Stratmin Global Resources Regulatory News (STGR)

STATISTICS

2016

2015

Change %

Net asset value

£1,869,000

£7,991,000

(76.37)

Net asset value per share

1.05p

5.29p

(80,15)

Closing share price

1.38p

2.92p

(52.74)

Market capitalisation

£2,441,626

£4,393,000

(44.42)

Name

Position

Brett Boynton

Executive Chairman and Managing Director

Sam Quinn

Executive Director

(appointed 20 February 2017)

Shishir Poddar

Technical Director

Zeg Choudhry

Non-Executive Director

(appointed 19 September 2016)

Laurie Hunter

Chairman

(resigned 16 February 2016)

Jeff Marvin

Non-Executive Director

(resigned 16 February 2016)

David Premraj

Non-Executive Director

(resigned 19 September 2016)

Name of director

Number of ordinary shares

% of ordinary share capital and Voting Rights

David Premraj (resigned 19 September 2016)

1,705,556

0.96

Jeff Marvin (resigned 16 February 2016)

2,259,999

1.28

Brett Boynton

4,352,690

2.46

Shishir Poddar*

6,284,387

3.55

Zeg Choudhry

-

-

Sam Quinn (appointed 20 February 2017)

1,512,000

0.85

14,142,245

8.68

Name of director or former director

At 31 December2015 or date of appointment if later

Optionsgranted

Options lapsed

At 31 December2016 or date of cessation if earlier

Average Exercise price

Earliest date of exercise

Average Date of expiry

Jeff Marvin

479,040

-

(479,040)

-

22.5p

2/03/2012

1/03/2022

Shishir Poddar*

10,000,000

-

(10,000,000)

-

7.5p

16/06/2015

16/12/2016

Manoli Yannaghas

1,500,000

-

(1,500,000)

-

15.9p

30/09/2014

1/05/2017

Laurie Hunter

2,000,000

-

(2,000,000)

-

15.7p

12/03/2014

1/09/2017

Name of shareholder

Number of ordinary shares

% of ordinary share capital and voting rights

Consolidated Resources Pte Ltd

18,241,422

10.31

Viking Investments Limited

13,181,241

7.45

Mrs Kesava Padmavathi

8,775,699

4.96

Mrs Caryl Melissa Jane Pienaar

7,041,791

3.98

Ghanshyam Champakal

5,449,426

3.08

Notes

2016

£'000

2015

£'000

Administrative expenses

(809)

(847)

Operating loss

6

(809)

(847)

Finance costs

9

-

(9)

Impairment of investments

-

(21,651)

Impairment of receivables

-

(698)

Loss on disposal of subsidiary undertakings

11

(6,596)

-

Loss before tax

(7,405)

(23,205)

Tax

10

-

-

Loss for the year

(7,405)

(23,205)

Earnings per share attributable to owners of the company

Basic and diluted (pence per share)

From continuing operations

12

(4,5)

(16.6)

Notes

2016

£'000

2015

£'000

Loss for the year

(7,405)

(23,205)

Other comprehensive income:

Items that may be subsequently reclassified to profit and loss:

Market value adjustment to investments

-

(1)

Reclassification of the investment reserve to the income statement following the disposal of investments

11

700

-

Other comprehensive income/(expense) for the period

700

(1)

Total comprehensive loss for the year attributable to equity holders of the parent

(6,705)

(23,206)

Notes

2016

£'000

2015

£'000

Non-Current assets

Property, plant and equipment

-

2

Investment in subsidiaries

-

4,318

Available for sale investments

13

40

1

Loans to group undertakings

-

3,274

40

7,595

Current assets

Deferred consideration receivable

11

292

-

Available for sale investments

13

572

-

Trade and other receivables

14

1,007

947

Cash and cash equivalents

15

493

154

2,364

1,101

Current liabilities

Trade and other payables

16

447

698

Short term borrowings

17

88

87

535

785

Net assets

1,869

7,911

Equity

Share capital

20

6,049

6,046

Share premium account

20

55,900

31,818

Merger reserve

-

23,460

Investment reserve

-

(700)

Other reserves

455

417

Retained earnings

(60,535)

(53,130)

Equity attributable to owners of the Company

1,869

7,911

Share

 capital

Share Premium

Merger Reserve

Investment reserve

Other reserves

Retained

earnings

Total

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Balance at 1 January 2015

4,505

31,771

23,460

(699)

350

(29,925)

29,462

Total comprehensive expense for the year

-

-

-

(1)

-

(23,205)

(23,206)

Net proceeds of share issues

1,541

173

-

-

-

-

1,714

Share issue costs

-

(126)

-

-

-

-

(126)

Share based payment costs

-

-

-

-

67

-

67

Balance at 31 December 2015

6,046

31,818

23,460

(700)

417

(53,130)

7,911

Total comprehensive expense for the year

-

-

-

700

-

(7,405)

(6,705)

Issue of shares and warrants

3

622

-

-

5

-

630

Share based payment costs

-

-

-

-

33

-

33

Reclassification of reserves following disposal of subsidiary undertakings

-

23,460

(23,460)

-

-

-

-

Balance at 31 December 2016

6,049

55,900

-

-

455

(60,535)

1,869

2016

2015

£'000

£'000

OPERATING ACTIVITIES

Loss for the year before taxation

(7,405)

(23,205)

Adjusted for:

Finance expense

-

9

Depreciation

2

2

Share based payment charge

33

67

Shares issued in settlement of fees

-

189

Loss on disposal of investments

6,463

1,151

Impairment of receivables

133

-

Impairment of investment

-

20,500

Operating cash flows before movements in working capital

(774)

(1,287)

(Increase)/Decrease in trade and other receivables

(33)

(73)

Increase/(Decrease) in trade and other payables

(677)

344

Net cash used in operations

(1,484)

(1,016)

Tax paid

-

-

Net cash used in operating activities

(1,484)

(1,016)

INVESTING ACTIVITIES

Acquisition of investments

(40)

-

Advances to group companies

-

(664)

Disposal of investments

1,232

504

Net cash from/(used in) investing activities

1,192

(160)

FINANCING ACTIVITIES

Net proceeds from share issues

630

1,399

Repayment of short term borrowings

1

(139)

Interest paid

-

(9)

Net cash from/(used in) financing activities

631

1,251

Net (decrease)/increase in cash and cash equivalents

339

75

Cash and cash equivalents at beginning of year

154

79

Cash and cash equivalents at end of year

493

154

1

GENERAL INFORMATION

StratMin Global Resources Plc is a company incorporated in the United Kingdom under the Companies Act 2006. The nature of the Company's operations and its principal activities are set out in the Strategic Report and the Directors' Report on pages 4 and 5.

2

STATEMENT OF COMPLIANCE

The financial statements comply with International Financial Reporting Standards as adopted by the European Union. At the date of these financial statements, the following Standards and Interpretations affecting the Company, which have not been applied in these financial statements, were in issue, but not yet effective (and in some cases had not been adopted by the EU):

Effective for periods beginning on or after

IFRS 2 (amendments) Classification and Measurement of Share-based Payment Transactions

1 January 2018

IFRS 9 Financial Instruments

1 January 2018

IFRS 15 Revenue from Contracts with Customers

1 January 2018

IFRS 16 Leases

1 January 2019*

IAS 7(amendments) Disclosure of changes in liabilities arising from financing activities

1 January 2017*

IAS 12 (amendments) Recognition of Deferred Tax Assets for Unrealised Losses

1 January 2017*

IAS 40 Transfers of Investment Property

1 January 2018*

IFRIC 22 Foreign Currency Transactions and Advance Consideration

1 January 2018*

Annual Improvements to IFRSs: 2014-2016 cycle

1 January 2017*

3

Accounting Policies

The principal accounting policies adopted and applied in the preparation of the Company Financial statements are set out below.

These have been consistently applied to all the years presented unless otherwise stated:

BASIS OF ACCOUNTING

The financial statements of StratMin Global Resources plc (the "Company") have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the European Union ("EU") applied in accordance with the provisions of the Companies Act 2006.

IFRS is subject to amendment and interpretation by the International Accounting Standards Board ("IASB") and the International Financial Standards Interpretations Committee ("IFRS IC") and there is an ongoing process of review and endorsement by the European Commission. The accounts have been prepared on the basis of the recognition and measurement principles of IFRS that were applicable at 31 December 2016.

These financial statements reflect the results of the Company only. As such the comparative figures include the company only position and results as if the acquisition of the subsidiary operations had never occurred. During the year the company ceased to be a parent (note 11) therefore group accounts are not prepared.

3

Accounting Policies (continued)

GOING CONCERN

Any consideration of the foreseeable future involves making a judgement, at a particular point in time, about future events which are inherently uncertain. The ability of the Company to carry out its planned business objectives is dependent on its continuing ability to raise adequate financing from equity investors and/or the achievement of profitable operations.

Nevertheless, at the time of approving these Financial Statements and after making due enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue operating for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the Financial Statements.

AVAILABLE FOR SALE INVESTMENTS

Investments are initially measured at fair value plus directly attributable incidental acquisition costs. Subsequently, they are measured at fair value in accordance with IAS 39. This is either the bid price or the last traded price, depending on the convention of the exchange on which the investment is quoted.

Investments are recognised as available-for-sale financial assets. Gains and losses on measurement are recognised in other comprehensive income except for impairment losses and foreign exchange gains and losses on monetary items denominated in a foreign currency, until the assets are derecognised, at which time the cumulative gains and losses previously recognised in other comprehensive income are recognised in the income statement.

The Company assesses at each year end date whether there is any objective evidence that a financial asset or group of financial assets classified as available-for-sale has been impaired. An impairment loss is recognised if there is objective evidence that an event or events since initial recognition of the asset have adversely affected the amount or timing of future cash flows from the asset. A significant or prolonged decline in the fair value of a security below its cost shall be considered in determining whether the asset is impaired.

When a decline in the fair value of a financial asset classified as available-for-sale has been previously recognised in other comprehensive income and there is objective evidence that the asset is impaired, the cumulative loss is removed from other comprehensive income and recognised in the income statement. The loss is measured as the difference between the cost of the financial asset and its current fair value less any previous impairment.

foreign currencies

The Company financial statements are presented in the currency of the primary economic environment in which it operates (its functional currency). For the purpose of these financial statements, the results and financial position are expressed in Pounds Sterling, which is both the functional and presentation currency of the Company.

Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are included in the income statement. Exchange differences arising on the retranslation of non-monetary items carried at fair value are included in profit or loss for the period, except for differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognised directly in equity. For such non-monetary items, any exchange component of that gain or loss is also recognised directly in equity.

For the purpose of presenting Company financial statements, the assets and liabilities of any of the Company's operations that are overseas are translated at exchange rates prevailing on the year end date. Income and expense items are translated at the average exchange rates for the period.

3

Accounting Policies (continued)

taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the year end date.

Deferred tax is the tax expected to be payable or recoverable on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each year end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and where they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

IMPAIRMENT OF PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS EXCLUDING GOODWILL

At each financial year end date, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss, if any. Where the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. An intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired.

If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount and the impairment loss is recognised as an expense immediately.

When an impairment loss subsequently reverses, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

3

Accounting Policies (continued)

PROPERTY, PLANT AND EQUIPMENT

Property, Plant and equipment are recorded at cost, less depreciation, less any amount adjustments for impairment, if any.

Significant improvements are capitalised, provided they qualify for recognition as assets. The costs of maintenance, repairs and minor improvements are expensed when incurred.

Tangible assets retired or withdrawn from service are removed from the balance sheet together with the related accumulated depreciation. Any profit or loss resulting from such an operation is included in the income statement.

Mining properties (included within Plant & Equipment, Fixtures & Fittings, Buildings and Motor Vehicles) are depreciated using the unit of production method under IAS 16 based on their total useful economic life either by number of tonnes produced or hours available in use. In the units of production method, depreciation is charged according to the actual usage of the asset. Therefore a higher depreciation is charged at times of increased activity and lower depreciation when the plant is either yet to reach full production or idle for the entire period. The Directors have applied this method as they believe it to be a much more accurate technique is estimated the current fair value of their mining assets.

Other tangible and intangible assets are depreciated on straight-line method based on the estimated useful lives from the time they are put into operations, so that the cost diminished over the lifetime of consideration to estimated residual value as follows:

Other Fixtures & Fittings - Over 5 years

Other Buildings - Between 5 and 10 years

Other Motor Vehicles - Over 5 years

TRADE RECEIVABLES, loans and other receivables

Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified under 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment. Interest income is recognised by applying the effective interest rate, except for short term receivables when the recognition of interest would be immaterial.

Other receivables, that do not carry any interest, are measured at their nominal value as reduced by any appropriate allowances for irrecoverable amounts.

CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

FINANCIAL LIABILITIES

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. Financial liabilities are classified as either financial liabilities 'at FVTPL' or 'other financial liabilities'.

There were no financial liabilities 'at FVTPL' during the current, or preceding, period.

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

OTHER FINANCIAL LIABILTIES, BANK AND SHORT TERM BORROWINGS

Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs. Finance charges are accounted for on an accruals basis in profit or loss using the effective interest rate method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. Other short term borrowings being intercompany loans and unsecured convertible loan notes issued in the year are recognised at amortised cost net of any financing or arrangement fees.

3

Accounting Policies (continued)

TRADE PAYABLES

Trade payables are initially measured at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment.

EQUITY INSTRUMENTS INCLUDING SHARE CAPITAL

Equity instruments issued by the Company are recorded at the proceeds received, net of incremental costs attributable to the issue of new shares.

An equity instrument is any contract that evidences a residual interest in the assets of a company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received net of direct issue costs.

Share capital represents the amount subscribed for shares at nominal value.

The share premium account represents premiums received on the initial issuing of the share capital. Any transaction costs associated with the issuing of shares are deducted from share premium, net of any related income tax benefits. Any bonus issues are also deducted from share premium.

The merger reserve represents the premium on the shares issued less the nominal value of the shares, being the difference between the fair value of the consideration and the nominal value of the shares. It arose from the acquisition of Graphmada Equity Pte. Limited by the Company. Following the disposal the merger reserve was transferred to the Share Premium account.

The investment reserve represents the difference between the purchase costs of the available for sale investments less any impairment charge and the market or fair value of those investments at the accounting date.

The warrant reserve represents the fair value, calculated at the date of grant, of warrants unexercised at the balance sheet date.

Retained earnings include all current and prior period results as disclosed in the statement of comprehensive income.

SHARE-BASED PAYMENTS

The Company has applied the requirements of IFRS 2 Share-based payments.

The Company operates a number of equity-settled share-based payment schemes under which share options are issued to certain employees. Equity-settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions.

Fair value is measured by use of the Black Scholes model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

4

CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATIONS

In the application of the Company's accounting policies, which are described in note 3, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period. Judgements and estimates that may affect future periods are as follows:

GOING CONCERN

The adoption of the going concern basis by the Directors is following a review of the current position of the Company and the forecasts for the next 18 months. To ensure the Company has adequate resources to continue in operation or existence for the foreseeable future, it is dependent on executing the impending acquisition of Signature Gold as well as the concurrent placing which will finance the Enlarged Group going forwards. If the deal does not go ahead, the Company will most likely be cancelled from trading on AIM, which provides an additional source of funding.

The Company's continuing activities did not generate any revenue in 2016 (2015: £445,000 prior to the agreed disposal) and incurred a loss of £809,000 during the year (2015: £2,185,000 loss). In addition as at 31 December 2016 there was a cash balance of £493,000 as at 31 December 2016.

However, the funds received and receivable, from Bass for their acquisition of Graphmada, together with a cost-cutting exercise undertaken by the Board should ensure that it could continue for the foreseeable future if the RTO of Signature Gold and concurrent placing do not transpire.

So, after making enquiries, the Directors have formed a judgement that there is a reasonable expectation that the Company can secure further adequate resources when needed, to continue in operational existence for the foreseeable future and that adequate arrangements will be in place to enable the settlement of their financial commitments.

For this reason, the Directors continue to adopt the going concern basis in preparing the financial statements. Whilst there are inherent uncertainties in relation to future events, and therefore no certainty over the outcome of the matters described, the Directors consider that, based upon financial projections and dependent on the success of their efforts to complete these activities, the Company will be a going concern for the next twelve months. If it is not possible for the Directors to realise their plans, over which there is significant uncertainty, the carrying value of the assets of the Company is likely to be impaired.

SHARE BASED PAYMENTS

The calculation of the fair value of equity-settled share based awards and the resulting charge to the statement of comprehensive income requires assumptions to be made regarding future events and market conditions. These assumptions include the future volatility of the Company's share price. These assumptions are then applied to a recognised valuation model in order to calculate the fair value of the awards. Details of these assumptions are set out in note 21.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company holds investments that have been designated as available for sale on initial recognition. Where practicable the Company determines the fair value of these financial instruments that are not quoted (Level 3), using the most recent bid price at which a transaction has been carried out. These techniques are significantly affected by certain key assumptions, such as market liquidity. Other valuation methodologies such as discounted cash flow analysis assess estimates of future cash flows and it is important to recognise that in that regard, the derived fair value estimates cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately.

5

SEGMENTAL INFORMATION

A segment is a distinguishable component of the Company's activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the Company's chief operating decision maker, the Board of Directors, to make decisions about the allocation of resources and assessment of performance and about which discrete financial information is available.

As the chief operating decision maker reviews financial information for and makes decisions about the Company's activities as a whole, the directors have identified a single operating segment, that of holding investments. The directors consider that it would not be appropriate to disclose any geographical analysis of the Company's activities at this point in time, given the level of current activity. Although the directors can confirm that all revenue and expenses relate to the investment activity.

6

OPERATING LOSS

2016

£'000

2015

£'000

Operating loss is stated after charging:

Staff costs as per Note 8 below

223

448

Depreciation of property, plant and equipment

1

2

Net foreign exchange gain

(124)

(195)

7

auditors' remuneration

The analysis of auditors' remuneration is as follows:

2016

£'000

2015

£'000

Fees payable to the Company's auditors for the audit of the Company's annual accounts

30

39

Total audit fees

30

39

Fees payable to the Company auditor and their associates for other services to the Company:

- Tax services

2

2

32

41

8

staff costs

The average monthly number of employees (including executive directors) for the continuing operations was:

2016

No.

2015

No.

Company total staff

4

6

2016

£'000

2015

£'000

Wages and salaries

190

380

Social security costs

-

6

Share based payment expense

33

62

223

448

Directors' emoluments were as follows:

2016

2016

2016

2015

Directors

 fees

Consultancy payments

Total

Total

£'000

£'000

£'000

£'000

L

Laurie Hunter

18

-

18

80

Manoli Yannaghas

-

-

-

120

Jeff Marvin

4

-

4

30

David Premraj

25

-

25

30

Marius Pienaar

-

-

-

14

Shishir Poddar

68

-

68

96

Zeg Choudhry

6

-

6

-

Brett Boynton

65

-

65

48

186

-

186

418

9

finance costs

2016

£'000

2015

£'000

Short term loan finance costs

-

9

10

taxation

There is no UK tax charge/credit in 2016 or 2015.

Reconciliation of tax charge:

2016

£'000

2015

£'000

Loss on continuing operations before tax

(7,405)

(23,205)

Tax at the UK corporation tax rate of 20% (2015: 20%)

1,481

4,641

Effects of:

Tax effect of expenses that are not deductible in determining taxable profit:

-

-

Unutilised tax losses carried forward

(1,481)

(4,641)

Tax charge for period

-

-

No deferred tax asset has been recognised in respect of the losses. See Note 19 for further details

Where it is anticipated that future taxable profits will be available against which these losses will be utilised a deferred tax asset is recognised.

The total taxation charge in future periods will be affected by any changes to the corporation tax rates in force in the countries in which the Company operates.

11

DISPOSAL OF SUBSIDIARY

2016

£'000

2015

£'000

Consideration received or receivable:

Cash

2,215

-

Shares in Bass Metals Limited

624

-

Initial consideration

2,839

-

Deferred consideration - smelter royalty

292

Total consideration

3,131

Less the carrying amount of net assets sold

(8,894)

-

Loss on sale before tax and reclassification of foreign currency translation reserve

(5,763)

-

Reclassification of deficit on investment reserve

(700)

-

Impairment of intercompany balance

(133)

-

Loss on sale after tax

(6,596)

-

12

EARNINGS PER SHARE

The basic earnings per share is based on the profit/(loss) for the year divided by the weighted average number of shares in issue during the year. The weighted average number of ordinary shares for the year ended 31 December 2016 assumes that all shares have been included in the computation based on the weighted average number of days since issue.

2016

2015

£'000

£'000

Loss for the year attributable to owners of the Company

(7,405)

(23,205)

Weighted average number of ordinary shares in issue for basic and fully diluted earnings*

164,514,863

139,754,569

LOSS PER SHARE (PENCE PER SHARE)

BASIC AND FULLY DILUTED*:

(4.5p)

(16.6p)

13

AVAILABLE-FOR-SALE INVESTMENTS

2016

£'000

2015

£'000

Investments at fair value at 1 January

1

6

Disposals

(53)

(5)

Acquisition

40

-

Investments acquired as part consideration for the sale of subsidiary

624

-

612

1

Market value adjustments to investment

-

-

Market value of investments at 31 December

612

1

Long term investments

40

1

Short term investments

572

-

Market value of investments at 31 December

612

1

Categorised as:

Level 2 Investments

572

1

Level 3 Investments

40

-

13

AVAILABLE-FOR-SALE INVESTMENTS (continued)

2016

£'000

2015

£'000

Investments at fair value at 1 January

-

-

Acquisition

40

-

Value of investments at 31 December

40

-

Measurement of fair value of financial instruments

The management team of StratMin Global Resources plc perform valuations of financial items for financial reporting purposes, including Level 3 fair values. Valuation techniques are selected based on the characteristics of each instrument, with the overall objective of maximising the use of market-based information.

14

TRADE AND OTHER RECEIVABLES

2016

2015

£'000

£'000

Prepayments and accrued income

13

20

Trade receivable

-

103

VAT receivable

11

1

24

124

Short term loans to Graphmada

-

823

Due from Bass under early settlement agreement

983

-

1,007

947

15

CASH AND CASH EQUIVALENTS

2016

2015

£'000

£'000

Cash and cash equivalents

493

154

493

154

16

TRADE AND OTHER PAYABLES

2016

2015

£'000

£'000

Trade payables

360

261

Other payables

11

132

Accrued expenses

76

305

447

698

17

SHORT TERM BORROWINGS

The following amounts relate to short term borrowings:

2016

2015

£'000

£'000

Other short term borrowings*

88

87

1.1 18

FINANCIAL INSTRUMENTS

FINANCIAL ASSETS BY CATEGORY

The IAS 39 categories of financial assets included in the Statement of financial position and the headings in which they are included are as follows:

2016

2015

£'000

£'000

Financial assets:

Cash and cash equivalents

493

156

Available for sale investments

612

1

Deferred consideration

292

-

Loans and receivables

994

124

2,391

281

FINANCIAL LIABILITIES BY CATEGORY

The IAS 39 categories of financial liability included in the Statement of financial position and the headings in which they are included are as follows:

2016

2015

£'000

£'000

Financial liabilities at amortised cost:

Trade and other payables

371

311

Short term borrowings

88

87

459

398

1.2 18

FINANCIAL INSTRUMENTS (continued)

CAPITAL RISK MANAGEMENT

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Group consists of debt, (previously includes the borrowings) cash and cash equivalents and equity attributable to equity holders of the Company, comprising issued capital, reserves and retained earnings, all as disclosed in the Statement of Financial Position.

FINANCIAL RISK MANAGEMENT OBJECTIVES

The Company is exposed to a variety of financial risks which result from both its operating and investing activities. The Company's risk management is coordinated by the board of directors, and focuses on actively securing the Company's short to medium term cash flows by minimising the exposure to financial markets.

The main risks the Company is exposed to through its financial instruments are credit risk, liquidity risk and market price risk.

FOREIGN CURRENCY RISK MANAGEMENT

The Company undertakes transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. Since the disposal of Graphmada Equity Pte. Ltd, the Company's major activity is now investment in Mauritius and Madagascar, bringing exposure to the exchange rate fluctuations of GBP/£ Sterling with both USD/$ Dollars, Mauritian Rupee and Madagascan Ariary. The risk is reduced however, given the investments were in USD, Company cash liquidity is in GBP and the Company has primarily incurred expenditure during the year denominated in GBP.

Exchange rate exposures are managed within approved policy parameters. The Company does not enter into forward exchange contracts to mitigate the exposure to foreign currency risk as amounts paid and received in specific currencies are expected to largely offset one another and the currencies most widely traded are relatively stable.

The Directors consider the balances most susceptible to foreign currency movements to be the Investment Available for Sale (2015: Investments in Subsidiaries).

These assets are denominated in the following currencies:

AUD

£'000

USD

£'000

Company 31 December 2016

Investment Available for Sale

572

-

Deferred consideration

292

-

864

-

Company 31 December 2015

Investment in Subsidiaries

-

6,396

18

Financial instruments (continued)

The following table illustrates the sensitivity of the value of the foreign currency denominated assets in regards to the change in AUD and USD exchange rates.

It assumes a +/- 15% change in the AUD/GBP exchange rate for the year ended 31 December 2016 and a +/- 7.104% change in the USD/GBP exchange rate for the year ended 31 December 2015. These percentages have been based on the average market volatility in exchange rates in the previous twelve months for those periods.

Impact of exchange rate fluctuations:

AUD impact

USD impact

2016

£'000

2015

£'000

Average movement in exchange rate

15%

7.104%

Change in equity

increase in GBP value

(85)

(306)

decrease in GBP value

85

306

Result for the period

increase in GBP value

(44)

-

decrease in GBP value

44

-

Exposure to foreign exchange rates varies during the year depending on the volume and nature of foreign transactions. Nonetheless, the analysis above is considered to be representative of the Group's exposure to currency risk.

interest rate risk managEment

The Company's exposure to interest rates on financial assets and financial liabilities is detailed in the liquidity risk management section of this note.

There are no long term loans or short term loans that carry any interest and thus sensitivity analyses have not been provided on the exposure to interest rates for both derivatives and non-derivative instruments during the year.

There would have been no effect on amounts recognised directly in equity.

Credit risk management

The Company's financial instruments, which are subject to credit risk, are considered to be cash and cash equivalents and trade and other receivables, and its exposure to credit risk is not material. The credit risk for cash and cash equivalents is considered negligible since the counterparties are reputable banks.

The Company's maximum exposure to credit risk is £1,779,000 (2015: £280,000) comprising other receivables and cash.

Liquidity risk management

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which monitors the Company's short, medium and long-term funding and liquidity management requirements on an appropriate basis. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities. The Company's liquidity risk arises in supporting the trading operations in the subsidiaries, which hopefully will start to generate profits and positive cash-flows in the short term. However, as referred to in Note 4 the Company is currently exposed to significant liquidity risk and needs to obtain external funding to support the Company going forwards.

19

dEferred tax

At the year-end date, the Company had unused tax losses of £36.1m (2015: £32.1m) available for offset against future gains and trading profits. No deferred tax asset has been recognised in respect of these losses (2015: £nil) due to the unpredictability of future profit streams.

20

Called up share capital

Number of shares

Nominal value

Ordinary shares

Deferred shares

Ordinary shares

£'000

Deferred shares

£'000

Share premium

£'000

ISSUED AND FULLY PAID:

At 31 December 2014

112,634,237

-

4,505

-

31,771

Ordinary shares of 4p each

38,515,154

-

1,541

-

173

Expenses of share issues

-

-

-

(126)

At 31 December 2015

151,149,391

-

6,046

-

31,818

Share reorganisation (see note below)

Ordinary shares of 0.01p each

151,149,391

151,149,391

15

6,031

31,818

Share issues

25,780,022

-

3

-

637

Expenses of share issues

-

-

-

-

(15)

Reclassification of merger reserve following disposal of subsidiaries

-

-

-

-

23,460

At 31 December 2016

176,929,413

151,149,391

18

6,031

55,900

Note: During the year the Company undertook a share capital reorganisation subdividing each existing ordinary share of 4p into one ordinary share of 0.01p and one deferred share of 3.99p.

On 4 March 2016, the Company issued 12,000,000 new ordinary shares of 0.01p each at a price of 2.5p each, raising in aggregate gross proceeds of approximately £299,000.

On 30 September 2016, the Company issued 13,780,022 new ordinary shares of 0.01p each at a price of 2.5p each to its directors.

On 4 March 2016 the Company issued warrants to subscribe for 600,000 ordinary shares at 0.025p per share, exercisable on or before 4 March 2018 to Optiva Securities Limited. The warrants issued were part of placing of the same date and so the charge was taken against Share premium as part of the placing fees.

21

Share-based payments

WARRANTS

Details of the warrants outstanding during the year are as follows:

2016

2015

Number of Warrants

Weighted average exercise price

Number of Warrants

Weighted average exercise price

000's

£

000's

£

Outstanding at the beginning of the year

16,136

0.0578

11,970

0.1389

Granted during the year

600

0.025

9,880

0.0784

Exercised during the year*

-

-

-

Lapsed during the year

(14,030)

0.0925

(5,714)

0.1389

Outstanding at the end of the year

2,706

0.0672

16,136

0.0578

Exercisable at the end of the year

2,706

0.0672

16,136

0.0578

The warrants outstanding at 31 December 2016 had a weighted average remaining contractual life of 1.2 years (2015: 1.9 years).

21

Share-based payments (continued)

4 March 2016

9 November 2015

12 July 2015

28 March 2014

Share price at date of grant

Exercise price

Expected volatility

Expected dividend

Vesting criteria

Contractual life

Risk free rate

Estimated fair value of each warrant

2.65 pence

2.5 pence

40%

Nil

Exercisable on date of grant

1.5 years

1.5%

0.7929 pence

4.25 pence

6.00 pence

40%

Nil

Exercisable on date of grant

5 years

1.5%

1.4753 pence

4.02 pence

4.00 pence

40%

Nil

Exercisable on date of grant

3 year

1.5%

1.9894 pence

8.63 pence

9.00 pence

40%

Nil

Exercisable on date of grant

3-5 years

2.5%

2.9835 -3.8608 pence

Equity-settled share option schemes

The Company has granted a variety of options to certain employees and consultants. Options are exercisable at a price equal to the average quoted market price of the Company's shares on the date of grant. Exercise period is between 3 and 10 years from the date of grant, the options are forfeited if the employee leaves the Company before the options vest.

The estimated fair value of the options granted was calculated by applying the Black-Scholes option pricing model. The assumptions used in the calculation were as follows:

6p Options

9p Options

14p Options

Share price at date of grant

Exercise price

Expected volatility

Expected dividend

Vesting criteria

Contractual life

Risk free rate

Estimated fair value of each Option

5.25 pence

6.00 pence

50%

Nil

Exercisable on date of grant

1.5 years

1.5%

1.05 pence

5.25 pence

9.00 pence

50%

Nil

Exercisable on date of grant

1.5 years

1.5%

0.4502 pence

9.00 pence

14.00 pence

50%

Nil

Exercisable on date of grant

3 years

2.5%

2.2054 pence

21

Share-based payments (continued)

Details of the options outstanding during the year are as follows:

2016

2015

Number of options

Weighted average exercise price

Number of options

Weighted average exercise price

000's

£

000's

£

Outstanding at the beginning of the year

17,379

0.1107

7,479

0.1610

Granted during the year

-

-

10,650

0.0740

Cancelled during the year

-

-

(750)

0.0900

Lapsed during the year

(14,879)

0.0764

-

-

Outstanding at the end of the year

2,500

0.0861

17,379

0.1107

Exercisable at the end of the year

2,500

0.0913

16,379

0.1129

The options outstanding at 31 December 2016 had a weighted average remaining contractual life of 0.7 years (2015: 2.4 years).

The charge in the income statement in respect of options was £Nil for 2016 (2015: £66,714).

22

EVENTS AFTER THE REPORTING PERIOD

There were no material events after the reporting period.

23

Related party tranSactions

The remuneration of the Directors, who are the key management personnel of the Group, is set out in note 8.

Loans receivable from the related parties are disclosed in note 14.

During the year the Directors lent the Company £58,000 (2015: £152,000) by way of short term Director Loans free of interest. This has been included within Short Term Borrowings. The amount outstanding at year end was £87,832 (2015: £87,170) (see note 17).

At the beginning of the year there was a loan owing to former Director David Premraj of £46,797. The loan was unsecured, repayable on demand and zero coupon. Further amounts totalling £48,947 were lent to the Company on the same basis through Consolidated Minerals (Pty) Limited ("Consolidated Minerals"). Consolidated Minerals is connected to the Company as D Premraj is also a Director and significant shareholder through connected parties of Consolidated Minerals and the Company. Both of the loans were repaid in full during the year.

During the year Consolidated Chrome charged the Company £154,000 for professional fees in relation to the investment in Tirupati Resources Mauritius Limited. Ghanshyam Champaklal, director and significant shareholder of Consolidated Chrome is also a significant shareholder of the Company. Consolidated Chrome is also connected through previous director D Premraj. The balance at the year-end in respect of this fee is £127,301 (2015: £Nil).

During the year the Company was charged £28,800 for consultancy fees by Srirekam Kesava Purushotham, a significant shareholder of the Company through connected parties, and a Director of Graphmada Equity (Pte) Limited ("GME"). GME was the former intermediate holding company of Graph Mada Sarl before it transferred its holding to Graphmada Mauritius Limited in 2014. GME was removed from the Company register in Singapore on 19 February 2016. The balance owing at year end in respect of these fees was £23,800.

2016

2015

£'000

£'000

Tirupati Carbon and Chemicals Group Limited

Goods and services provided to the Group

25

96

Goods and services provided from the Group

157

34

Technical consultancy services paid for in shares

-

100

Included in the accounts receivable / (payable) at 31 December

-

(31)

Tirupati Mauritius Limited

Investments in Tirupati Resources Mauritius Limited

40

-

Goods and services provided from the Group

204

86

Trade debt and assignment fee written off in the year

200

-

Included in the accounts receivable / (payable) at 31 December

-

(28)

24

CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES

The Company had no capital commitments or contingent liabilities as at 31 December 2016 (2015: £nil).

25

ULTIMATE CONTROLLING PARTY

The Directors do not consider there to be one single ultimate controlling party.

StratMin Global Resources Plc

Brett Boynton, CEO

+44 (0) 20 3691 6160

Allenby Capital (Nominated Adviser & Broker)

John Depasquale/ Nick Harriss/Richard A Short

+44 (0) 020 3328 5656

Optiva Securities (Broker)

Christian Dennis

+44 (0) 20 3137 1903

VSA Capital Limited (Financial Adviser)

Andrew Raca

+44 (0) 20 3005 5000