23 Sep 2005 07:01
Murchison United NL 23 September 2005 ABN 59 009 087 852 ANNUAL REPORT FOR THE YEAR ENDED 30 JUNE 2005 Murchison United NL Ground Floor 2 Centro Avenue SUBIACO WA 6008 MURCHISON UNITED NL (ABN 59 009 087 852) CONTENTS Corporate Governance Statement 3 Directors' Report 6 Auditor's Independence Declaration 18 Schedule of Interests in Mining Tenements 19 Statements of Financial Performance 20 Statements of Financial Position 21 Statements of Cash Flows 22 Notes to and forming part of the Financial Statements 23 Directors' Declaration 46 Independent Audit Report 47 ASX Additional Information 48 MURCHISON UNITED NL (ABN 59 009 087 852) CORPORATE GOVERNANCE STATEMENT The Board of Directors of Murchison United NL is responsible for the corporate governance of the Company. The Board monitors the business affairs of Murchison United NL on behalf of the shareholders by whom they are elected and to whom they are accountable. The Board of Directors acknowledge the Principles of Good Corporate Governance and Best Practice Recommendations set by the Australian Stock Exchange ("ASX") Corporate Governance Council. However, in view of the company's current size and extent and nature of operations, full adoption of the best practice recommendations is currently not practical. The Board will continue to work towards full adoption of the recommendations in line with the growth and development of the Company in the years ahead. A summary of current corporate governance practices adopted by the Board are as follows: Composition of the Board The composition of the Board is determined in accordance with the following principals and guidelines: • The Board shall compromise at least 3 Directors, increasing where additional expertise is considered desirable in certain areas; and • Directors may bring characteristics, which allow a mix of qualifications, skills and experience. Potential candidate(s) will be identified by the Board, and advice may be obtained from an external consultant. The Board then appoints the most suitable candidate, who shall hold office until the next following Annual General Meeting, where the appointee is required to stand for re-election. The current Board is comprised of four Directors of which three are non-executive directors including the Chairman. All Directors of the company have a formal letter of appointment setting out the key terms and conditions of their appointment. The primary responsibilities of the Board include: • The approval of the annual and half-year financial report; • The establishment of corporate strategy and to continually monitor strategic development; • The review and adoption of annual budges for the financial performance of the Company and monitoring the results on a quarterly basis; • Reviewing and ratifying systems of risk management and internal compliance and control, codes of conduct and legal compliances; • To access potential investment opportunities for the Company; and • Overseeing the day to day management of the Company; MURCHISON UNITED NL (ABN 59 009 087 852) CORPORATE GOVERNANCE STATEMENT (Continued) Audit Committee All matters, which might properly be dealt with by an audit committee, are the scrutiny of Board Meetings. Matters that are considered include: • Ensuring that an effective internal control framework exists within the Company; • Review the annual report, financial statements and other information distributed externally; • Reviewing audit reports and letters to the Board from the external auditors; • Liasing with external auditors and ensuring the annual audit and half year review are conducted in an effective manner; • Nomination of the external auditor and reviewing the adequacy of the scope and quality of the annual audit and half year review; and • Monitoring compliance with the Corporations Act 2001, ASX Listing Rules, and other matters outstanding with other regulatory and financial authorities. Remuneration The Board reviews the remuneration packages and policies applicable to the Executive Directors, on an annual basis. Remuneration levels are competitively set to attract qualified experienced Directors. Where necessary the Board will obtain independent advice on the appropriateness of remuneration packages. Where the remuneration of a particular Executive Director is to be considered, the Director concerned declares his interest and does not vote, as well as depart the meeting, so as not to be present while the issue is being discussed. Communication to Shareholders The Board of Directors aims to ensure that the shareholders are informed of all information necessary to assess the performance of the Directors. Information is communicated to the shareholders through: • The annual report which is distributed to all shareholders; • The half-year report lodged with the ASX; • The annual general meeting and other meetings so called to obtain approval for board action as appropriate; and • Quarterly reports and other announcements made by the Company to the ASX under continuous disclosure requirements. MURCHISON UNITED NL (ABN 59 009 087 852) CORPORATE GOVERNANCE STATEMENT (Continued) Ethical Standards The Board acknowledges the need for and continued maintenance of a high standard of corporate governance practice and ethical conduct by all Directors and employees. Independent Professional Advice The Directors have the right, in connection with their duties and responsibilities as Directors, to seek independent professional advice at the company's expense. Prior approval of the Chairman is required, which will not be unreasonably withheld. Risk Management The Board is responsible for the company's system of internal controls. The Board is responsible for establishing and implementing policies on risk management. Future Developments The Company is continuing to investigate resource opportunities in Australia and internationally, to assess their appropriateness for the Company. It is the Directors view that further implementation of the Principals of Good Corporate Governance and Best Practice Recommendation as set by the Australian Stock Exchange (ASX) will be assessed once an appropriate project is secured. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2005 Your Directors submit their report for the year ended 30 June 2005. DIRECTORS The names and details of the company's directors in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated. Names, qualifications, experience and special responsibilities Glenn Robert Featherby, aged 48, B.Com., A.C.A. (Non Executive Chairman) Mr. Featherby joined the board on the 2nd August 2004. Glenn has over 20 years' experience in corporate advisory work and has worked extensively in the resources sector. He worked with KPMG in Perth, Western Australia and London before establishing his own accounting practice in Perth in 1997. Glenn is also a non-executive director of Canadian & A.I.M. listed European Goldfields Limited (appointed November 2003), and was the finance director of Regal Petroleum Plc from August 2002 until September 2004 Mark David Reilly, aged 35, B.Bus., A.C.A. (Managing Director) Mr. Reilly joined the board on the 2nd August 2004. Mark has over 15 year's experience in advisory work with extensive experience in the mining, banking and finance industries. He worked with Coopers & Lybrand in Perth before establishing a practice with Glenn Featherby. He is the former administrator of the company's previous subsidiary Renison Bell Limited. David Hutchins, aged 45 (Non-Executive Director) Mr Hutchins joined the board on the 8th December 2000. David has over 20 years Institutional Funds Management experience in the international mining sector. He spent over 12 years at the M&G Group Plc, one of the largest institutional fund managers, and at the time of leaving held the position of director of M&G Investment Management Ltd. David is a director of Ocean Resources Capital Holdings Plc (appointed February 2003) and Pan Palladium Ltd (appointed June 2001). David was a director of Resources Investment Trust Plc from January 2002 until December 2003. Christopher David Grannell, aged 42, (Non-Executive Director) Mr Grannell joined the board on the 4th April 2005. David has significant London capital markets experience focused in the natural resources sector. He is an Executive Director and Chief Financial Officer of European Goldfields Limited (appointed August 2003) a company listed on the Toronto Stock Exchange and the AIM market of the London Stock Exchange. Bruno Camarri, aged 59, LLB (Past Chairman, Non-Executive Director) Mr Camarri joined the board on the 8th August 1994 and resigned on the 2nd August 2004. Bruno has over 30 years experience in the energy and natural resources industries. He was a senior partner with the law firm, Freehills. He is Deputy Chairman of the United Group Limited (appointed October 1994) and a Director of LinQ Capital Limited and LinQ Investors Ltd (appointed July 2002). MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2005 DIRECTORS (Continued) Paul Atherley, aged 49, BSc(Hons) MAppSc MBA MAusIMM ARSM (Past Managing Director) Mr Atherley joined the board on the 22nd September 1993 and resigned on the 2nd August 2004. Paul graduated in mining engineering from the Royal School of Mines, Imperial College in 1982 and has over 20 years industry operating experience including periods with British Coal in the UK and Mount Isa Mines Ltd in Australia. Paul is a director of Leyshon Resources Ltd (appointed May 2004). Company Secretary Joe Schiavi, aged 46, B.Bus. ACA (Company Secretary) Mr Schiavi was appointed Company Secretary on the 2nd August 2004. Prior to holding this position he has held a number of senior accounting, administration and Company Secretary positions. Joe has been a Chartered Accountant for over 20 years. Stacey Apostolou, aged 39, BBus CPA, (Past Executive Director since 2000, Company Secretary since 1998) Ms Apostolou was appointed Company Secretary on the 31st March 1998 and resigned on the 2nd August 2004. Stacey was an accountant for a number of publicly listed companies within the mining and exploration industry and has over 15 years relevant industry experience. She was also responsible for the corporate, treasury and finance, accounting and administration functions for these companies. MEETING OF DIRECTORS The number of Directors' meetings and number of meetings attended by each of the Directors of the Company during the financial year are: Director's Meetings A B G R Featherby 6 6 M D Reilly 6 6 D Hutchins 5 6 C D Grannell 1 1 B G Camarri 1 1 P C Atherley 1 1 A - Number of meetings attended B - Reflects the number of meetings held during the time the director held office during the year MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) OPERATING AND FINANCIAL REVIEW PRINCIPAL ACTIVITIES Murchison United NL is a no liability company incorporated and domiciled in Australia. The principal activity of the company during the course of the financial year was the exploration of minerals. OPERATIONS During the year and up to the date of this report Murchison United NL continues to investigate resource opportunities. Currently these are focused on the Company's mining interests in the Cloncurry area in Queensland, Australia and reviewing the prospectivity for uranium in the countries of Niger, Mali and The Republic of Guinea. Murchison United NL have commissioned SRK Consulting UK, to carry out field visits and geological analysis of a number of areas in the Republic of Guinea, Niger and Mali. SRK have completed their visit and analysis of data from the Republic of Guinea collecting limited rock samples and analysed limited historical mapping and target generation data compiled by consultants for the Government during the 1980's. SRK are currently planning visits to Niger and Mali. Pending completion of the SRK review of Niger and Mali, the Company has applied for exploration licences in Guinea over the areas of interest. The Company has taken this action to preserve the Company's priority to those areas if the Company ultimately decides to pursue exploration. The application for exploration licences in Guinea does not commit the Company to any financial obligation unless the licences are granted. There is no guarantee that the licences will be granted. It is the Company's intention to await the completion of the reports for Niger and Mali before determining whether to commit to an exploration programme in one or more of Guinea, Niger or Mali. If SRK's review of the identified areas in Niger and Mali does not provide significant encouragement, it is unlikely that the Company would proceed with an exploration programme in Guinea alone The Directors of Murchison United NL are continuing to investigate resource opportunities in Australia and internationally to assess their appropriateness for the Company. Operating Results for the year The loss after income tax for the financial year was $1,661,188 (2004: $1,794,103) Dividends No dividend has been paid since the end of the previous financial year. The Directors recommend that no dividend be paid in respect of the current financial year. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) Earnings per share Cents Basic earnings/(loss) per share (.01) Diluted earnings/(loss) per (.01) share Employees Murchison United NL employed 4 employees as at 30th June 2005 (2004: no employees) Capital Structure During the year 15,301,667 shares were issued to Renison Bell Limited approved shortfall creditors. This issue, which was not for cash, was to satisfy an obligation of the Company. The company issued a further 57,777,777 shares at $0.045 raising $2,448,860 after costs. Risk management The Company takes a proactive approach to risk management. The Board is responsible for ensuring that risks, and also opportunities, are identified on a timely basis and that the Company's objectives and activities are aligned with the risks and opportunities identified by the board. The group believes that it is crucial for all Board members to be part of this process, and as such the board has not established a separate risk management committee. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS Significant changes in the state of affairs of the company during the financial year were as follows: •The Company offered, negotiated and entered into a Deed of Company Arrangement (DOCA) in connection with Renison Bell Limited "RBL", which was approved by creditors on 13 November 2003, offering "shortfall" creditors additional value. The Company offered all RBL creditors whose debt is not satisfied in full, one fully paid ordinary share in the Company for every $1.00 of unsatisfied debt. A minimum amount equivalent to a marketable parcel is offered to creditors. The DOCA was executed in December 2003. During the year approved shortfall creditors were issued 15,301,667 shares. The Deed Administrator has not yet finalised the approval or otherwise of all "proof of debts" lodged by RBL creditors. Un-finalised proofs could require the issue of additional shares to a maximum of 4,191,979. It is envisaged that the issue of outstanding shares to RBL creditors will be completed during the year ended 30th June 2006. •The company issued 57,777,777 shares at $0.045 cents raising $2,448,860 after costs. The funds raised will be used for working capital to review existing assets and continue the Company's investigation of resource opportunities in Australia and internationally. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) EVENTS SUBSEQUENT TO BALANCE DATE There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in subsequent financial years. LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS Further information about likely developments in the operations of the Company and the expected results of those operations in future financial years has not been included in this report because disclosure of that information would be likely to result in unreasonable prejudice to the Company. ENVIRONMENTAL REGULATION AND PERFORMANCE The company has an environmental security deposit of $7,950 (2004: $7,950) in relation to the Millennium mining leases. There have been no calls on this deposit up to the date of this report. The Board believes that the Company has adequate systems in place for the management of its environmental requirements and is not aware of any breach of environmental requirements as they apply to the company. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) REMUNERATION REPORT This report outlines the remuneration arrangements in place for directors and executives of Murchison United NL (the Company) Remuneration philosophy The performance of the company depends upon the quality of its directors and executives. To prosper the company must attract, motivate and retain highly skilled directors and executives. To this end, the company provides competitive rewards to attract high calibre executives. Remuneration committee The Directors of Murchison United NL considered that due to the level of current operations a Remuneration Committee is currently not required. The Board is responsible for remuneration policy to ensure that remuneration packages properly reflect each person's duties and responsibilities, and that remuneration is competitive in attracting, retaining and motivating people of the highest quality. During the year a remuneration committee did not exist. The existence and composition of Directors' Committees may be reconsidered in the coming months. Remuneration structure In accordance with best practice corporate governance, the structure of non-executive director and senior manager remuneration is separate and distinct. Non-executive director remuneration Objective The Board seeks to set aggregate remuneration at a level which provides the company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders. Structure The Constitution and the ASX and AIM Listing Rules specify that the aggregate remuneration of non-executive directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between directors as agreed. The latest determination was at the Annual General meeting held on 30 November 1998 when shareholders agreed an aggregate remuneration of $300,000 per year. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The board considers advice from external consultants as well as the fees paid to non-executive directors of comparable companies when undertaking the annual review process. Each director receives a fee for being a director of the company. Non-executive directors are encouraged by the board to hold shares in the company purchased by the director. It is considered good governance for directors to have a stake in the company whose board he or she sits. The non-executive directors of the company can participate in the Employee Share Option Plan, which provides incentives where specified criteria are met. The remuneration of non-executive directors for the year ended 30 June 2005 is detailed in Table 1 on page 14 of this report. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) REMUNERATION REPORT (Continued) Senior manager and executive director remuneration Objective The company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the company and so as to: • Align the interests of executives with those of shareholders; • Ensure total remuneration is competitive by market standards. Structure In determining the level and make-up of the executive remuneration, the Board obtained advice as to remuneration paid to executive directors of comparable companies. It is the Board's policy that employment contracts are only entered into with the Managing Director and with no other executives. Details of this contract are provided on page 13. Remuneration consists of the following key elements: • Fixed Remuneration • Variable Remuneration Fixed Remuneration Objective The level of fixed remuneration is to set as so to provide a base level of remuneration, which is both appropriate to the position and is competitive in the market. Fixed remuneration is reviewed annually by the Board of Directors and the process consists of a review of business and individual performance, relevant comparative remuneration in the market and internal and, where appropriate, external advice on policies and practices. The Board has access to external advice independent of management. Structure Senior managers are given the opportunity to receive their fixed (primary) remuneration in a variety of forms including cash and fringe benefits such as motor vehicles and expense payment plans. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue costs for the company. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) REMUNERATION REPORT (Continued) Variable Remuneration - Long Term Incentive (LTI) Objective The objective of the LTI plan is to reward senior managers in a manner which aligns this element of remuneration with the creation of shareholder wealth. As such LTI grants are only made to executives who are able to influence the generation of shareholder wealth and thus have a direct impact on the Company's performance against the relevant long term performance. Structure LTI grants to executives are delivered in the form of options. There are no performance conditions attached to the options. Options granted to executives during the year are detailed on page 13. Employment contracts The Managing Director, Mr Mark D Reilly, is employed under contract. The current employment contract commenced on the 1 January 2005. Under the terms of the present contract: • Mr Reilly may resign from his position and thus terminate this contract by giving 6 months written notice. On resignation by notice, any LTI options granted will have vested, or will vest during the notice period. • The company may terminate this employment agreement by providing 6 months written notice or provide payment in lieu of the notice period (based on the fixed component of Mr Reilly's remuneration). On termination on notice by the company, any LTI options granted will have vested, or will vest during the notice period. • The company may terminate the contract at any time without notice if serious misconduct has occurred. Where termination with cause occurs the Managing Director is only entitled to that portion of remuneration, which is fixed, and only up to the date of termination. On termination with cause any unvested options will immediately be forfeited. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS (Continued) Table 1: Remuneration of Directors and Executives for the year ended 30th June 2005 Primary benefits Post employment Equity Other Salary Cash Non Superannu- Retirement Options Bonus Total & Fees Bonus Monetary ation benefits benefits Directors $ $ $ $ $ $ $ $ G. Featherby 2005 25,000 - - 2,250 - 119,000 - 146,250 2004 - - - - - - - - M Reilly 2005 75,000 - - 6,750 - 208,250 - 290,000 2004 - - - - - - - - D Hutchins 2005 20,000 - - - - - - 20,000 2004 - - - - - - - - C D Grannell 2005 10,000 - - - - - - 10,000 2004 - - - - - - - - P. Atherley 2005 - - - - - - - - 2004 84,944 - - - - - - 84,944 B Camarri 2005 - - - - - - - - 2004 - - - - - - - - Executives J Schiavi 2005 50,000 - - 4,500 - 119,000 - 173,500 2004 - - - - - - - - S Apostolou 2005 - - - - - - - - 2004 - - - - - - - - Total 2005 180,000 - - 13,500 - 446,250 - 639,750 Total 2004 84,944 - - - - - - 84,944 There were no executive officers other than those listed above during the year ended 30 June 2005. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS (Continued) Table 2: Options granted as part of remuneration for the year ended 30th June 2005: Grant Grant Vest Value Exercised Value Value % of Date Number per Number per at remuner- option option date ation at at option grant exercise lapsed date date G R 19 May 2005 2,000,000 19 0.0595 Not Not Not 81% Featherby November2005 applicable applicable applicable M D Reilly 19 May 2005 3,500,000 19 November 0.0595 Not Not Not 72% 2005 applicable applicable applicable J Schiavi 19 May 2005 2,000,000 19 November 0.0595 Not Not Not 69% 2005 applicable applicable applicable @ From 1 July 2004, options granted as part of senior management remuneration have been valued using "Black & Scholes" option pricing model, which takes account of factors including the option exercise price, the current level and volatility of the underlying share price, the risk-free interest rate, probability of dividends on the underlying share, current market price of the underlying share and the expected life of the option. See below for further details. Fair value of options: The fair value of each option is estimated on the date of grant using the "Black & Scholes" option pricing method with the following assumptions: Underlying share price: Low $0.05 High $0.10 Risk of Underlying shares - Annualised standard deviation 94.916% per AGSM Risk fee interest rate 5.45% Expected life of options 5 years Dividend Yield 0% The resultant average fair value per option vesting after 1 July 2004 is $0.0595 Currently, these fair values are not recognised as expense in the financial statements. However, should these grants be expensed as required under AIFRS, they would be amortised over the vesting periods resulting in an increase in employee benefits expense of $103,723.00 (2004 $0). Note that no adjustments to these amounts have been made to reflect estimated or actual forfeitures (i.e. options that do not vest). MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS (Continued) OPTIONS At the date of this report, unissued ordinary shares of the Company under option are: Expiry Date Exercise Price Number of Shares 1 July 2007 $0.46 350,000 19 May 2010 $0.055 7,500,000 These options do not entitle the holder to participate in any share issue of any other body corporate. No options were issued during the year and no shares were issued as a result of the exercise of any options. DIRECTORS' INTERESTS The relevant interest of each Director in the share capital and options of the Company, as notified by the Directors to the Australian Stock Exchange in accordance with s205G (1) of the Corporations Act 2001, at the date of this report is as follows: - Murchison United NL Ordinary Shares Partly Paid Shares Options G R Featherby 3,333,333 - 2,000,000 M D Reilly 3,333,333 - 3,500,000 D Hutchins 500,000 - - C D Grannell - - - MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' REPORT (CONTINUED) INDEMNIFICATION AND INSURANCE OF OFFICERS Indemnities and insurance The Company has, in accordance with the Constitution, entered into insurance contracts, which indemnify Directors and officers of the Company against liabilities. In accordance with normal commercial practices, under the terms of the insurance contracts, the details of the nature and extent of the liabilities insured against and the amount of premiums paid are confidential. AUDITORS INDEPENDENCE AND NON-AUDIT SERVICES A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 accompanies this report. NON- AUDIT SERVICES The following non-audit services were provided by the company's auditor, Ernst & Young. The directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act. The nature and scope of each type of non-audit services provided means that auditor independence was not compromised. Ernst & Young received or due to receive the following amounts for the provision of non-audit services: Taxation advice: $ 12,100 Signed in accordance with a resolution of the directors. Dated at Perth this 22nd day of September 2005. ....................................... M D Reilly MANAGING DIRECTOR Auditor's Independence Declaration to the Directors of Murchison United NL In relation to our audit of the financial report of Murchison United NL for the year ended 30 June 2005, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct. Ernst & Young J P Dowling Partner Perth 22 September 2005 MURCHISON UNITED NL (ABN 59 009 087 852) SCHEDULE OF INTERESTS IN MINING TENEMENTS CURRENT AT 30 JUNE 2005 STATE TENEMENT NAME/LOCATION TENEMENT INTEREST COMMENTS NUMBER Queensland Rita Margaret ML 2512 100% This Time Maybe l ML 2761 100% Federal ML 2762 100% Millennium #1 ML 7506 100% Millennium #2 ML 7507 100% Millennium #3 ML 7508 100% Millennium #4 ML 7509 100% NOTE: QUEENSLAND ML = Mining Lease MLA = Mining Lease Application EPM = Exploration Permit for Minerals WESTERN AUSTRALIA :E = Exploration Licence P = Prospecting Licence M = Mining Lease G = General Purpose Lease MURCHISON UNITED NL (ABN 59 009 087 852) STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2005 NOTE COMPANY 2005 2004 $ $ Revenue from ordinary activities 2 29,392 13,513 Expenses from ordinary activities 3 (1,690,580) (1,807,616) (Loss) from ordinary activities (1,661,188) (1,794,103) before related income tax expense Income tax (expense)/benefit relating 4(a) - - to ordinary activities (Loss) from ordinary activities 13 (1,661,188) (1,794,103) after related income tax expense Net (Loss) (1,661,188) (1,794,103) Share issue costs 12 (151,140) - Total revenues, expenses and valuation (151,140) - adjustments attributable to members of Murchison United NL and recognised directly in equity Total changes in equity other than (1,812,328) (1,794,103) those resulting from transactions with owners as owners attributable to members of Murchison United NL Basic (loss) per share 17 (.01) (.01) Diluted (loss) per share 17 (.01) (.01) The statements of financial performance are to be read in conjunction with the notes to and forming part of the financial statements set out on pages 23 to 45. MURCHISON UNITED NL (ABN 59 009 087 852) STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2005 NOTE COMPANY 2005 2004 $ $ CURRENT ASSETS Cash assets 18(ii) 1,988,141 148,025 Receivables 6 7,950 7,950 Other 7 7,466 8,047 TOTAL CURRENT ASSETS 2,003,557 164,022 NON CURRENT ASSETS Other financial assets 8 23,480 25,284 Property, plant and equipment 9 2,650 7,391 TOTAL NON-CURRENT ASSETS 26,130 32,675 TOTAL ASSETS 2,029,687 196,697 CURRENT LIABILITIES Payables 10 299,878 645,341 Provisions 11 13,631 - TOTAL CURRENT LIABILITIES 313,509 645,341 TOTAL LIABILITIES 313,509 645,341 NET (LIABILITIES)/ASSETS 1,716,178 (448,644) EQUITY/(DEFICIT) Contributed equity 12 41,380,905 37,554,895 Accumulated losses 13 (39,664,727) (38,003,539) TOTAL EQUITY/(DEFICIT) 1,716,178 (448,644) The statements of financial position are to be read in conjunction with the notes to and forming part of the financial statements set out on pages 23 to 45. MURCHISON UNITED NL (ABN 59 009 087 852) STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2005 NOTE COMPANY 2005 2004 $ $ Cash flows from operating activities Cash payments in the course of (638,136) (883,753) operations Settlement of Silcar Guarantee - (500,000) Interest received 27,588 13,013 Net cash used in operating 18(i) (610,548) (1,370,740) activities Cash flows from investing activities Proceeds on disposal of non 1,804 500 current assets Net cash provided/(used in) investing 1,804 500 activities Cash flows from financing activities Proceeds from issue of shares 2,600,000 500,000 Transaction costs relating to (151,140) - issue of shares Net cash provided by financing 2,448,860 500,000 activities Net (decrease)/increase in cash 1,840,116 (870,240) held Cash at the beginning of the 148,025 1,018,265 financial year Cash at the end of the financial 18(ii) 1,988,141 148,025 year The statements of cash flows are to be read in conjunction with the notes to and forming part of the financial statements set out on pages 23 to 45. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The significant policies which have been adopted in the preparation of this financial report are: (a) Basis of Preparation The financial report is a general-purpose financial report, which has been prepared in accordance with Accounting Standards, other mandatory professional reporting requirements (Urgent Issues Group Consensus Views), other authoritive pronouncements of the Australian Accounting Standards Board, and the Corporations Act 2001. The financial report has been prepared in accordance with the historical cost convention. The accounting policies have been consistently applied and are consistent with those of the previous year. (b) Revenue Recognition Sales revenue Sales revenue comprises the fair value of the consideration received from the sale of products to entities outside the consolidated entity. Sales revenue is recognised when the product is delivered and risk passes to the customer. Interest revenue Interest revenue is recognised as it accrues, taking into account the effective yield on the financial asset. Sale of non-current assets The gross proceeds of non-current asset sales are included as revenue at the date control of the asset passes to the buyer. The gain or loss on disposal of assets is brought to account at the date an unconditional contract of sale is signed. Other revenue Other revenue is recognised when the services have been fully provided. (c) Foreign Currency Transactions Foreign currency transactions are translated to Australian currency at the rates of exchange ruling at the dates of the transactions. Amounts receivable and payable in foreign currencies at balance date are translated at the rates of exchange ruling on that date. Exchange differences relating to amounts payable and receivable in foreign currencies are brought to account as exchange gains or losses in the statement of financial performance in the financial year in which the exchange rates change. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (d) Taxation The company adopts the income statement liability method of tax effect accounting. Income tax expense is calculated on operating profit adjusted for permanent differences between taxable and accounting income. The tax effect of timing differences, which arise from items being brought to account in different periods for income tax and accounting purposes, is carried forward in the statement of financial position as a future income tax benefit or a provision for deferred income tax. Future income tax benefits are not brought to account unless realisation of the asset is assured beyond reasonable doubt. Future income tax benefits relating to tax losses are only brought to account when their realisation is virtually certain. (e) Recoverable Amount of Non-current Assets Valued on Cost Basis The carrying amounts of non-current assets valued on the cost basis are reviewed to determine whether they are in excess of their recoverable amount at balance date. If the carrying amount of a non-current asset exceeds the recoverable amount, the asset is written down to the lower amount. The write-down is recognised as an expense in the reporting period in which it occurs. Where a group of assets working together supports the generation of cash inflows, recoverable amount is assessed in relation to that group of assets. In assessing recoverable amounts of non-current assets the relevant cash flows have not been discounted to their present value, except where specifically stated. (f) Investments Other Companies Investments in other listed and unlisted companies are carried at the lower of cost, and recoverable amount, being the Directors' valuation based on market values at the time of the valuation. Dividends are brought to account as they are received. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (g) Property, Plant and Equipment Acquisition Items of property, plant and equipment are initially recorded at cost and depreciated as outlined below. Costs incurred on property, plant and equipment, which do not meet the criteria for capitalisation, are expensed as incurred. Depreciation and Amortisation Depreciation on other property, plant and equipment is calculated on a straight-line basis so as to write off the cost of each asset over its estimated useful life. The depreciation rates used where straight-line depreciation was applied are as follows: 2005 2004 Plant and equipment 5% - 33.3% 5% - 33.3% Assets are depreciated or amortised from the date of acquisition or, in respect of internally constructed assets, from the time an asset is completed and held ready for use. (h) Exploration, Evaluation and Development Expenditure All costs arising from exploration, evaluation and development related to an area of interest are expensed as incurred until the project satisfies the recoverable amount test. Where a grant is received in relation to exploration expenditure, the grant revenue is recognised as a deduction against the exploration, evaluation and development expenditure. Amortisation is not charged on costs carried forward in respect of areas of interest in the development phase until production commences. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 (i) Employee Benefits Wages, Salaries, Annual Leave and Long Service Leave Provision is made for employee benefits accumulated as a result of employees rendering services up to the reporting date. These benefits include wages and salaries, annual leave and long service leave. Liabilities arising in respect of wages and salaries, annual leave and any other employee benefits expected to be settled within twelve months of the reporting date are measured at their nominal amounts based on remuneration rates which are expected to be paid when the liability is settled. All other employee benefit liabilities are measured at the present value of the estimated future cash outflow to be made in respect of services provided by employees up to the reporting date. In determining the present value of future cash outflows, the market yield as at the reporting date on national government bonds, which have terms to maturity approximating the terms of the related liability, are used. Employee benefit expense and revenues arising in respect of the following categories: • wages and salaries, non-monetary benefits, annual leave, long service leave and other leave benefits; and • other types of employee benefits are recognised against profits on a net basis in their respective categories. Employee Share Option Plan The Company issues options to certain employees under the Murchison United Employee Share Option Plan approved at an Extraordinary General Meeting of Shareholders held on 10 February 1996. Further information is set out in Note 20 to the financial statements. These options are issued as an incentive for future performance and commitment to the Company and are not recognised in the statement of financial performance. When options are exercised, the shares are recognised in the statement of financial position at the amount paid. Superannuation Plan The Company contributes to several accumulation type superannuation plans. Contributions are charged against income as they are incurred. (j) Payables Liabilities are recognised for amounts to be paid in the future for goods or services received, whether or not billed to the Company. Trade accounts payable are normally settled within 30 days. Amounts disclosed as Renison Bell Creditor settlement are to be satisfied by the issue of fully paid shares in Murchison United NL. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 (k) Cash and Cash Equivalents Cash on hand and in banks and short-term deposits are stated at nominal value. For the purposes of the Statement of Cash flows, cash includes cash on hand and in banks, and money market investments readily convertible to cash within 2 working days, net of outstanding bank overdrafts. Bank overdrafts are carried at the principal amount. Interest is recognised as an expense as it accrues. (l) Goods and Services tax Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST) except where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item applicable. Receivables and payables are stated with the amount of GST included. The amount of GST recoverable from, and/or payable to, the ATO is included as a current asset and/or liability in the statement of financial position. Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing activities, which are recoverable from, or payable to, the ATO are classified as operating cash flows. (m) Issue of Equity Instruments When equity instruments are issued as consideration for the acquisition of assets or settlement of liabilities, they are issued by reference to the market value at the date the transaction occurs. Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received. (n) Earnings per Share Basic EPS is calculated as net profit or loss attributable to members, adjusted to exclude costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares adjusted for any bonus element. Diluted EPS is calculated as net profit or loss attributable to members, adjusted for: • costs of servicing equity (other than dividends) and preference share dividends; • the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and • other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (o) Comparatives Where necessary, comparatives have been reclassified and repositioned for consistency with current year disclosures. COMPANY 2005 2004 $ $ 2. REVENUE FROM ORDINARY ACTIVITIES Revenues from operating activities - - Revenue from non-operating activities Interest - Other parties 27,588 13,013 Gross proceeds from sale of non-current assets 1,804 500 Total revenues from non-operating activities 29,392 13,513 Total revenue from ordinary activities 29,392 13,513 3. EXPENSES FROM ORDINARY ACTIVITIES Expenses and Losses/(Gains) Depreciation of plant & equipment 4,741 12,848 Employee expenses 220,857 145,195 Insurance 1,354 8,509 Project evaluation expenditure 106,824 7,240 Written down value of property, plant & 1,804 24,685 equipment sold Net realised foreign exchange (gain)/loss - (14,521) Other 326,851 266,928 Sub-total 662,431 450,884 Specific Items Settlement of Silcar Guarantee (i) - 500,000 Settlement of Renison Bell Ltd Creditors (ii) 1,028,149 613,096 Administrator Costs (iii) - 243,636 Total expenses from ordinary expenses 1,690,580 1,807,616 Loss on sale of property, plant and equipment - 24,185 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 3. EXPENSES FROM ORDINARY ACTIVITIES (Continued) (i) Settlement of Guarantee costs relates to the negotiated settlement with a Renison Bell Ltd creditor to release the Company from a guarantee provided for Renison Bell Ltd obligations. (Refer note 21) (ii) Settlement of Renison Bell Ltd creditors costs pursuant to the negotiated Deed of Company Arrangement. For further information refer to Note 10. (iii) Renison Administration payment costs relates to amounts paid to the Administrator of Renison Bell Ltd. COMPANY 2005 2004 $ $ 4. TAXATION (a) Income tax expense Prima facie income tax (benefit) calculated at 30% (2003: 30%) on the (loss) from ordinary activities (498,356) (538,231) Tax effect of permanent differences: Non deductible expenditure 315,760 183,929 (182,596) (354,302) Future income tax benefit not recognised 182,596 354,302 in current year Income tax expense attributable - - to (loss)/profit from ordinary activities No income tax is payable by Murchison United NL as it incurred losses for income tax purposes. Murchison United NL has unconfirmed un-recouped income tax losses at 30 June 2005, which cannot be reliably estimated until the finalisation of the Renison Bell Ltd administration. The future income tax benefit will only be obtained if: - future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised; - the conditions for deductibility imposed by tax legislation continue to be complied with; and - no changes in tax legislation or future transactions adversely affect the Company in realising the benefit. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 COMPANY 2005 2004 5. AUDITORS' REMUNERATION $ $ Amounts received or due and receivable by Ernst & Young for: (i) Audit services - being an audit or review of the financial report of the company Auditors of the Company - Ernst & Young 20,025 20,025 (ii) In relation to Taxation advice: Auditors of the Company - Ernst & Young 12,100 - 32,125 20,025 6. RECEIVABLES CURRENT Security deposits 7,950 7,950 7,950 7,950 Terms and Conditions Terms and conditions relating to the above financial instruments (i) Security deposits have an average maturity of 30 days and have a floating interest rate which has averaged 3.8% for the year (2003:4.82%) 7. OTHER ASSETS CURRENT Prepayments 7,466 8,047 8. OTHER FINANCIAL ASSETS NON CURRENT At Cost: Shares - unlisted companies 23,480 25,284 23,480 25,284 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 COMPANY 2005 2004 $ $ 9. PROPERTY, PLANT AND EQUIPMENT Plant and equipment At cost 18,670 38,342 Accumulated depreciation (16,020) (30,951) Total property, plant and equipment 2,650 7,391 net book value Reconciliations Reconciliations of the carrying amounts for each class of property, plant and equipment are set out below: Plant and equipment Carrying amount at beginning of year 7,391 44,924 Additions - - Disposals - (24,685) Depreciation (4,741) (12,848) Carrying amount at end of year 2,650 7,391 10. PAYABLES Trade creditors and accruals 35,783 32,245 (a) Settlement of Renison Bell Ltd 264,095 613,096 Creditors (b) 299,878 645,341 (a) Terms and conditions relating to the above financial instruments. (i) Trade creditors are non-interest bearing and are normally settled on 30 day terms. (b) Under the terms of a Deed of Company Arrangement ("DOCA") entered into with the creditors of Renison Bell Limited, which was approved at a creditors meeting held on 13 November 2003, Murchison United NL agreed to issue one fully paid ordinary share for each dollar of a creditor's outstanding claim after the distribution of the pool of available funds. A minimum of a marketable parcel of shares ($500 share value) is to be issued to each creditor. On the 3rd February 2005 the Directors allotted 15,301,667 shares to those creditors approved by the Deed Administrator. A number of claims have yet to be finalised and if approved by the Deed Administrator would require the issue of a further 4,191,979 shares. It is the company's intention to finalise the issue of these ordinary shares subject to the Deed Administrators approval prior to 30 June 2006. At 30 June 2005 a liability has been recognised based on one share per dollar of the total outstanding claims as provided by the Administrator at a share price of 6.3 cents per share. The total number of shares to be issued is 4,191,979. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 COMPANY 2005 2004 $ $ 11. PROVISIONS CURRENT Employee benefits 13,631 - 13,631 - 12. CONTRIBUTED EQUITY Issued And Paid Up Capital 271,132,594 (2004: 41,358,405 37,532,395 198,053,150) ordinary shares, fully paid 2,250,000 (2001: 22,500 22,500 2,250,000 of 25 cent value) ordinary shares, paid to 1 cent 41,380,905 37,554,895 (a) Ordinary shares Balance at beginning of the year 37,554,895 37,054,895 Shares issued: - 15,301,667 shares issued to Renison Bell Ltd shareholders 1,377,150 - - 29,700,000 shares issued from placement 1,336,500 - 28,077,777 shares issued from placement 1,263,500 - 25,000,000 shares issued from placement 500,000 - Transaction costs arising from issue of shares through placement (151,140) - Balance at end of year 41,380,905 37,554,895 (b) Share Options Options over ordinary shares: During the financial year 7,500,000 options were issued over ordinary shares exercisable at $0.055 on or before the 19th May 2010. During the financial year 3,500,000 options expired. At the end of the year, there were 8,050,000 (2003: 4,050,000) unissued ordinary shares in respect of which options were outstanding. 7,500,000 of the options outstanding were not issued under the Employee Share Option Plan. Details of the Employee Share option plan are provided in Note 20. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 12. CONTRIBUTED EQUITY (Continued) (c) Terms and conditions of contributed equity Ordinary Shares Holders of ordinary shares are entitled to receive dividends as declared from time to time and at a meeting, on a show of hands, every member present in person or by proxy shall have one vote and upon a poll each shall have one vote. In the event of the winding up of the Company, ordinary shareholders rank after creditors and are fully entitled to any proceeds of liquidation. Partly Paid Shares Holders of partly paid shares are entitled to receive dividends as declared from time to time in the proportion that the amount paid up on the share bears to the total amount payable. At a meeting, on a show of hands, every member present in person or by proxy shall have one vote and such shares shall upon a poll confer only that fraction of one vote which the amount paid up on that share bears to the total par value. If calculation results in a fraction of a vote, that fraction shall be disregarded. In the event of the winding up of the Company, partly paid shareholders rank equally with other ordinary shareholders to the extent that they are paid up, but after creditors, and are fully entitled to any proceeds of liquidation. Commitment to issue Ordinary Shares As disclosed in Note 10 the Company executed a Deed of Company Arrangement, which committed it to issue fully paid ordinary shares to all unsatisfied creditors of Renison Bell Ltd. During the financial year 15,301,667 shares were issued to approved creditors. As at the 30th June 2005 approximately 4,191,979 shares may be issued subject to the Deed Administrators approval. COMPANY 2005 2004 $ $ 13. ACCUMULATED LOSSES Accumulated losses at beginning of (38,003,539) (36,209,436) year Net (loss)/profit attributable to members of (1,661,188) (1,794,103) the parent entity Accumulated losses at the end of the (39,664,727) (38,003,539) year 14. COMMITMENTS There are no finance and operating lease commitments. There are no minimum expenditure obligations in pursuance of the terms and conditions of tenement licences in the forthcoming year for the Company (2004: Nil). MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 15. DIRECTOR AND EXECUTIVE DISCLOSURES (a) Details of Specified Directors and Executives (i) Specified Directors G R Featherby Chairman appointed 2 August 2004 M D Reilly Managing Director appointed 2 August 2004 D Hutchins Director (non-executive) C D Grannell Director (non-executive) appointed 4 April 2005 P Atherley Managing Director resigned 2 August 2004 B Camarri Chairman resigned 2 August 2004 (ii) Specified Executives J Schiavi Company Secretary appointed 2 August 2004 S A Apostolou Company Secretary resigned 2 August 2004 There were no other executives for the year ended 30 June 2005. (b) Remuneration of Specified Directors and Specified Executives (i) Remuneration Policy The Board of Directors of Murchison United NL was responsible for determining and reviewing compensation arrangements for the directors, the chief executive and the executive team. The Board of Directors assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality board and executive team. (ii) Remuneration of Specified Directors and Specified Executives Salary Cash Non Superannuation Retirement Options Bonus Total & Fees Bonus Monetary benefits benefits Specified $ $ $ $ $ $ $ $ Directors G. Featherby 2005 25,000 - - 2,250 - 119,000 - 146,250 2004 - - - - - - - - M Reilly 2005 75,000 - - 6,750 - 208,250 - 290,000 2004 - - - - - - - - D Hutchins 2005 20,000 - - - - - - 20,000 2004 - - - - - - - - C D Grannell 2005 10,000 - - - - - - 10,000 2004 - - - - - - - - P. Atherley 2005 - - - - - - - - 2004 84,944 - - - - - - 84,944 B Camarri 2005 - - - - - - - - 2004 - - - - - - - - Specified Executives J Schiavi 2005 50,000 - - 4,500 - 119,000 - 173,500 2004 - - - - - - - - S Apostolou 2005 - - - - - - - - 2004 - - - - - - - - Total 2005 180,000 - - 13,500 - 446,250 - 639,750 Total 2004 84,944 - - - - - - 84,944 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 15. DIRECTOR AND EXECUTIVE DISCLOSURES (Continued) (c) Remuneration Options: Granted and Vested during the year During the financial year options were granted as equity compensation benefits to certain specified directors and specified executives as disclosed below. The options were issued free of charge. Each option entitles the holder to subscribe for one fully paid ordinary share in the entity at an exercise price of $0.055. The options may be exercised six months after vesting and expire five years from the date of grant. There are no key performance criteria attached to these options. Terms & Conditions for Each Grant Vested Granted Grant Value per Exercise First Last option at price Exercise Exercise Number Number Date grant per share Date Date date ($) ($) Specified Directors G R Featherby - 2,000,000 19.05.2005 0.0595 0.055 19.11.2005 19.05.2010 M D Reilly - 3,500,000 19.05.2005 0.0595 0.055 19.11.2005 19.05.2010 Specified Executives J Schiavi - 2,000,000 19.05.2005 0.0595 0.055 19.11.2005 19.05.2010 - 7,500,000 (d) Shares issued on exercise of Remuneration options During the year no shares were issued by the exercise of remuneration options MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 (e) Option holdings of Specified Directors and Executives Balance Granted as Options Net Change Balance at Vested at 30 June 2005 at Remuneration Exercised Other end of beginning period of period 1 July 30 June Total Not Exercisable 2004 2005 exercisable Specified Directors G Featherby - 2,000,000 - - 2,000,000 2,000,000 2,000,000 - M Reilly - 3,500,000 3,500,000 3,500,000 3,500,000 - P Atherley 3,500,000 - - (3,500,000) - - - - Specified Executives J Schiavi - 2,000,000 - - 2,000,000 2,000,000 2,000,000 - (i) other specified Directors and Executives did not hold options in the Company. (f) Shareholdings of Specified Directors and Executives Shares held Balance Granted as On Exercise Net Change Balance in 1 July 04 Remuneration Of Options Other 30 June 05 Murchison United Ltd (number) ______________ _____________ _____________ _____________________ ______________ Ord Part Ord Part Ord Part Ord Part Ord Part Paid Paid Paid Paid Paid Specified Directors G Featherby 0 0 - - - - 3,333,333 - 3,333,333 - M Reilly 0 0 - - - - 3,333,333 - 3,333,333 - D Hutchins 0 0 - - - - 500,000 - 500,000 - P Atherley 6,000,000 1,125,000 - - - - (6,000,000) (1,125,000) - - Specified Executives J Schiavi 0 0 1,000,000 1,000,000 - Total 6,000,000 1,125,000 - - - - 1,666,666 (1,125,000) 7,666,666 - (i) Other specified Directors and Executives did not hold shares in the Company. (g) Other transactions and balances with specified directors and executives Mr B G Camarri is a partner in the firm of Freehills, solicitors, which renders legal services, on normal commercial terms and conditions, to the Company in the ordinary course of business. The total amount paid or due to the firm for the year ended 30 June 2005 was $7,937 (2004: $8,669), and was recognised as an expense of the Company. 16. SEGMENT INFORMATION Murchison United NL operates in one business segment, being the base metal mining industry and within one geographical segment, being Australia. 17. EARNINGS PER SHARE COMPANY 2005 2004 Basic earnings/(loss) per share (cents per share) (0.01) (0.01) Diluted earnings/(loss) per share (cents per (0.01) (0.01) share) Weighted average number of ordinary shares used in the calculation of basic and diluted earnings per 218,253,543 175,107,944 share Due to the share price of the Company, the 8,050,000 options and the 2,250,000 partly paid shares to 1 cent are not considered to be dilutive. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 17. EARNINGS PER SHARE (Continued) Classification of Securities Options Options to purchase ordinary shares not exercised at 30 June 2005 have not been included in the determination of basic earnings per share. Partly Paid Shares Partly paid shares may be paid up to their fully paid amount at any time at the discretion of the holder. To the extent of the amounts currently paid on the partly paid shares, this has been included in the determination of basic earnings per share. 18. NOTES TO STATEMENT OF CASH FLOWS (i) Reconciliation of net profit/(loss) from ordinary activities after income tax to net cash used in operating activities COMPANY 2005 2004 $ $ Net (loss)/profit after income tax (1,661,188) (1,794,103) (Profit)/loss on sale of non current - 24,185 assets Add/(less) non cash items Depreciation 4,741 12,848 Shares to be issued for creditor payment 1,028,149 613,096 Changes in assets and liabilities during the financial year (Increase)/decrease in prepayments 581 3,640 (Increase)/decrease in other receivable - 6,806 Increase/(decrease) in trade creditors 3,538 (174,115) Increase/(decrease) in employee 13,631 (63,097) entitlements Net cash used in operating (610,548) (1,370,740) activities (ii) Reconciliation of Cash Cash Balance comprises: Cash Assets 1,988,141 148,025 Closing Cash balance 1,988,141 148,025 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 18. NOTES TO STATEMENTS OF CASH FLOWS (Continued) (iii) Non cash financing and investing activities There were no non-cash financing and investing activities during the year. 19. ADDITIONAL FINANCIAL INSTRUMENTS DISCLOSURE (a) Interest rate risk Interest rate risk exposures The Company's exposure to interest rate risk and the effective weighted average interest rate for classes of financial assets and financial liabilities is set out below: Fixed interest maturing in: Weighted Floating 1 year or Over 1 to More Non-interest Average Interest less 5 years than 5 bearing Total Interest Rate years 2005 Note Rate $ $ $ $ $ $ Financial assets Cash 5.35% 1,988,141 - - - - 1,988,141 Receivables 6 3.75% - 7,950 - - - 7,950 Investments 8 - - - - - 23,480 23,480 1,988,141 7,950 - - 23,480 2,019,571 Financial liabilities Accounts payable 10 - - - - - 35,783 35,783 - - - - 35,783 35,783 Fixed interest maturing in: Weighted Floating 1 year or Over 1 to More Non-interest Average Interest less 5 years than 5 bearing Total Interest Rate years 2004 Note Rate $ $ $ $ $ $ Financial assets Cash 4.34% 148,025 - - - - 148,025 Receivables 6 3.80% - 7,950 - - - 7,950 Investments 8 - - - - - 25,284 25,284 148,025 7,950 - - 25,284 181,259 Financial liabilities Accounts payable 10 - - - - - 32,245 32,245 - - - - 35,245 35,245 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 19. ADDITIONAL FINANCIAL INSTRUMENTS DISCLOSURE (Continued) (b) Credit Risk Exposures Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted. At 30 June 2005 the Company had a credit risk exposure of $2,019,571 (2004: $181,259) which consisted of cash receivables and an unlisted investment. Recognised financial instruments The credit risk on financial assets, excluding investments, of the entity which have been recognised on the statement of financial position, is the carrying amount, net of any provision for doubtful debts. (c) Net fair values of financial assets and liabilities Valuation Approach Net fair values of financial assets and liabilities are determined by the entity on the following basis: Recognised financial instruments Monetary financial assets and financial liabilities not readily traded in an organised financial market are determined by valuing them at the present value of expected future cash flows. The carrying amounts of bank term deposits, accounts receivable, accounts payable and bank loans approximate net fair value. The net fair value of investments in interests in other corporations is determined by reference to the expected future cash flows from the underlying assets. The carrying amounts and net fair values of financial assets and liabilities at the reporting date approximate the book values at which they are carried in the statement of financial position. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 20. EMPLOYEE BENEFITS COMPANY 2005 2004 Aggregate liability for employee benefits including on-costs Current (note 11) 13,631 0 13,631 0 Number of employees Number of employees at year end 4 0 Share Option Plans (a) Options held at the beginning of the reporting period: The following table summarises information about options held by employees at 1 July 2004: Number of Grant Date Vesting Date Expiry Date Weighted Average Options Exercise Price 875,000 21 December 1999 31 March 2000 31 December 2004 $0.50 875,000 21 December 1999 31 March 2001 31 December 2004 $0.70 875,000 21 December 1999 31 March 2002 31 December 2004 $0.90 875,000 21 December 1999 31 March 2003 31 December 2004 $1.10 200,000 14 August 2000 14 August 2002 14 August 2005 $1.14 350,000 1 July 2002 1 July 2002 1 July 2007 $0.46 (b) Options granted during the reporting period: No options were issued under the Share Option Plan. (c) Options exercised There were no options exercised during the year ended 30 June 2005. (d) Options forfeited During the year the following options were forfeited: Number of Options 3,500,000 Grant date 21 December 1999 Vesting date 31 March 2000- 2003 Expiry date 31 December 2004 Weighted average exercise price $0.50 - $1.10 MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 20. EMPLOYEE BENEFITS (Continued) (e) Options held as at the end of the reporting period: The following table summarises information about options held by employees at 30 June 2005: Number of Grant Date Vesting Date Expiry Date Weighted Average Options Exercise Price 200,000 14 August 2000 14 August 2002 14 August 2005 $1.14 350,000 1 July 2002 1 July 2004 1 July 2007 $0.46 Employee Share Incentive Scheme An employee share scheme has been established where Murchison United NL may, at the discretion of management, grant options over the ordinary shares of Murchison United NL to directors and certain members of staff of the entity. The options, issued for nil consideration, are granted in accordance with performance guidelines established by the directors of Murchison United NL, although the management of Murchison United NL retains the final discretion on the issue of the options. The options are issued for a term of 5 years and are exercisable beginning on the first anniversary of the date of grant. The options cannot be transferred and will not be quoted on the ASX. There are currently three directors eligible for this scheme. Details of the options issued to directors are provided in Note 15. Superannuation The Company has met its legal obligations to provide superannuation benefits to its employees. 21. CONTINGENT ASSET AND LIABILITIES (a) Contingent Asset At 30 June 2005 and subsequent to the settlement with other Renison Bell Ltd Creditors, Murchison United NL remains a creditor of Renison Bell Ltd. Depending on the proceeds from the sale of assets, including the Renison Bell tin mine, and expenses of the Administration of Renison Bell Ltd, the Company may receive a part distribution in satisfaction of the outstanding liability. Due to the uncertainty relating to the timing and amount of future proceeds quantification of an amount cannot be calculated with any certainty. (b) Contingent Liabilities There are no contingent liabilities. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 23. IMPACT OF ADOPTING AUSTRALIAN EQUIVALENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS For the financial year commencing 1 July 2005, the Company must comply with Australian equivalents of International Financial Reporting Standards ("IFRS") as issued by the Australian Accounting Standards Board ("AASB"). The Company will be required to present its financial statements in accordance with AASB standards equivalent to IFRS standards for the financial year commencing 1 July 2005, including the interim financial report for the financial year ending 31 December 2005. Entities complying with IFRS for the first time will be required to restate their comparative financial statements to amounts reflecting the application of IFRS to that comparative period. Most adjustments required on transition to IFRS will be made, retrospectively, against opening retained earnings as at 1 July 2004. The Company is in the process of transitioning its accounting policies and financial reporting from current Australian Standards to Australian equivalent of IFRS within the requisite time frame. Murchison United NL has allocated to internal resources to perform an internal review to assess the impact of the anticipated conversion to IFRS from the Company's existing accounting and reporting practices. The review focused on the standards reasonably believed to be relevant to the Company. The review has quantified the effects of the differences as set out below. The figures disclosed are management's best estimates of the quantitative impact of the changes as at the date of preparing the 30 June 2005 financial report. The actual effects of transition to AIFRS may differ from the estimates disclosed due to (a) ongoing work being undertaken by the IFRS project team; (b) potential amendments to AIFRS and interpretations thereof being issued by the standard setters and IFRIC; and (c) emerging accepted practice in the interpretation and application of AIFRS and UIG interpretations. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 23. IMPACT OF ADOPTING AUSTRALIAN EQUIVALENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (Continued) The review process has identified a number of accounting policy changes that will be required. In some cases choices of accounting policies are available including elective exemptions under Accounting Standards AASB 1 First time Adoption of Australian Equivalents to International Financial Reporting Standards (July 2004). These choices were analysed to determine the accounting policy most appropriate for the Company. The changes identified to date that will be required to the Company's existing accounting policies include the following. Share-Based Payments Under current Australian GAAP no expenses is recognised for options issued to employees. Murchison United NL operates a shareholder approved Employee Share Option Plan ("ESOP"). In addition Murchison United NL has issued options to Directors and specified employees outside of the ESOP after approval from shareholders. Pursuant to the ESOP or otherwise the Company issues options to senior executives as part of its remuneration strategy designed to align the interests of the participants with those of all Murchison United NL's Shareholders. The fair value will be measured and spread over the vesting period during which the employees becomes unconditionally entitled to the options. The fair value of options granted will be measured using the Black and Scholes method, taking into account the terms and conditions attached to the options. Under AASB 2 Share-based Payments, the Company will be required to recognise an expense over the vesting period for option issues in its Statement of Financial Performance. The standard applies to all share based payments issued after 7 November 2002, which have not vested as at 1 January 2005. The treatment will result in an increase in expenses in the Statement of Financial Performance. No tax deduction is allowed for the amount expensed. For options granted before 7 November 2002, Murchison applies the exemption under AASB 1, which allow companies not to fully retrospectively apply AASB 2 "Share-based Payments", being not to expense those options. For options granted after 7 November 2002 the impact of applying the requirements of AASB 2 transition date is nil and on the current year ending 30 June 2005, is a reduction in profit and increase to the option reserve of $103,723 for the Company. Taxation Under AASB 112 Income Taxes, tax assets and liabilities are recognised using the balance sheet approach, which will result in a change in the entity's current accounting policy that uses the income statement approach. AASB 112 has a wider scope than the Company's current accounting policy. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 23. IMPACT OF ADOPTING AUSTRALIAN EQUIVALENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (Continued) Taxation (Continued) Due to the efforts to complete the settlement of Renison Bell Ltd creditor claims, consideration of potential new projects during the year, additional work had to be done to finalise AGAAP tax before finalising the AIFRS tax, and therefore the company has not been able to reliably quantify the potential impact. Management are monitoring and assessing the internal resources being utilised and are confident to finalise the process in the near future. Financial Instruments AASB 139 Financial Instruments: Recognition and Measurement will require financial instruments to be classified into one of the following categories which in turn determine the accounting treatment for the item. The classifications are: • Financial assets held for trading - which are to be measured at fair value changes applied through the Statement of Financial Performance; • Financial assets held to maturity - which are to be measured at amortised cost; • Loans and receivables - which are to be measured at amortised cost; • Available for sale financial assets - which are to be measured at fair value with fair value changes taken to equity; • Non-trading financial liabilities - which are to be measured at amortised cost. This will result in a change in the current accounting policy that does not classify financial instruments. Management has decided to apply the exemption provided in AASB 1 First time Adoption of Australian Equivalents to International Financial Reporting Standards which permits entities not to apply the requirements of AASB 132 Financial Instruments: Presentation and Disclosures and AASB 139 Financial Instruments: Recognition and Measurement for the financial year ended 30 June 2005. Therefore, there is no impact on transition at 1 July 2004 or in the comparative year for 30 June 2005. Impairment of Assets Under AASB 136 Impairment of Assets, the recoverable amount of an asset is determined as the higher of net selling price and value in use. This will result in a change in the Company's accounting policy, which determines the recoverable amount of an asset on the basis of undiscounted cash flows. Due to the efforts of management to complete the settlement of Renison Bell Ltd creditors claims and consideration of potential new projects the impact of AASB 136 has not been quantified, however management is now in the process of identifying and assessing impairment triggers for transition date and at 30 June 2005. However from an initial review management does not expect any significant impairment of assets. MURCHISON UNITED NL (ABN 59 009 087 852) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005 24. SUBSEQUENT EVENTS There were no significant subsequent events since year- end. 25. RELATED PARTIES (i) Murchison United NL is the ultimate parent company. (ii) There were no other related party transactions. MURCHISON UNITED NL (ABN 59 009 087 852) DIRECTORS' DECLARATION In accordance with a resolution of the directors of Murchison United NL, I state that: (1) In the opinion of the directors: (a) The financial statements and notes of the company are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the financial position of the Company as at 30 June 2005 and of the Company's performance, as represented by the results of its operations and its cash flows, for the year ended on that date; and (ii) complying with Accounting Standards and the Corporations Act 2001; and (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. (2) This declaration has been made after receiving declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001 for the financial period ending 30 June 2005 On behalf of the Board ...................................................... MARK REILLY MANAGING DIRECTOR Dated at Perth this 22nd day of September 2005. Independent audit report to members of Murchison United NL Independent audit report to members of Murchison United NL Scope The financial report and directors' responsibility The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows, accompanying notes to the financial statements, and the directors' declaration for Murchison United NL (the company), for the year ended 30 June 2005. The directors of the company are responsible for preparing a financial report that gives a true and fair view of the financial position and performance of the company, and that complies with Accounting Standards in Australia, in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report. Audit approach We conducted an independent audit of the financial report in order to express an opinion on them to the members of the company. Our audit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected. We performed procedures to assess whether in all material respects the financial report present fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards in Australia, and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company's financial position, and of its performance as represented by the results of its operations and cash flows. We formed our audit opinion on the basis of these procedures, which included: · • examining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report; and · • assessing the appropriateness of the accounting policies and disclosures used and the reasonableness of significant accounting estimates made by the directors. While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls. We performed procedures to assess whether the substance of business transactions was accurately reflected in the financial report. These and our other procedures did not include consideration or judgement of the appropriateness or reasonableness of the business plans or strategies adopted by the directors and management of the company. Independence We are independent of the company, and have met the independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001. We have given to the directors of the company a written Auditor's Independence Declaration a copy of which is included in the directors' report. Audit opinion In our opinion, the financial report of Murchison United NL is in accordance with: (a) the Corporations Act 2001, including: (i) giving a true and fair view of the financial position of Murchison United NL at 30 June 2005 and of its performance for the year ended on that date; and (ii) complying with Accounting Standards in Australia and the Corporations Regulations 2001; and (b) other mandatory financial reporting requirements in Australia. Ernst & Young J P Dowling Partner Perth 22 September 2005 Liability limited by the Accountants Scheme, approved under JPD;HG;MURCHISON;021 the Professional Standards Act 1994 (NSW). ASX Additional Information Additional information required by the Australian Stock Exchange Ltd and not shown elsewhere in this report is as follows. The information is current at 19th September 2005. (a) Distribution of Equity Securities The number of shareholders, by size of holding, in each class of shares are: Range Total Units % Issued Capital Holders 1 - 1,000 43 32,670 0.01 1,001 - 5,000 160 490,295 0.18 5,001 - 10,000 188 1,715,542 0.63 10,001 - 100,000 765 29,503,212 10.88 100,001- 9,999,999,999 333 239,390,875 88.30 Rounding Total 1,489 271,132,594 100.00 Holders Units The number of shareholders holding 217 601,906 less than a marketable parcel of shares are: (b) Twenty Largest Shareholders The names of twenty largest holders of quoted shares are: Rank Name Units % of Issued Capital 1 Brewin Nominees (Channel Islands) 14,593,846 5.38 Limited 2 Laddow Limited 12,500,000 4.61 3 J P Morgan Nominees Australia Limited 10,344,750 3.82 4 Barminco Pty Ltd 6,227,841 2.30 5 The Bank of New York (Nominees) Limited 5,991,893 2.21 6 Cosign Nominees ltd 5,966,666 2.20 7 Jemaya Pty Ltd 5,000,000 1.84 8 Philip Nominees Pty Ltd 4,250,000 1.57 9 James Capel (Nominees) Limited 4,201,262 1.55 10 Mr G R Featherby and Mr R N Featherby 3,333,333 1.23 11 Mr M D Reilly 3,333,333 1.23 12 Productive Nominees Limited 3,000,000 1.11 13 Cheadle Mining Pty Ltd 2,700,004 1.00 14 Brewin Nominees (Channel Islands) 2,524,154 0.93 Limited 15 Ms J Glass 2,387,050 0.88 16 BNY (OCS) Nominees Limited 2,367,200 0.87 17 Mr T Kroepelien 2,250,000 0.83 18 National Nominees Limited 2,243,460 0.83 18 Mr Trygve Kroepelien (Channel Islands) 2,250,000 0.83 19 Brewin Nominees (Channel Island) Ltd 2,029,400 0.75 20 Mr R M Hollows and Mrs S U Hollows 2,000,000 0.74 Top 20 holders of Ordinary Shares as at 19th September 2005 97,244,192 35.88 ASX Additional Information (Continued) (c) Partly Paid Shareholders Philips Nominees Pty Ltd 1,125,000 50% Richard Seville & Associates Pty Ltd 1,125,000 50% 2,250,000 100% (d) Employee Options Ms B Steal 100,000 28.57% Mr C Mroczek 50,000 14.29% Mr C Thompson 150,000 42.85% Mr H Laszozyk 50,000 14.29% 350,000 100.00 (e) Other Optionholders Mr G R Featherby 2,000,000 26.66% Mr M R Reilly 3,500,000 46.68% Mr J Schiavi 2,000,000 26.66% 7,500,000 100.00 (f) Substantial Shareholders There are no substantial shareholders requiring notification in accordance with section 671B of the Corporations Act 2001. (g) Voting Rights All ordinary shares (whether fully paid or not) carry one vote per share without restriction. MURCHISON UNITED NL (ABN 59 009 087 852) CORPORATE INFORMATION ABN: 59 009 087 852 Directors Share Register G R Featherby Computershare Investor Services Pty Ltd M D Reilly Level 2, 45 St Georges Terrace D Hutchins Perth C D Grannell Western Australia 6000 Tel: 08 - 9323 2000 Company Secretary J Schiavi Registered Office Auditors Ground Floor Ernst & Young 2 Centro Avenue 11 Mounts Bay Road Subiaco Perth Western Australia Western Australia 6008 6000 Tel: 08 - 9381 4711 Solicitors Nominated Advisor and Nominated Broker Freehills Evolution Beeson Gregory Limited 250 St Georges Terrace The Registry Perth Royal Mint Court Western Australia London EC3N 4LB 6000 U.K Bankers Stock Exchanges BNZA ASX - MUR Level 10 Exchange Plaza AIM - MUU 2 The Esplanade Perth Western Australia 6000 This information is provided by RNS The company news service from the London Stock Exchange
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