000,000
33,000,000
Outstanding at the beginning of the year
Granted during the year
Lapsed during the year
Exercised during the year
Outstanding at the end of the year
Exercisable at the end of the year
2015 weighted
average exercise
price (pence)
2015 number
2014 weighted
average exercise
price (pence)
2014 number
5.7
0.8
-
-
3.3
-
33,000,000
31,563,612
-
-
64,563,612
-
7.6
4.0
9.5
-
5.7
-
59,500,000
2,000,000
(28,500,000)
-
33,000,000
-
The weighted average remaining lives of the share options or warrants outstanding at the end of the period is 15 months
(2014: 18 months).Of the 64,563,612(2014: 33,000,000) options outstanding at 31 March 2015, nil (2014: 7,000,000)
are not yet exercisable at 31 March 2015.
Fair value of share options
The fair values of share options and warrants granted have been calculated using the Black Scholes pricing model that takes
into account factors specific to share incentive plans such as the vesting periods of the Plan, the expected dividend yield of
the Company’s shares and the estimated volatility of those shares. Based on the above assumptions, the fair values of the
options granted are estimated to be:
44
VAST RESOURCES PLC
Notes to the financial statements
Share Option
or
Warrant Value
5p
5p
5p
5p
5p
10p
4p
0.5p
2p
0.5p
0.5p
0.6p
0.5p
Grant
date
Oct-13
Jan-14
Mar-14
Mar-14
Mar-14
Mar-14
Apr-14
Jan-15
Jan-15
Jan-15
Jan-15
Jan-15
Jan-15
Vesting
periods
Aug-15
Dec-15
Dec-15
Aug-15
Dec-15
Aug-15
Mar-16
Dec-15
Dec-16
Dec-16
Jan-17
Feb-17
Dec-17
Share price
at date
of grant
Volatility
Life
Dividend
yield
Risk free
interest
rate
2.75p
3.5p
4.88p
5.12p
5.12p
5.12p
3.38p
0.68p
0.68p
0.68p
0.68p
0.68p
0.68p
54%
54%
54%
54%
54%
54%
62%
12%
12%
12%
12%
12%
12%
1.83 years
1.92 years
1.75 years
1.42 years
1.75 years
1.42 years
1.92 years
0.93 years
1.93 years
1.93 years
1.95 years
2.04 years
2.85 years
nil
nil
nil
nil
nil
nil
nil
nil
nil
nil
nil
nil
nil
0.23%
0.29%
0.38%
0.38%
0.38%
0.38%
0.38%
0.63%
0.63%
0.63%
0.63%
0.63%
0.63%
Fair
value
0.50p
0.80p
1.68p
1.74p
0.72p
1.84p
2.28p
0.21p
0.00p
0.14p
0.14p
0.06p
0.14p
Volatility has been based on historical share price information.
Based on the above fair values and the Group’s expectations of employee turnover, the expense arising from equity-settled
share options and warrants made was $25,318 (credit) (2014: $173,211 charge).
Cash-settled share based payments
The Directors of the Company have set up an Employee Benefit Trust (EBT) in which a number of employees and directors
are participants. The EBT holds shares on behalf of each participant until such time as the participant exercises their right
to require the EBT to sell the shares. On the sale of the shares the participant receives the appreciation of the value in the
shares above the market price on the date that the shares were purchased by the EBT, subject to the first 5% in growth in
the share price, on an annual compound basis, being retained by the EBT. The participant pays 0.01p per share to acquire
their rights. The table below sets out the subscription price and the rights exercisable in respect of the EBT.
The Company funded (directly and indirectly through another subsidiary) an amount of $nil (2014 - $nil) to the EBT in
order to enable the purchase of shares in the Company. At the year end, the Company had an outstanding loan to African
Consolidated Resources (PTC) Limited (under the effective control of Vast Resources plc and trustee of the EBT) of $nil
(2014: $ nil) and Millwall International Investments Limited had an outstanding loan to the same entity for $217,777
(2014: $217,777). As set out in the EBT accounting policy note, the EBT has been included as part of the Company
financial statements and consolidated as part of the Group financial statements.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
45
Notes to the financial statements
EBT
Exercise
price
Outstanding at
31 March
2014
Exercised
during last
12 months
Lapsed
during last
12 months
Granted
during last
12 months
Outstanding at
31 March
2015
Date
exercisable
from
8.75p
8.75p
9.00p
9.00p
6.00p
6,000,000
6,000,000
2,500,000
2,500,000
15,500,000
32,500,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
6,000,000
July 2010
6,000,000
July 2011
2,500,000
August 2011
2,500,000
August 2013
15,500,000
August 2014
32,500,000
As at 31 March 2015 a total of 32,500,000 of the EBT participation rights were exercisable.
Exercise
price
Outstanding at
31 March
2013
Exercised
during last
12 months
Lapsed
during last
12 months
Granted
during last
12 months
Outstanding at
31 March
2014
Date
exercisable
from
8.75p
8.75p
9.00p
9.00p
6.00p
6,000,000
6,000,000
2,500,000
2,500,000
15,500,000
32,500,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
6,000,000
July 2010
6,000,000
July 2011
2,500,000
August 2011
2,500,000
August 2013
15,500,000
August 2014
32,500,000
As at 31 March 2014 a total of 24,750,000 of the EBT participation rights were exercisable.
46
VAST RESOURCES PLC
Notes to the financial statements
Fair value of EBT participant rights
The fair values of the rights granted to participants under the EBT have been calculated using a Monte Carlo valuation
model. Based on the assumptions set out in the table below, as well as the limitation on the growth in share price
attributable to the participants (as set out in the table above) the fair-values are estimated to be:
Rights exercisable from
July 2010
July 2011
August 2011
August 2012
August 2014
Grant date
Validity of grant
Vesting periods
Share price at date of grant
Volatility
Dividend yield
Risk free investment rate
Fair value
Aug 2009
Aug 2009
Oct 2010
Oct 2010
Sep 2011
10 years
10 years
10 years
10 years
10 years
Aug 2009
- Aug 2011
- Jul 2010
Oct 2010
Aug 2009
- Aug 2012
- Jul 2011
Sep 2011
Oct 2010
- Aug 2014
8.75p
51%
nil
0.65%
nil
8.75p
51%
nil
0.65%
nil
9.00p
51%
nil
0.65%
nil
9.00p
51%
nil
0.65%
nil
Volatility has been based on historical share price information.
Share options expense
Share option (credit)/expense
2015
Group
$’000
(25)
6.00p
51%
nil
0.65%
nil
2014
Group
$’000
173
24 Reserves
Details of the nature and purpose of each reserve within owners’ equity are provided below:
• The Share capital denotes the nominal value at 0.1p each of the shares in issue.
• The Share premium holds the balance of consideration received net of fund raising costs in excess of the par value of
the shares.
• The share options reserve represents the accumulated balance of share benefit charges recognised in respect of
share options granted by the Company, less transfers to retained losses in respect of options exercised or lapsed.
• The foreign currency translation reserve comprises amounts arising on the translation of the Group and Company
financial statements from Sterling to United States Dollars, as set out in Note 1, prior to the change in functional
currency to United States Dollars.
• The available for sale reserve holds the gains/(losses) arising on recognising financial assets classified as available
for sale at fair value.
• The EBT reserve has been recognised in respect of the shares purchased in the Company by the EBT; the reserve
serves to offset against the increased share capital and share premium arising from the Company effectively
purchasing its own shares.
• The retained deficit reserve represents the cumulative net gains and losses recognised in the Group statement of
comprehensive income.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
47
Notes to the financial statements
25 Non-controlling Interests
Breckridge Investments (Private) Limited is a 50% owned subsidiary of the Company that has material non-controlling
interests (NCI).
Mineral Mining SA is an 80% owned subsidiary of the company which also has a non-controlling interest.
Summarised financial information for these two entities, before intra-group eliminations, is presented below together with
amounts attributable to NCI:
For the year ended 31 March
Revenue
Administrative expenses
Operating loss
Finance expense
Loss before tax
Tax expense
Loss after tax
Total comprehensive loss allocated to NCI
Dividends paid to NCI
Cash flows from operating activities
Cash flows from investing activities
Cash flows from financing activities
Net cash inflows/(outflows)
As at 31 March
Assets:
Intangible assets
Property plant and equipment
Trade and other debtors
Inventory
Cash and cash equivalents
Liabilities:
Trade and other payables
Loans and other borrowings
Accumulated non-controlling interests
Breckridge
Investments
2015
$000’s
Mineral
Mining
2015
$000’s
-
(525)
(525)
(1)
(526)
-
(526)
263
-
(412)
(1,248)
1,714
54
2015
$000’s
18,806
1,222
39
4
54
(145)
(1,764)
11,140
-
129
129
-
129
-
129
(26)
-
-
-
-
-
2015
$000’s
-
2,621
-
61
-
(1,243)
-
(172)
Total
NCI
2015
$000’s
-
(396)
(396)
(1)
(397)
(397)
237
-
(412)
(1,248)
1,714
54
2015
$000’s
18,806
3,843
39
65
54
(1,388)
(1,764)
10,968
48
VAST RESOURCES PLC
Notes to the financial statements
26 Related party transactions
Company
Directors and key management emoluments are disclosed in note 8.
A short term loan of $1.2 million was provided in June 2014 by a company associated with the Chairman, for working
capital requirements. This loan bears interest at 15% and is repayable on 30 June 2015. The principal is convertible, at
the lender’s election, into new ordinary shares of the Company at an issue price of 1.5p or the lowest price at which the
Company secures new funding prior to the repayment date whichever is the lower.
The loan is included in current liabilities at an amount of $1,229,096. At the date of reporting it had been agreed that the
conversion rights would be exercised and, subject to the appropriate resolutions being passed by the Company in a general
meeting, the principal will be repaid by the issue of 154,649,140 shares at a value of 0.5p each.
Group
The non-controlling interest in the Mineral Mining SA acquisition, referred to in note 13, where 20% of the shareholding of
the subsidiary is held by third parties (the “AP Group”), consist principally of a Director and senior executives of the Group,
namely:
Roy Tucker (Director) 2%
Andrew Prelea (Executive) 10%
Michael Kellow (Executive) 6%
Senior Romanian management 2%
In December 2014 the Company entered an option agreement with the AP Group (the “Option Agreement”) which was
augmented in February 2015 to acquire an 80% interest in MMSA, the AP Group having by February 2015 a contract to
acquire the whole of the issued share capital of MMSA from former owners.
Under the Option Agreement, should the Option be exercised the Company would be required to pay up to $3.6 million
partly for contractual sums due to the former owners, partly to retire existing debts of MMSA, and partly towards due
diligence costs, operational overheads and mine rehabilitation (the “Obligation”). On exercise of the Option any payments
by the Company in respect of matters covered by the Obligation made prior to exercise would be treated as a payment on
account of the Obligation. The Option was duly exercised on 23 March 2015, as a result of which the Company acquired an
80% interest in MMSA.
27 Contingent liabilities and capital commitments
Contingent liability - Zimbabwe Indigenisation
The Indigenisation regulations stipulate that all Zimbabwean registered companies, with a net asset value of $500,000 or
more transfer not less than 51% of their issued shares to indigenous persons within a five year period. These regulations
are relevant to Canape Investments (Private) Limited and its subsidiaries which are Group companies registered and
operating in Zimbabwe.
Following the investment agreement with the partner in the Pickstone-Peerless Gold Mine, these regulations now come
into effect in respect of Dallaglio Investments (Private) Limited. The method of implementation of these regulations is
unresolved, and the Group intends to await government guidance on this issue.
All other Zimbabwean companies in the Group, principally Canape Investments (Private) Limited but also other claim
holding subsidiaries, were or are in a net liability position at the reporting date, due to them being financed by loans
from the holding or other group companies. As such the Directors believe that there is currently no compulsion to effect
any transfer of shareholding in these subsidiaries to any third party or to enter into any plan to do so. Counsel’s opinion
supports this view.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
49
Notes to the financial statements
The full effect that this legislation might have on the operations of the Group is yet to be quantified and is subject to some
uncertainty.
Capital commitment – Pickstone-Peerless Gold Mine
At 31 March 2015 the Group, through its Zimbabwean subsidiary Breckridge Investments (Private) Limited, had
authorised, but not contracted, capital expenditure amounting to $2,771,589 in respect of the Pickstone-Peerless Gold
Mine. This expenditure will be incurred between the reporting date and the end of September 2015.
28 Litigation
Marange
In 2006 the Group registered several mining claims in Marange under shelf companies. At that time the Group was not
aware that the shelf companies had not actually been registered. In Zimbabwe the registration process had started
but the companies were only registered a short period after the claims were registered in the company names. After
the registration of the claims 120,031.87 carats of diamonds were acquired from the claims. The Zimbabwe Mining
Commissioner subsequently cancelled the registration of the claims on the instructions of the Minister of Mines. The
Group instituted proceedings in the Zimbabwe High Court challenging the cancellations of the registration of the claims.
The Zimbabwe High Court handed down a judgement declaring that the cancellations were invalid and that the claims were
legally held by the Group. The High Court also ordered that the diamonds which had been seized from the Group’s offices
in the Harare should be returned.
The Minister of Mines instructed the Attorney General to note an appeal to the Supreme Court. The appeal was noted but
the Attorney General renounced agency because he considered that there were no valid grounds of appeal. The diamonds
that were seized from the Group were not returned. They are being held in the vault of the Reserve Bank of Zimbabwe.
The Minister of Mines subsequently wrote to the High Court judge asking him to rescind his judgement on the basis that
the Group had fraudulently withheld information in order to get a favourable judgement. Although the Judge had no
jurisdiction to deal with the matter because it was on appeal to the Supreme Court, he did issue a judgement rescinding
his earlier judgement. The Group has appealed against that judgement. Legal opinion is to the effect that the Rescission
Judgement is fatally flawed. The Minister withdrew his appeal to the Supreme Court so if the Supreme Court upholds the
appeal against the Rescission Judgement the claims will revert to the Group.
In 2010, soon after the issue of the Rescission Judgement, the Attorney General laid criminal charges against the Group
the allegations being that registration of the claims in the names of the non- registered companies was prejudicial to the
Ministry of Mines; alternatively the Group was illegally in possession of the diamonds above. The Group applied to the
High Court for the charges to be quashed. More than 2 years later, in May 2013, the Judge handed down his judgement.
He ruled that he could not quash the charges and that the Group should have applied for a stay of proceedings until the
appeal had been determined. The suggested application has since been made to the Attorney General. Legal opinion is
to the effect that the possibility of conviction on any of the charges is very remote. However the Attorney-General has
now withdrawn the charges because, instead of the charges being laid against the parent company or any active group
subsidiary, they were laid against African Consolidated Resources (Private) Limited, a company registered in Zimbabwe,
which is a shelf company and not a Group company. It could not have been involved because it had no staff.
Baita Plai Polymetallic Mine licence
As set down more fully elsewhere in this report, during the year the Group acquired an 80% interest in Mineral Mining
SA (MMSA), a Romanian entity which is in administration and which owns the Baita Plai Polymetallic Mine. As set out in
note 15, one of the debts due by MMSA is a disputed amount to a State company, Baita SA. The precise amount of the
debt is subject to an outstanding audit but the Judicial Administrator of MMSA has determined that it will not exceed RON
2,500,000 (approximately US$ 625,000). Baita SA has lodged an appeal against MMSA and claims that that the debt due
should be determined as a definite sum of RON 2,500,000. Counsel to MMSA are of the opinion that the claim by Baita SA
will fail.
As stated in note 15, the Group has provided the full amount of RON 2,500,000 as a payable in the financial statements.
50
VAST RESOURCES PLC
Notes to the financial statements
29 Events after the reporting date
Repayment of convertible loan
In June 2014 a convertible loan for $1.2 million, secured on the Pickstone-Peerless Gold Mine, was provided from a
company associated with the Chairman for working capital requirements. This loan was repayable by 30 June 2015 and is
disclosed in note 20 as a current liability and note 26 as a Related Party Transaction. At the date of reporting it has been
agreed that this loan will be repaid by the issue of ordinary shares in the company, subject to the appropriate resolutions
being passed by the Company in a general meeting.
Manaila Polymetallic Mine acquisition
On 7 July 2015 the Group announced that it had concluded an agreement to purchase 50.1% of the issued share capital
of Sinarom Mining Group SRL, a company which was currently operating the open pit Manaila Polymetallic Mine (MPM)
subject to certain conditions precedent. Fulfilment of all conditions precedent was announced on 22 July 2015 and at the
date of reporting the Group has taken over management of MPM, and completion of the acquisition is only subject to the
registration of the sale at the Romanian Trade Registry. Due to the proximity of the completion of the transaction to the
publication of the Group’s results the Directors have not yet determined the accounting treatment for this transaction.
Share Appreciation Scheme
In June 2015 the Company established a Share Appreciation Scheme to incentivise directors and senior executives. The
basis of the Scheme is to grant a fixed number of ‘share appreciation rights’ (SARS) to participants. Each SAR is credited
rights to receive at the discretion of the Company ordinary shares in the Company or cash to a value of the difference
in the value of a share at the date of exercise of rights and the value at date of grant. The SARS are subject to various
performance conditions. The aggregate number of SARS awarded was 87,000,000.
Appointment of joint corporate broker
In June 2015 the Company appointed Dowgate Capital Stockbrokers Ltd as joint broker.
Fund raising
In July 2015 the Company raised approximately £1.26 million (approximately $1.96 million) through a placing and a
subscription at a price of 1.2p per share to further the Company’s opportunities in Romania and for general corporate
purposes, and in August 2015 raised a further £27,500 (approximately $42,500) for similar purposes.
Exercise of warrants
In August 2015 an adviser to the Company exercised warrants for the allotment of 7,000,000 ordinary shares in the
Company at an exercise price of 0.5p per shares.
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
51
Notes to the financial statements
30 Group subsidiaries
A full list of subsidiary company is given below:
Company
Country of
registration
Proportion
held by
group
Proportion
held by
group
Nature of business
African Consolidated Resources SRL
Romania
African Consolidated Resources (Zambia) Limited
Zambia
African Consolidated Resources PTC*
ACR Nominees Limited
(change of name to Vast Resources Nominees Ltd
post reporting date)
BVI
UK
2015
100%
nil
nil
2014
100%
100%
Mining exploration
and development
Mining exploration
and development
nil
Nominee company
100%
100%
Nominee company
Breckridge Investments (Private) Limited
Zimbabwe
50%
100%
Bottompit Mining Limited
Cadex Investments (Private) Limited
Canape Investments (Private) Limited
Zambia
Zimbabwe
Zimbabwe
nil
100%
100%
Conneire Mining (Private) Limited
Zimbabwe
100%
Dallaglio Investments (Private) Limited
Zimbabwe
50%
Dashaloo Investments (Private) Limited
Exchequer Mining Services (Private) Limited
Fisherman Mining Limited
Zimbabwe
Zimbabwe
Zambia
100%
100%
100%
Heavystuff Investment Company (Private) Limited
Zimbabwe
100%
Kleton Investments (Private) Limited
Lafton Investments (Private) Limited
Lescaut Investments (Private) Limited
Zimbabwe
Zimbabwe
Zimbabwe
50%
50%
50%
Lomite Investments (Private) Limited
Zimbabwe
100%
Lotaven Investments (Private) Limited
Mayback Investments (Private) Limited
Zimbabwe
Zimbabwe
Millwall International Investments Limited
BVI
Mineral Mining SA
Romania
50%
50%
100%
80%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
nil
Moorestown Limited
BVI
100%
100%
Mystical Mining (Private) Limited
Naxten Investments (Private) Limited
Nivola Mining (Private) Limited
Zimbabwe
Zimbabwe
100%
100%
Zimbabwe
50%
Olebile Investments (Private) Limited
Zimbabwe
100%
100%
100%
100%
100%
Mining exploration
and development
Claim holding
Claim holding
Mining exploration
and development
Claim holding
Holding Company
for Breckridge
Investments
(Private) Limited
Claim holding
Claim holding
Mining exploration
and development
Claim holding
Claim holding
Claim holding
Claim holding
Claim holding
Claim holding
Claim holding
Holding company
Mining exploration
and development
Mining exploration
and development
Claim holding
Asset holding
Claim holding
Claim holding
52
VAST RESOURCES PLC
Notes to the financial statements
Company
Country of
registration
Proportion
held by
group
Proportion
held by
group
Nature of business
Perkinson Investments (Private) Limited
Zimbabwe
Possession Investment Services (Private) Limited
Zimbabwe
Rabame Investments (Private) Limited
Sackler Investments (Private) Limited
Schont Mining Services (Private) Limited
Turnpike Mines Limited
Accufin Investments (Private) Limited
Aeromags (Private) Limited
Campstar Mining (Private) Limited
Chabona Mines Limited
Chaperon Manufacturing (Private) Limited
Charmed Technical Mining (Private) Limited
Chianty Mining Services (Private) Limited
Chileba Mines Limited
Chiyawa Resources Limited
Zimbabwe
Zimbabwe
Zimbabwe
Zambia
Zimbabwe
Zimbabwe
Zimbabwe
Zambia
Zimbabwe
Zimbabwe
Zimbabwe
Zambia
Zambia
2015
100%
100%
50%
100%
100%
nil
100%
100%
100%
nil
100%
100%
100%
nil
nil
Corampian Technical Mining (Private) Limited
Zimbabwe
100%
Cranberry Mining Limited
Deep Burg Mining Services (Private) Limited
Deft Mining Services (Private) Limited
Elfman Investment Services (Private) Limited
Febrim Investments (Private) Limited
Filkins Investment Services (Private) Limited
Gerry Investment Company (Private) Limited
Gigli Investment Services (Private) Limited
Hemihelp Investments (Private) Limited
Isiyala Mining (Private) Limited
Katanga Mining (Private) Limited
Kengen Trading (Private) Limited
Kielty Investments (Private) Limited
Lucciola Investment Services (Private) Limited
Lukulu Mines Limited
Zambia
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zambia
nil
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
nil
Lyndock Investment Company (Private) Limited
Zimbabwe
100%
Mafingi Mines Limited
Maglev Investment Services (Private) Limited
Malaghan Investments (Private) Limited
Zambia
Zimbabwe
Zimbabwe
Methven Investment Company (Private) Limited
Zimbabwe
nil
100%
100%
100%
2014
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Claim holding
Claim holding
Claim holding
Claim holding
Claim holding
Claim holding
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
53
Notes to the financial statements
Company
Country of
registration
Proportion
held by
group
Proportion
held by
group
Nature of business
Mimic Mining (Private) Limited
Monteiro Investments (Private) Limited
Nedziwe Mining (Private) Limited
Nemies Investment Services (Private) Limited
Notebridge Investments (Private) Limited
Pickstone-Peerless Mining (Private) Limited
Prudent Mining (Private) Limited
Rania Haulage (Private) Limited
Re-Energised Investments (Private) Limited
Regsite Mining Services (Private) Limited
Riberio Mining Services (Private) Limited
Sullivan Enterprises (Private) Limited
Swadini Miners (Private) Limited
Tamahine Investments (Private) Limited
The Salon Investments (Private) Limited
Vono Trading (Private) Limited
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Warkworth Investment Services (Private) Limited
Zimbabwe
Wynton Investment Company (Private) Limited
Zimbabwe
Zimba Mines Limited
Zambia
2015
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
nil
Zimchew Investments (Private) Limited
Zimbabwe
100%
*The company has effective control of this entity
2014
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
54
VAST RESOURCES PLC
COMPANY INFORMATION
Directors
William Lionel Battershill – Chairman
Roy Aubrey Pitchford – Chief Executive Officer
Roy Clifford Tucker – Finance Director
Eric Kevin Diack – Non-Executive Director
Secretary and registered office
Roy Clifford Tucker, FCA
Nettlestead Place
Nettlestead
Maidstone
Kent, ME18 5HA
Country of incorporation
United Kingdom
Legal form
Public limited company
Website
www.vastresourcesplc.com
Auditors
BDO LLP
55 Baker Street
London W1U 7EU
Financial and Nominated Advisors
Strand Hanson Limited
26 Mount Row
Mayfair
London
W1K 3SQ
Joint Corporate Brokers
Daniel Stewart & Company Plc
Becket House
36 Old Jewry
London EC2R 8DD
Dowgate Capital Stockbrokers Limited
Talisman House
Jubilee Walk
Three Bridges
Crawley, West Sussex
RH10 1LQ
Bankers
Standard Bank Isle of Man Limited
Standard Bank House
1 Circular Road
Douglas
Isle of Man
1M1 1SB
Registrars
Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Registered number
05414325
2015 ANNUAL REPORT AND FINANCIAL STATEMENTS
55
56
VAST RESOURCES PLC
vast resourcesvastresourcesplc.comv a s t
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e s o u r c e s
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