For personal use only - ASX · For personal use only. CORPORATE DIRECTORY 1 ... Mr Jewson provides Terranova with a methodical technological approach to project evaluation and identification,

ACN 148 966 545

Financial Report for the Period from the Date of Incorporation

25 January 2011 to 30 June 2012

For

per

sona

l use

onl

y

CORPORATE DIRECTORY

1

ABN 91 148 966 545 Directors Mr Benjamin Bussell (Non-Executive Chairman) Mr Matthew Foy (Executive Director) Mr Robert Jewson (Non-Executive Director) Company Secretaries Mr Matthew Foy Mr Eugene Lambert (appointed 30 January 2012) Registered office Level 8, 225 St Georges Terrace PERTH WA 6000 Telephone +61 8 9486 4036 Facsimile +61 8 9486 4799 Website www.terranovaminerals.com.au Share Registry Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross WA 6153 Telephone +61 8 9315 2333 Facsimile +61 8 9315 2233 Solicitors Steinepreis Paganin Level 4, The Read Buildings 16 Milligan Street Perth WA 6000 Bankers National Australia Bank 7 Sandridge Road Bunbury WA 6230 Auditors BDO Audit (WA) Pty Ltd 38 Station Street Subiaco, WA 6008

Stock Exchange Australian Securities Exchange Limited ASX Code: TNV

For

per

sona

l use

onl

y

CONTENTS

2

Page

Directors’ Report 3

Review of Operations 7

Auditor’s Independence Declaration 17

Corporate Governance Statement 18

Statement of Comprehensive Income 25

Statement of Financial Position 26

Statement of Changes in Equity 27

Statement of Cash Flows 28

Notes to the Financial Statements 29

Director’s Declaration 51

Independent Auditor’s Report 52

Additional information 54

For

per

sona

l use

onl

y

TERRANOVA MINERALS NL

(To be renamed Auroch Minerals NL)

DIRECTORS’ REPORT

3

Your Directors present their report on Terranova Minerals NL (“Terranova” or the “Company”) for the period from the date of incorporation on 25 January 2011 to 30 June 2012.

1. DIRECTORS

The names of Directors who held office during or since the end of the period:

Mr Benjamin Bussell

Mr Matthew Foy

Mr Robert Jewson

All directors were in office for the entire duration unless otherwise stated.

Mr Eugene Lambert was appointed as assistant company secretary of the company on 30 January 2012.

INFORMATION ON DIRECTORS

Information on Directors as at the date of this report is as follows:

Mr Matthew Foy

Executive Director & Company Secretary

Matthew Foy was a Senior Adviser at the Australian Securities Exchange with 4 years experience in facilitating the compliance of listed companies. Mr Foy has reviewed and approved the listing of over 40 companies during his tenure at the ASX. Mr Foy has been involved in a number of seed capital raisings and initial public offering and possess significant commercial and corporate experience.

Mr Foy is currently a director of ASX Listed SWW Energy Ltd and also company secretary of Red October Resources Limited, Stonehenge Metals Limited and Segue Resources Limited.

Mr Foy has no former directorships of ASX listed companies.

Mr Robert Jewson

Non-Executive Director

Robert Jewson has extensive experience across a wide range of commodities including gold, iron ore, nickel, base metals, tin, tungsten, uranium, Vanadium, manganese and coal. Mr Jewson has compiled numerous regional geological data sets, targeting projects across a broad geography including Australia, Brazil, Chile, Guinea, Poland, South Africa, South Korea and Spain.

Mr Jewson has significant commercial and geological knowledge ranging from country wide analysis to project scale evaluations in numerous localities and has a proven track record in facilitating project acquisitions from target inception to completion. Mr Jewson actively consults to a number of ASX listed junior mining companies, AIM listed and private enterprises, offering a full suite of geological consulting services, ranging from project evaluation, project identification, geological reviews.

Mr Jewson provides Terranova with a methodical technological approach to project evaluation and identification, applying all available legacy and current data, verified by on ground evaluation minimising exploration risk and has proven methods to allow for rapid project identification, verification and ranking of targets.

Mr Jewson is currently Non-Executive Director of Epic Resources Limited and Conto Resources Limited.

Mr Jewson has no former directorships of ASX listed companies.

For

per

sona

l use

onl

y



DIRECTORS’ REPORT

4

Mr Benjamin Bussell

Non-Executive Director

Benjamin Bussell is a Senior Accountant with over 12 years experience in public accounting, corporate accounting and taxation. Mr Bussell is also currently a director of ASX Listed Red October Resources Limited and SWW Energy Limited.

Mr Bussell has no former directorships of ASX listed companies.

Company Secretary

Mr Eugene Lambert

Mr Lambert is a member of Chartered Secretary Australia with significant experience in finance and corporate advisory industries. Mr Lambert is also actively involved in project origination and seed capital raising for start-up companies. Mr Lambert is also Assistant Company Secretary for ASX listed companies AAQ Holdings Limited and Mineral Corporation Limited.

DIRECTORS MEETING

During the period 25 January 2011 to 30 June 2012 three meeting of directors were held. Attendances by each director

during the period were as follows:

Number Eligible to Attend Number Attended

Benjamin Bussell 1 1

Matthew Foy 1 1

Robert Jewson 1 1

REMUNERATION REPORT (Audited)

This report details the nature and amount of the remuneration for each key management person of Terranova Minerals NL and for the executives receiving the highest remuneration for the period ended 30 June 2012.

Remuneration policy

The remuneration policy, which sets the terms and conditions for the key management personnel, was developed by the Board of Directors (the “Board”) and was approved by the board. All executives receive a base salary, superannuation, fringe benefits, performance incentives and retirement benefits. The Board of Directors reviews executive packages annually by reference to company performance, executive performance, comparable information from industry sectors and other listed companies and independent advice. The performance of executives is measured against criteria agreed half yearly which is based on the forecast growth of the company’s profits and shareholders’ value. The policy is designed to attract the highest calibre executives and reward them for performance which results in long-term growth in shareholder value.

All remuneration paid to executives is valued at the cost to the Company and expensed. Shares given to executives are valued as the difference between the market price of those shares and the amount paid by the executive. Options are valued using the Black and Scholes methodology.

The board expects that the remuneration structure implemented will result in the company being able to attract and retain the best executives to run the Company. It will also provide executives with the necessary incentives to work to grow long-term shareholder value.

The payment of bonuses, options and other incentive payments are reviewed by the board as part of the review of executive remuneration. All bonuses, options and incentives must be linked to predetermined performance criteria. The

For

per

sona

l use

onl

y



DIRECTORS’ REPORT

5

board can exercise its discretion in relation to approving incentives, bonuses and options. Any changes must be justified by reference to measurable performance criteria.

Company performance, shareholder wealth and director and executive remuneration.

The remuneration policy has been tailored to increase goal congruence between shareholders, directors and executives. This will be achieved via offering performance incentives based on key performance indicators.

The Directors of the Company have been focussing on the re-listing of the Company on the ASX. In view of this, and the current stage of development of the Company, an analysis of revenue growth is not considered appropriate and has not been provided.

Details of remuneration

2012 Short-term

benefits

Post-

employment

benefits

Share-based

Payment

Name Cash

Salary and

Fees

Super-

annuation

Total KMP

compensation

Equity Options Total

Options as

a % of

remuneration

%

perf.

based

Non-Executive Directors

B Bussell 30,000 - 30,000 - - 30,000 - -

M Foy 40,000 - 40,000 - - 40,000 - -

R Jewson 38,650 - 38,650 - - 38,650 - -

Total 108,650 - 108,650 - - 108,650

2. OPERATING RESULTS

The net loss after providing for income tax amounted to $744,891.

3. PRINCIPAL ACTIVITY

The principal activity of the Company is mineral exploration and development.

4. AUDITOR’S DECLARATION

A copy of the independence declaration by the lead auditor under section 307C of the Corporations Act 2001 is included on page 15 of this financial report.

For

per

sona

l use

onl

y



DIRECTORS’ REPORT

6

This report is signed in accordance with a resolution of the Board of Directors.

Benjamin Bussell

DIRECTOR

Dated this 27th day of September 2012

For

per

sona

l use

onl

y



REVIEW OF OPERATIONS

7


Terranova Minerals NL was established to conduct base metal and gold exploration. This is its first period of operation.

During the year, the Company commenced its fieldwork and exploration activities at its Peninsula Gold Project and Beete Gold Project in Norseman, Western Australia.

Peninsula Gold Project

The Peninsula Gold Project is located approximately 25 Kilometres northeast of Norseman town site. Mineralisation at Peninsula is associated with north-south trending quartz veins which dip at angles of 60 to 80 degrees to the east. A major quartz reef extends for the length of the tenement and has been previously worked in the late 1800’s and intermittently throughout the 1900’s. Along strike within the project area a total of five shafts have been sunk.

During the period the Company conducted a Mobile Metal Ions (MMI) survey and rock chip sampling program at the Peninsula Gold Project.

Results from rock chip sampling conducted at the Peninsula Gold Project outlined a corridor of gold mineralisation adjacent the contact between felsic and ultramafic rocks.

Figure 1. Terranova Project Locations

A maximum of 4.73g/t Au was returned from a mullock sample. Other significant results returned from the north-trending corridor include 1.84 g/t Au and 1.96 g/t Au. A complete list of results is detailed in Appendix 1.

MMI survey was chosen for its robust, highly sensitive geochemical exploration method whereby Mobile Metal Ions, adsorbed onto the surface of screened soil particles, are dissolved using patented chemical leaches and analysed at Parts per Billion (ppb) levels.

MMI surveying at Peninsula Gold Project involved the collection of 32 soil samples (excluding standards and duplicates) on a 50 x 50 m grid. These samples were sent to SGS Laboratories in Perth. Results returned from the MMI support and extend the corridor of gold mineralisation outlined by the earlier reported rock chip sampling.

Significantly anomalous soil results from the MMI included:

Gold results up to 304 times geochemical background with a maximum returned value of 853 ppb gold.

Silver results up to 761 times geochemical background with a maximum returned value of 2,200 ppb silver.

Copper results up to 21 times geochemical background with a maximum returned value of 20,300 ppb copper.

The full results from the MMI survey are detailed in Appendix 2.

Beete Gold Project

Gold was first discovered at the Beete Gold Project by H. Eldridge in 1958 and was mined during the late 1950’s intermittently until 1976. The total recorded production in the period following 1974 was 2,816 tonnes of ore at an average grade of 24.8g/t for a total of 2,300 ounces of gold produced. No modern systematic exploration has been conducted across this project to define extensions of the mineralisation along strike or at depth.

During the period the Company carried out MMI surveys on a collection of 69 soil samples (excluding standards and duplicates) on a 50 x 50m grid. These samples were sent to SGS Laboratories in Perth, and analysed for a multiple

For

per

sona

l use

onl

y




8

commodity exploration package comprising 45 elements. The MMI package represents the preferred digest package for geochemical exploration.

SUBSEQUENT EVENTS

Subsequent to the period on 29 August 2012 the Company announced it had entered into a share sale agreement to acquire 100% of the Manica Gold Project, Mozambique from AIM and JSE listed Pan African Resources plc (the “Acquisition”). A summary of the commercial terms relating to the Acquisition is detailed in Appendix 3.

Project Location

The Manica Gold Project is located in central Mozambique, approximately 270km by sealed highway from the port city of Beira on the Indian Ocean. The project is positioned in the Beira Corridor which contains major road and rail infrastructure linking Zimbabwe to Beira (Figure 1).

The area surrounding Manica is well known for hosting gold mines such as Penhalonga, Rezende, Monarch and Old West. An estimated 2 million ounces of gold has been extracted from the Rezende Mine and surrounding deposits. These are along strike extensions of the Manica Gold Project. The reefs in these mines have typically been classified as porphyry mineralisation within quartz-diorites where gold is hosted in quartz veins. The reefs include Rezende, Penhalonga, King's Daughter, Liverpool, Kent, Violet, Elgin and Golden Gate. The gold and associated minerals were thought to be products of a magmatic product deep in the quartz-diorite stock.

Figure 2: Manica Gold Project location

Gold Resource

The 2011 Mineral Resource statement prepared by ExplorMine Consultants and audited by SRK Consulting is summarised in Table 1 below.

Total Resources (JORC)

Category Tons (000’) Grade Au (g/t) Gold (kg) Gold (oz)

Measured 11,561 1.73 19,978 642,000

Indicated 12,945 1.77 22,959 740,000

Inferred 26,028 1.89 49,345 1,589,000

Total Manica Resource 50,534 1.83 92,282 2,971,000 oz Table 1: Manica Gold Project Resource

For

per

sona

l use

onl

y




9

Exploration Potential

Currently only 2km out of a potential total mineralised strike length of 27km along two shear zones has been explored. Historical exploration strategies have prioritised the delineation of known gold occurrences rather than the identification and development of new resources. This presents the Company with a highly prospective area within which it can perform future exploration.

Figure 3: Manica Gold Project Prospects and Targets

The Northern Shear zone consists of the following prospects:

Guy Fawkes;

Vinganca; and

Boa Esperanza.

The Southern Shear consists of the following prospects:

Dot’s Luck;

Fair Bride; and

Try Again.

The Northern Shear, which passes through mineralisation at Guy Fawkes through to the Boa Esperanza prospect, is host to free-milling gold. The Company plans to primarily focus on the exploration of the Northern Shear as a potential source of substantial additional free milling gold resources whilst the initial exploration programme will concentrate on the identification of additional oxide material at the Guy Fawkes Prospect moving east towards Boa Esperanza.

For

per

sona

l use

onl

y




10

The Southern Shear, which is the Manica Gold Project’s secondary exploration target zone, passes through the Dot’s Luck and Fair Bride mineralisation. At Dot’s Luck, there is free gold in the oxidised zone and sulphide-hosted gold at depth. At Fair Bride, the most advanced target, a combined measured, indicated and inferred resource of 2.66Moz of gold at a grade of ~1.8 g/t has been delineated. The Fair Bride project is primarily comprised of Sulphide material and it is anticipated that additional mineralisation within the Southern Shear will have similar characteristics.

Fair Bride Prospect – Resource

Category Tons (000’) Grade Au (g/t) Oxide (oz) Sulphide (oz) Total (oz)

Measured 11,561 1.73 77 566,000 642,000

Indicated 10,795 1.64 11 559,000 570,000

Inferred 24,598 1.83 2 1,447,000 1,449,000

Total Fair Bride Resource 46,954 1.83 90,000 2,572,000 2,661,000 oz

Table 2: Fair Bride Prospect Resource

The 12 month exploration plan commencing Q1 2013 provides for:

detailed infill geological mapping and soil geochemical sampling;

airborne electromagnetic and magnetic gradient surveys of the whole property;

identification and prioritisation of targets generated by the geophysical, geochemical and geological mapping and interpretation exercises;

drilling and/or trenching of prioritised targets;

revision of existing JORC code compliant resource statements;

metallurgical test work on oxide and transitional ore; and

testing of oxide material in Target 1 on the Northern Shear (Figure 2).

Historical Data

The Project has an extensive historical database which includes digital borehole data, geological mapping and sections. An extensive 3D geostatistical database including 3D structural models has been compiled and a wide range of reports have been completed since 2006 including an Independent Technical Experts report by SRK Consulting in November 2011.

Several phases of exploration work have been undertaken at the Manica Gold Project which has historically been divided into two prospective areas:

Northern Shear zone (Guy Fawkes, Vinganca and Boa Esperanza Prospects); and

Southern Shear zone (Dot’s Luck, Try Again and Fair Bride Prospects).

For

per

sona

l use

onl

y




11

Table 3 (below) details the historical test work undertaken on these areas.

Exploration Work Area 2001 Soil geochemical survey and geological mapping

(surface & underground) South Portion of Project area

2002 RC drilling of 2,270m Fair Bride and Try Again prospects

2003 IP survey covering 8km2 Fair Bride- Dot’s Luck target zone

IP survey covering 7 km2 Boa Esperanza prospect

RC drill programme of 3,102m Fair Bride prospect

2004 RC drilling of 1,358m Fair Bride – Dot’s Luck target zone

Diamond borehole drilling of 1,759m 8 holes at Fair Bride – Dot’s Luck target zone 2 holes at the Guy Fawkes prospect

2005 RC drilling of 1,514m Fair Bride prospect

Dipole- Dipole IP survey Fair Bride prospect

2006 Diamond borehole drilling of 584.85m plus 4 large diameter holes

Fair Bride prospect

Detailed 1:2,000 geological mapping Fair Bride, Dot’s Luck, Boa Esperanza and Guy Fawkes prospects

Interpretation of the 2005 Dipole-Dipole survey Fair Bride prospect

Channel-sampling of historical adits, pits and trenches Dot’s Luck

2007 – 2008 Diamond drilling of 759m Fair Bride and Dot’s Luck prospects

RC drilling of 2,264m Fair Bride and Dot’s Luck prospects

Diamond drilling of 576m Guy Fawkes Prospect

RC drilling of 3,455m Guy Fawkes Prospect

Table 3: Historical Exploration Work

Experienced Team

Subject to the completion of the Acquisition it is intended the current Board of Directors will step down and the following Board and Management will be appointed.

Mr Dean Cunningham

Mr Cunningham will be appointed as Executive Director and Chief Executive Officer of the Company. Mr Cunningham is Mining Engineer and Corporate Financier with 25 years’ experience.

Mr Cunningham is currently the Executive Director, Corporate Finance for Basil Read where he is responsible for the acquisition activity, in conjunction with capital raisings and investor relations. He simultaneously held the position of Chief Executive Officer at TWP Investments, the investment arm of TWP Holdings, a mining, processing and energy consultancy company based in South Africa, Peru and Australia. Mr Cunningham has first-hand working knowledge of the Manica Gold Project having been mandated by Pan African Resources to evaluate options for the advancement of the Project over the past two years.

Mr Glenn Whiddon

Mr Whiddon will be appointed as Non-Executive Chairman. Mr Whiddon has a background in banking and corporate advisory, working for the Bank of New York in Sydney, Melbourne, Geneva and Moscow. In 1994 he established a boutique merchant bank in Moscow, providing corporate advice and undertaking direct investments. Mr Whiddon is currently Non-Executive Chairman of ZYL Limited (ASX:ZYL), Non-Executive Director of Agri Energy Limited (ASX:AAE) and is a director of Statesman Resources Limited (TSX-V:SRR).

For

per

sona

l use

onl

y




12

Mr Jan Nelson

Mr Nelson will be appointed as a Non-Executive Director. Mr Nelson is currently the Chief Executive Officer of Pan African Resources plc (AIM: PAF) a South African based precious metals mining company producing approximately 95,000 ounces of gold and 12,000 ounces of PGM per annum. Mr Nelson holds an honours degree in geology and has over 15 years’ experience. He has held positions in mine management and operations with Harmony Gold Mining Company Limited, Hunter Dickenson and Gold Fields Limited.

Mr Gordon Koll – Chief Geologist

Mr Koll is a geologist with 30 years’ experience in the mining industry. He is a Registered Natural Scientist, a Fellow of the Geological Society of South Africa and a Member of the Society of Economic Geologists.

Mr Koll was previously employed as a Senior Geologist by Central African Exploration and Mining Company, where he oversaw copper/cobalt exploration and evaluation, greenfields gold exploration and the development and management of copper, cobalt and gold exploration programs in the Democratic Republic of Congo (DRC). In this role, Mr Koll was also responsible for the assessment of opportunities in Angola, assisting with coal property assessment in Mozambique and the assessment of gold properties in Zimbabwe.

Mr Francisco Matos – Exploration Manager

Mr Matos is a geologist with 16 year’s industry experience. Mr Matos has explored for different base metals throughout the central and northern regions of Mozambique and has also been involved in exploration work in the Central African Republic and at Barberton in South Africa. In addition to his technical and geological skill set, he has also gathered management and communication skills, having extensive experience in dealing with government authorities in Mozambique, as well as stakeholders involved in the mining environment. Prior to this he was employed by Pan African Resources plc to work on the Manica Gold Project. One highlight of Mr Matos’ career was taking the resources at the Manica Gold Project from ~400,000 ounces when he was appointed as Exploration Manager through to the current 2.9Moz, therefore making Mr Matos well placed to continuing leading the exploration team at Manica.

Mr Matos has held a number of senior management positions throughout his career including; Managing Director at Explorator Limitada; Exploration and Country Manager and Exploration Geologist, Mozambique, for Explorator Limitada – Pan African Resources PLC; Managing Director of Geoide Consultoria Limitada; Exploration Geologist-CAMEC - Explorações Mineiras de Moçambique; and Project Manager-Fundo de Fomento Mineiro (Small scale Mining Development-in Manica).

Mr Jim Porter – Consulting Engineer

Professor Jim Porter is a Consulting Engineer with 35 years operational, project management and consulting engineering experience. He holds a BSc Hons in Mining from Leeds University and has completed the Management Development Program (UNISA) and an Advanced Management Program (INSEAD, France). He is a registered Project Management Professional (PMP) and Fellow of the Southern African Institute of Mining and Metallurgy.

Prof. Porter commenced his career at AngloGold Ashanti (then a division of the Anglo plc Group) in 1977. He worked for Freegold North and Western Deep Levels, where he held a number of senior management positions including Production Manager, Project Manager and Mine Manager. In 1997 Prof. Porter started a mining technology services company for AngloGold Ashanti called Graphic Mining Solutions International (GMSI). As Managing Director he negotiated its acquisition by a listed ICT services company where he led corporate outsourcing contracts and developed the international growth strategy of the Group mining business. He is currently a Non-Executive Director of GMSI which is one of the three largest suppliers of mining technical systems worldwide.

For

per

sona

l use

onl

y




13

Prof. Porter joined the TWP Group as Head: Geology and Mining Engineering in 2007. In 2011, Jim started his own consulting company; Jim Porter Mining Consulting (Pty) Ltd (JPMC). He is also Adjunct Professor and Director for the Centre of Mechanised Mining Systems at Wits University, Chairman and CEO of a gold exploration company in Zimbabwe and Senior Vice President of the Southern African Institute of Mining and Metallurgy.

Mr Graeme Farr – Consulting Metallurgist

Mr Farr has over 37 years’ experience in the mining industry. He commenced his career at Anglo American and spent the large majority of his time in the field of process plant design and commissioning. He holds a BSc (Chem.) University of Manchester Institute of Science & Technology, and has completed a number of post graduate courses pertaining to extraction metallurgy bargaining and negotiating, project management, sales and marketing.

Mr Farr has worked across a number of roles within high-profile organisations including Senior Process Engineer at Anglo American Platinum, Senior Process Consultant at TWP Process Projects, and most recently Managing Director at Outsourced Plant Solutions (Pty) Ltd, which is the planned plant operating component of TWP/Basil Read. In this role Mr Farr was primarily responsible for the development of the new venture, including organising tenders for the diesel and fuel oil power plant operation, gold plants for both oxide tailings and sulphide UFG, design and preparation of OME estimate for Sulphide Gold Plant in Mozambique and the BFS review and tender for a 400ktpm gold plant in the Democratic Republic of Congo.

Throughout Mr Farr’s extensive career in processing, he has been responsible for the design and upgrading of many new and existing operations including the process audits for the de-bottlenecking of existing operations. Areas covered include crushing, screening, milling, flotation, filtration and specialised areas such as Ultra Fine Grinding. He has commissioned numerous plants and as such is practical in his approach to plant design.

Re-compliance with ASX Listing Rules

The Acquisition constitutes a change in the nature and scale of the Company’s activities in accordance with Chapter 11 of the ASX Listing Rules. The Company is required to re-comply with the admission requirements of Chapters 1 and 2 of the ASX Listing Rules including obtaining shareholder approval, preparing a prospectus and completing the Capital Raising.

The timetable for completion of the Acquisition, Capital Raising and re-compliance with the ASX Listing Rules is as follows.

Event Date1

Announcement of Manica Acquisition 29-Aug-12

Dispatch Notice of Meeting 24-Sep-12

Prospectus Offer Opens 19-Oct-12

Shareholder Meeting 25-Oct-12

Prospectus Offer Close 25-Oct-12

Re-compliance with ASX Listing Rules 26 Oct – 7 Nov-12

Expected date of Reinstatement to trading 12-Nov-12

Table 4: Anticipated timetable

Change of Company Name

In connection with the Acquisition and subject to shareholder approval, the Company proposes to change its name to

AUROCH MINERALS NL. 1 The dates listed in Table 4 are indicative and may be subject to change without notice.

For

per

sona

l use

onl

y




14

Appendix 1: Rock Chip Samples from the Peninsula Gold Project

Sample Easting Northing Au g/t Description

11PMRC001 389151 6463350 0.03 Stockwork patina from quartz boulder from costean.

11PMRC002 389149 6463298 1.96 Stockwork patina from quartz boulder from costean

11PMRC003 389063 6463194 0.03 Purple Quartzite

11PMRC004 389150 6463150 0.06 Purple Quartzite

11PMRC005 389203 6463108 0.01 Black shale- contact with green schist

11PMRC006 389203 6463108 0.02 Quartz vein

11PMRC007 389146 6463126 0.02 Quartz vein

11PMRC008 389151 6463160 0.02 Milky quartz vein



11PMRC011 389145 6463210 4.73 Mullock sample

11PMRC012 389140 6463236 0.07 Quartz reef, green staining

11PMRC013 389132 6463250 0.03 Quartz vein in micro scale fold

11PMRC014 389142 6463261 0.06 Ironstone Gossan?

11PMRC015 389151 6463285 0.21 Quartz reef

11PMRC016 389137 6463322 0.04 Mullock sample

11PMRC017 389140 6463349 0.28 Large boulder of greenish stockwork on quartz

11PMRC018 389113 6463290 0.85 Quartz mullock dump

11PMRC019 389134 6463255 1.84 Black shale

For

per

sona

l use

onl

y




15

Appendix 2: MMI Statistical Analysis at Peninsula

37.531 70.545 12.471 32 .500 258.000 0

845.938 3643.513 644.088 32 20.000 20700.000 0

240.000 194.522 34.387 32 50.000 770.000 0

10.859 23.310 4.121 32 .500 128.000 0

1.797 2.444 .432 32 .050 12.200 0

17.359 27.359 4.837 32 .500 106.000 0

8.922 14.855 2.626 32 .050 62.600 0

4.545 6.803 1.203 32 .050 25.900 0

4.250 8.429 1.490 32 .500 36.000 0

19.375 28.581 5.052 32 .500 108.000 0

114.328 407.621 72.058 32 .500 2060.000 0

25.734 42.400 7.495 32 .500 188.000 0

16.375 13.896 2.456 32 .500 49.000 0

359.594 187.600 33.163 32 124.000 1048.000 0

3.375 7.357 1.301 32 .500 41.000 0

.534 1.281 .226 32 .050 5.300 0

62.594 99.906 17.661 32 .500 411.000 0

.828 .809 .143 32 .500 4.000 0

12.016 19.468 3.442 32 .500 81.000 0

46.531 26.965 4.767 32 16.000 126.000 0

3.188 4.054 .717 32 .500 16.000 0

21.875 37.102 6.559 32 .500 144.000 0

16.594 25.212 4.457 32 .500 98.000 0

1.672 3.099 .548 32 .500 14.000 0

2848.438 1970.525 348.343 32 280.000 8040.000 0

3.000 4.376 .773 32 .500 16.000 0

15.511 25.337 4.479 32 .050 89.100 0

1.569 1.718 .304 32 .050 9.500 0

2.469 6.145 1.086 32 .500 27.000 0

96.313 157.825 27.900 32 .500 666.000 0

7.063 12.151 2.148 32 .500 52.000 0

35.047 65.846 11.640 32 .500 217.000 0

97.250 385.567 68.159 32 1.000 2200.000 0

105.203 215.179 38.039 32 1.400 853.000 0

386.156 230.724 40.787 32 64.000 1045.000 0

86.078 143.130 25.302 32 .500 612.000 0

234.594 228.040 40.312 32 5.000 915.000 0

87.859 182.544 32.269 32 .500 800.000 0

4510.625 4246.904 750.754 32 410.000 20300.000 0

14.609 27.109 4.792 32 .500 109.000 0

83.897 78.861 13.941 32 17.300 349.000 0

.292 .232 .041 32 .050 1.000 0

1970.625 1942.160 343.329 32 60.000 9680.000 0

2238.000 3001.869 530.660 32 58.000 14600.000 0

194.984 497.417 87.932 32 .500 2000.000 0

50.438 108.113 19.112 32 4.000 624.000 0

179.797 351.414 62.122 32 .500 1720.000 0

2254.375 3898.433 689.152 32 30.000 17700.000 0

Mean Std. Dev. Std. Error Count Minimum Maximum # Missing

Al

As

Ba

Cd

Cs

Dy

Er

Eu

Ga

Gd

Hg

La

Li

Mg

Mo

Nb

Nd

Pd

Pr

Rb

Sb

Sc

Sm

Sn

Sr

Tb

Th

Tl

W

Y

Yb

Zr

Ag

Au

Ca

Ce

Co

Cr

Cu

Fe

K

P

Mn

Ni

Ti

U

Pb

Zn

Descriptive Statistics

For

per

sona

l use

onl

y




16

Appendix 3 Summary of Commercial Terms of the Acquisition

Terranova has entered into a share purchase agreement to acquire the Manica Gold Project from Pan African.

Subject to shareholder approval, the consideration for the Acquisition is:

a. Initial Consideration (Date of Issue):

i. 25,000,000 ordinary shares; and

ii. $2 million cash,

b. Deferred Consideration of:

i. 20,066,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon delineation of at least 400,000 ounces of a JORC Inferred gold resource of Oxide Ore with a cut-off grade of 1.25g/t being defined on the Manica Gold Project (inclusive of the existing 90,000 ounces of JORC Inferred gold resource of oxide ore at a cut-off grade of 1.25g/t that has already been delineated on the Manica Gold Project) within 4 years from the Date of Issue. Oxide Ore means gold bearing oxide/transitional ore where gold recovery exceeds 80% of total contained gold by using the metallurgical processes of milling, gravity separation and/or cyanide leaching and the gold can be recovered for a cash operating cost of US$700/oz of gold or less. (Milestone 1);

ii. 20,066,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon delineation of at least 1,000,000 ounces of a JORC Inferred gold resource of Oxide Ore with a cut-off grade of 1.25g/t being defined on the Manica Gold Project (inclusive of the 400,000Koz delineated under Milestone 1) within 4 years from the Date of Issue (Milestone 2);

iii. 24,366,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon completion of a positive Bankable Feasibility Study on either the oxide or sulphide ore on the Manica Gold Project which recommends the construction of a mine with at least a ten year life and production scope of 50,000 ounces per annum and at any time after completion of the positive Bankable Feasibility Study, the Board of Terranova elects to commence construction of the mine as recommended in the Bankable Feasibility Study and has financing arranged for the construction of the mine, within 4 years from the Date of Issue. At the election of Terranova, this tranche of shares may be satisfied by the payment of $7,310,000 (Milestone 3);

iv. 7,166,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon production of either oxide or sulphide ore at the plant constructed by Terranova to process ore from the Manica Gold Project at the capacity specified in the Bankable Feasibility Study, within 4 years from the Date of Issue. At the election of Terranova, this tranche of shares may be satisfied by the payment of $2,150,000 (Milestone 4); and

v. deferred cash consideration of $4,000,000 which is payable in four tranches of $1,000,000 on achievement of each of the Milestones 1 to 4.

Competent Person Statement The information in this report that relates to Mineral Resources and exploration results is based on information reviewed by Dr W.D. Northrop who is a consultant to ExplorMine and is appointed as Independent Geologist to Terranova Minerals NL project team. He is registered by the South African Council for Natural Scientific Professions as a Professional Natural Scientist in the field of practice of Geological Science, Registration Number 400164/87, and as such is considered to be a Competent Person. Dr Northrop has sufficient experience which is relevant to the styles of mineralisation and types of deposits under consideration and to the activity he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves". Dr Northrop consents to the inclusion in this presentation of the matters based on his information in the form and context in which it appears.

For

per

sona

l use

onl

y

17

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.

Tel: +8 6382 4600 Fax: +8 6382 4601 www.bdo.com.au

38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

27 September 2012 The Board of Directors Terranova Minerals NL Level 8, 225 St Georges Terrace PERTH WA 6000 Dear Sirs, DECLARATION OF INDEPENDENCE BY PHILLIP MURDOCH TO THE DIRECTORS OF TERRANOVA MINERALS NL As lead auditor for the audit of Terranova Minerals NL for the period from the date of incorporation on 25 Janurary 2011 to 30 June 2012, I declare that, to the best of my knowledge and belief, there have been: • no contraventions of the auditor independence requirements of the Corporations Act 2001 in

relation to the audit; and

• no contraventions of any applicable code of professional conduct in relation to the audit.

Phillip Murdoch Director BDO Audit (WA) Pty Ltd Perth, Western Australia

For

per

sona

l use

onl

y



CORPORATE GOVERNANCE STATEMENT

18

This statement outlines the main corporate Governance practices that were in place during the financial year. This Corporate Governance Statement sets out the Company’s current compliance with the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations (ASX Recommendations). The ASX Recommendations are not mandatory. However, the Company will be required to provide a statement in its future annual reports disclosing the extent to which the Company has followed ASX Recommendations.

The Directors’ of Terranova Minerals NL are responsible for Corporate Governance of the Company and its controlled entities (the Economic Entity) and support the principles of the ASX Recommendations. To date, due to the size of the Company, the Board has not formally adopted all policies or guidelines required for complete compliance with the ASX Recommendations. The Board considers that where a policy or guideline has not been adopted completely that alternate policies adopted would be considered appropriate under the circumstances.

ASX RECOMMENDATION

1. Lay solid foundations for management and oversight

1.1 Companies should establish and disclose the respective roles and responsibilities of board and management.

The Directors are responsible to the shareholders for the performance of the Company in both the short and the longer term and seek to balance sometimes competing objectives in the best interests of the Company as a whole. Their focus is to enhance the interests of shareholders and other key stakeholders and to ensure the Company is properly managed.

Day to day management of the Company’s affairs and the implementation of the corporate strategy and policy initiatives are undertaken by the Board. Due to the size of the Company and current operations there is no CEO and it is the intention to appoint a CEO when required, however, the Corporate Governance Charter contains a statement of practices and processes the Board has adopted to discharge its responsibilities. It includes the processes the Board has implemented to undertake its own tasks and activities, the matters it has reserved for its own consideration and decision-making, the authority delegated to the CEO, including limits on how the CEO can execute that authority and provides guidance on the relationship between the Board and the CEO.

The matters that the Board has specifically reserved for its decision are:

the appointment and management of the CEO;

approval of the overall strategy and annual budgets of the business; and

compliance with constitutional documents.

The CEO is delegated the authority to ensure the effective day-to-day management of the business and the Board monitors the exercise of these powers. The CEO is required to report regularly to the Board on the performance of the Business.

Some Board functions are handled through Board Committees. These committees are appointed when the size and scale of operations requires. However, the Board as a whole is responsible for determining the extent of powers residing in each Committee and is ultimately responsible for accepting, modifying or rejecting Committee recommendations.

1.2 Companies should disclose the process for evaluating the performance of senior executives.

The Board will monitor the performance of senior management, including measuring actual performance against

For

per

sona

l use

onl

y




19

planned performance.

1.3 Companies should provide the information indicated in the Guide to reporting on Principle 1.

The Board Charter is set out in the Corporate Governance Plan which is posted on the Company’s website. The Board Charter discloses the specific responsibilities of the Board and provides that the Board shall delegate responsibility for the day-to-day operations and administration of the Company to the Managing Director.

2. Structure the board to add value

2.1 A majority of the board should be independent directors.

The Company does not have a majority of independent directors. Consistent with the size of the Company and its activities, the Board is comprised of three (3) directors, only Mr Robert Jewson is currently considered to be an independent director.

The Board's policy is that the majority of directors shall be independent, non-executive directors. The composition of the Board does not currently conform to its policy. It is the Board’s intention to comply with its policy at a time when the size of the Company and its activities warrants such a structure.

2.2 The chairperson should be an independent director.

The Chair of the Board is Mr Benjamin Bussell who is not independent. It is the Board’s intention to comply with its policy at a time when the size of the Company and its activities warrants such a structure.

2.3 The roles of chairperson and chief executive officer should not be exercised by the same individual.

The role of the Chairman and the CEO are not exercised by the same person. The division of responsibilities between the Chairman and the CEO is set out in the Board Charter.

2.4 The board should establish a nomination committee.

A nomination committee has not been established. The role of the Nomination Committee has been assumed by the full Board operating under the Nomination Committee Charter adopted by the Board.

2.5 Companies should disclose the process for evaluating the performance of the board, its committees and individual directors.

An informal assessment process, facilitated by the Chairman in consultation with the Company’s professional advisors, has been committed to by the Board.

2.6 Provide the information indicated in Guide to Reporting on Principle 2.

The Company will provide details of each director, such as their skills, experience and expertise relevant to their position, together with an explanation of any departures (if any) from the ASX Recommendations 2.1, 2.2, 2.3, 2.4 and 2.5 in its future annual reports.

The Corporate Governance Plan is posted on the Company’s website.

3. Promote ethical and responsible decision-making

3.1 Companies should establish a code of conduct and disclose the code or a summary of the code as to:

(a) the practices necessary to maintain confidence in the company’s integrity;

For

per

sona

l use

onl

y




20

(b) the practices necessary to take into account their legal obligations and the reasonable expectations of their stakeholders

(c) the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

The Company’s Corporate Governance Plan includes a Corporate Code of Conduct, which provides a framework for decisions and actions in relation to ethical conduct in employment.

3.2 Companies should establish a policy concerning diversity and disclose the policy or a summary of that policy. The policy should include requirements for the board to establish measureable objectives for achieving gender diversity and for the board to assess annually both the objectives and progress in achieving them.

The Company has adopted a diversity policy to address equal opportunities in the hiring, training and career advancement of Directors, officers and employees.

3.3. Companies should disclose in each annual report the measureable objectives for achieving gender diversity set by the board in accordance with the diversity policy and progress in achieving them.

The Company has not yet set measurable objectives for achieving diversity. The Board continues to monitor diversity across the organisation and is satisfied with the current level of gender diversity within the Company Due to the size of the Company, the Board does not consider it appropriate at this time, to formally set objectives for gender diversity.

For

per

sona

l use

onl

y




21

3.4 Companies should disclose in each annual report the proportion of women employees in the whole organisation, women in senior executive positions and women on the board.

As at 30 June 2012 the Company has no female employee or Board Member.

3.5 Companies should provide the information indicated in the Guide to reporting on Principle 3.

The Company will explain any departures (if any) from ASX Recommendations 3.2, 3.3 and 3.4 in its Annual Reports.

4. Safeguard integrity in financial reporting

4.1 The board should establish an audit committee.

An audit committee has not been established. The role of the Audit Committee has been assumed by the full Board operating under the Audit Committee Charter adopted by the Board.

4.2 Structure the audit committee so that it consists of:

(a) only non-executive directors; (b) a majority of independent directors; (c) an independent chairperson, who is not chairperson of the board; and (d) at least three members.

There is no audit committee. However, if one was established the Board policy is that it would have two (2) members who are non-executive directors. This structure would comply with the structure set out in the Board Charter adopted by the Company but not with the ASX Corporate Governance Principles and the corresponding Recommendations.

4.3 The audit committee should have a formal charter.

The Company’s has an Audit Committee Charter although this is currently administered by the Board.


There is no Audit Committee and the whole Board acts in this capacity in accordance with the Board Charter. When established, the Audit Committee plans to hold a minimum of 3 meetings per year. It is intended that the Company’s auditor will be invited to attend all Audit Committee meetings held during the financial year.

The Company has established procedures for the selection, appointment and rotation of its external auditor. The Board is responsible for the initial appointment of the external auditor and the appointment of a new external auditor when any vacancy arises, as recommended by the Audit Committee. Candidates for the position of external auditor must demonstrate independence from the Company through the engagement period. The Board may otherwise select an external auditor based on criteria relevant to the Company's business and circumstances. The performance of the external auditor is reviewed on an annual basis by the Board.

5. Make timely and balance disclosure

5.1 Companies should establish written policies designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior executive level for that compliance and disclose those policies or a summary of those policies.

For

per

sona

l use

onl

y




22

The Board Charter contains the policies designed to ensure compliance with ASX Listing Rule disclosure and accountability at a senior executive level for that compliance.


The company secretary who reports directly to the Board has been appointed the disclosure officer and is required to keep abreast of all material information and where appropriate, ensure disclosure of share price sensitive information.

6. Respect the rights of shareholders

6.1 Companies should design a communications policy for promoting effective communication with shareholders and encouraging their participation at general meetings and disclose their policy or a summary of that policy.

The Company’s Corporate Governance Plan includes a shareholder communications strategy, which aims to ensure that the shareholders are informed of all major developments affecting the Company’s state of affairs. Shareholders are encouraged to attend and participate in general meetings.

6.2 Provide the information indicated in the Guide to reporting on Principle 6.

The Board aims to ensure that Security Holders are informed of all information necessary to assess the performance of the Company. Information is communicated to the shareholders through:

The annual report, which is distributed to all shareholders (other than those who elect not to receive it);

The AGM and other shareholder meetings called to obtain approval for Board action as appropriate;

Making available all information released to the ASX website immediately following confirmation of receipt by the ASX;

Encouraging active participation by shareholders at shareholder meetings;

Encouraging all shareholders who are unable to attend general meetings to communicate issues or ask questions by writing to the Company.

7. Recognise and manage risk

7.1 Companies should establish policies for the oversight and management of material business risks and disclose a summary of those policies.

The Board has adopted a Risk Management Policy. As detailed in 7.2 no risk management committee has been formed and this role is undertaken by the Board, however, the overall basis for risk management is to provide recommendations about:

i. Ensuring that the Company has an effective risk management system and that major risks to the Company are reported at least annually to the Board.

ii. Receiving from management reports on all suspected and actual frauds, thefts and breaches of laws. iii. Evaluating the process the Company has in place for assessing and continuously improving internal

controls, particularly those related to areas of significant risk.

iv. Assessing whether management has controls in place for unusual types of transactions and/or any potential transactions that may carry more than an acceptable degree of risk.

7.2 The board should require management to design and implement the risk management and internal control

For

per

sona

l use

onl

y




23

system to manage the company’s material business risks and report to it on whether those risks are being managed effectively. The board should disclose that management has reported to it as to the effectiveness of the company’s management of its material business risks.

The Board’s collective experience will enable accurate identification of the principal risks that may affect the Company’s business. Key operational risks and their management will be recurring items for deliberation at Board meetings.

A Risk Management Committee has not been formed and no internal audit function exists. All functions, roles and responsibilities with regard to risk oversight and management and internal control are undertaken by Management as at the date of this report.

7.3 The board should disclose whether it has received assurance from the chief executive officer (or equivalent) and the chief financial officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks.

Due to the size of the Company, the Board signed the declaration in accordance with section 295A of the Corporations Act. The declaration is made and is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial risk.

7.4 Provide the information located in Guide to Reporting on Principle 7.

The Company will provide an explanation of any departures (if any) from ASX Recommendations 7.1, 7.2 and 7.3 in its future annual reports.

The Corporate Governance Plan, including the charter of the audit and risk committee is posted on the Company’s website.

For

per

sona

l use

onl

y




24

8. Remunerate fairly and responsibly

8.1 The board should establish a remuneration committee.

A Remuneration Committee has not been established. The role of the Remuneration Committee has been assumed by the full Board operating under the Remuneration Committee Charter adopted by the Board.

8.2 The remuneration committee should be structured so that it:

(a) consists of a majority of independent directors; (b) is chaired by an independent director; and (c) has at least three members

A Remuneration Committee has not been established. The role of the Remuneration Committee has been assumed by the full Board operating under the Remuneration Committee Charter adopted by the Board.

8.3 Companies should clearly distinguish the structure of non-executive directors’ remuneration from that of executive directors and senior executives.

The Board will distinguish the structure of non-executive director’s remuneration form that of executive directors and senior executives. The Company’s constitution also provides that the remuneration of non-executive Directors will not be more than the aggregate fixed sum determined by a general meeting.

Non-executive directors are remunerated at a fixed fee for time, commitment and responsibilities. Remuneration for non-executive directors is not linked to the performance of the Company. There are no documented agreements providing for termination or retirement benefits to non-executive directors (other than for superannuation). There are currently no options issued to non-executive directors.

Executive directors and senior executives are offered a competitive level of base pay at market rates and are reviewed annually to ensure market competitiveness. Long term performance incentives may include performance and production bonus payments, shares options granted at the discretion of the Board and subject to obtaining the relevant approvals.


The Board will consider what information to include in the corporate governance section of the Company’s annual report in respect of remuneration policies at the relevant time.

The Company will explain any departures (if any) from best practice recommendations 8.1, 8.2 and 8.3 in its future annual reports.

For

per

sona

l use

onl

y



STATEMENT OF COMPREHENSIVE INCOME

FOR THE PERIOD FROM THE DATE OF INCORPORATION ON 25 JANUARY 2011 TO 30 JUNE 2012

25

Note 2012

$

Revenue 134,981

Less Expenses:

Accounting fees (12,716)

Audit fees (31,899)

Consulting fees (100,800)

Corporate advisory (150,000)

Directors fees (90,000)

Employee benefits (55,535)

ASX and ASIC (44,594)

Project evaluations (105,280)

Interest (139)

Rent (138,546)

Travel & accommodation (63,233)

Other expenses 3 (87,130)

Loss before income tax expense (744,891)

Income tax expense 4 -

Loss for the period (744,891)

Other comprehensive income: -

Total comprehensive loss for the period (744,891)

Basic loss per share (cents per share) 5 (0.0536)

Diluted loss per share 5 N/A

The above statement of comprehensive income should be read in conjunction with the accompanying notes.

For

per

sona

l use

onl

y



STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2012

26

Note 2012

$

ASSETS

Current Assets

Cash and cash equivalents 6 3,492,868

Trade and other receivables 7 42,575

Total Current Assets 3,535,443

Non-current Assets

Mineral exploration and evaluation expenditure 8 192,989

Total Non-current Assets 192,989

TOTAL ASSETS 3,728,432

LIABILITIES

Current Liabilities

Trade and other payables 9 56,288

Total Current Liabilities 56,288

TOTAL LIABILITIES 56,288

NET ASSETS 3,672,144

EQUITY

Contributed equity 10 4,417,035

Accumulated losses 11 (744,891)

TOTAL EQUITY 3,672,144

The above statement of financial position should be read in conjunction with the accompanying notes.

For

per

sona

l use

onl

y



STATEMENT OF CHANGES IN EQUITY


27

Contributed

Equity

Accumulated

Losses Total Equity

$ $ $

Balance at 25 January 2011 - - -

Loss for period - (744,891) (744,891)

Total comprehensive income for period - (744,891) (744,891)

Transactions with owners in their capacity as owners:

Issue of shares 4,760,000 - 4,760,000

Share capital raising costs (342,965) - (342,965)

Balance at 30 June 2012 4,417,035 (744,891) 3,672,144

The above statement of changes in equity should be read in conjunction with the accompanying notes.

For

per

sona

l use

onl

y



STATEMENT OF CASH FLOWS


28

Note 2012 $

CASH FLOWS FROM OPERATING ACTIVITIES

Payments to suppliers and employees (852,217)

Interest received 134,841

Interest paid (139)

GST (14,171)

Net cash outflow from operating activities 12 (731,686)

CASH FLOWS FROM INVESTING ACTIVITIES

Payments for exploration expenditure (132,481)

Net cash outflow from investing activities (132,481)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from the issue of shares 4,700,000

Capital raising costs (342,965)

Net cash inflow from financing activities 4,357,035

Net decrease in cash and cash equivalents 3,492,868

Cash and cash equivalents at the beginning of the period -

NET CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 6 3,492,868

The above statement of cash flows should be read in conjunction with the accompanying notes.

For

per

sona

l use

onl

y



NOTES TO THE FINANCIAL STATEMENTS


29

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

In order to assist in the understanding of the accounts, the following summary explains the material accounting policies that have been adopted in the preparation of the accounts. These financial statements are for the period from the date of incorporation 25 January 2011 to 30 June 2012

(a) Basis of Preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian Accounting Interpretations and the Corporations Act 2001.

This is the first set of general purpose financial statements that company has prepared and subsequently no comparative figures are included.

Compliance with IFRS

The financial statements of the company also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB)

Historical cost convention

These financial statements have been prepared on an accruals basis and are based on historical costs and do not take into account changing money values or, except where stated, current valuations of non-current assets. Cost is based on the fair values of the consideration given in exchange for assets.

Going concern

On the 28th August 2012 the Company entered into an agreement to acquire 100% of the Manica Gold Project from Pan African Resources which is subject to shareholder approval. As part of this acquisition, the company will be required to pay $2 million as part of the consideration for the project. Accordingly, the company may be required to raise further capital or debt to fund the acquisition. The Directors believe that if required the Company will be able to raise sufficient capital or debt to complete the acquisition of the Manica Gold Project and at the date of this report believes it can meet all liabilities as and when they fall due. Accordingly, the accompanying financial statements have been prepared on a going concern basis. However, should the Company obtain shareholder approval in respect of the above the Company is dependent on further capital raising to complete the acquisition of the Manica Gold Project. Further detail regarding this transaction can be found in Note 20: Events Occurring After Balance Date.

(b) Impairment of Assets

The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Company makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets and the asset’s values in use cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash generating unit to which it belongs.

When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent with the function of the impaired asset unless the asset is carried at re-valued amount (in which case the impairment loss is treated as a revaluation decrease).

For

per

sona

l use

onl

y





30

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont)

(b) Impairment of Assets (Cont)

As assessment is also made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had the impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss unless the asset is carried at the re-valued amount, in which case the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.

(c) Share Based Payment Transactions

Under AASB 2 Share Based Payments, the Company must recognise the fair value of options granted to directors, employees and consultants as remuneration as an expense on a pro-rata basis over the vesting period in the statement of comprehensive income with a corresponding adjustment to equity.

The Company provides benefits to employees (including directors) of the Company in the form of share based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions”). The cost of these equity-settled transactions with employees (including directors) is measured by reference to fair value at the date they are granted. The fair value is determined using an appropriate option pricing model.

(d) Segment Reporting

Operating segments are reported in a manner that is consistent with the internal reporting to the chief operating decision maker (“CODM”), which has been identified by the company as the Managing Director and other members of the Board of directors.

(e) Fair value estimation

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.

The carrying value less impairment provision of trade receivables and payables are assumed to approximately their fair value due to their short-term nature. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Company for similar financial instruments.

(f) Property, Plant and Equipment

Plant and equipment is stated at cost less accumulated depreciation and any impairment in value.

Depreciation is calculated using the diminishing value and prime cost methods and is brought to account over the estimated economic lives of all plant and equipment. The rates used are based on the useful life of the assets and range from 10% to 40%.

Assets residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An assets carrying amount is written down immediately to its recoverable amount if the assets carrying value is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the profit and loss.

For

per

sona

l use

onl

y





31


(g) Income Tax and Other Taxes

The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the company’s subsidiaries and associates operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provision where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in foreign operations where the company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Terranova Minerals NL and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. As a consequence, these entities are taxed as a single entity and the deferred tax assets and liabilities of these entities are set off in the financial statements.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

i. Investment allowances

Companies within the company may be entitled to claim special tax deductions for investments in qualifying assets (investment allowances). The Company accounts for such allowances as tax credits, which means that the allowance reduces income tax payable and current tax expense. A deferred tax asset is recognised for unclaimed tax credits that are carried forward as deferred tax assets.

For

per

sona

l use

onl

y





32


Other taxes

Revenues, expenses and assets are recognised net of the amount of 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 as applicable; and

receivables and payables are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.

Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flow arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

(h) Exploration and Evaluation Expenditure

The Company’s policy with respect to exploration and evaluation expenditure is to use the area of interest method. Under this method exploration and evaluation expenditure is carried forward on the following basis:

i. Each area of interest is considered separately when deciding whether, and to what extent, to carry forward or write off exploration and evaluation costs; and

ii. Exploration and evaluation expenditure related to an area of interest is carried forward provided that rights to tenure of the area of interest are current and that one of the following conditions is met:

such evaluation costs are expected to be recouped through successful development and exploitation of the area of interest or alternatively, by its sale; or

exploration and/or evaluation activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active and significant operations in relation to the area are continuing.

Exploration and evaluation costs accumulated in respect of each particular area of interest include only net direct expenditure.

(i) Cash and Cash Equivalents

For the purposes of the statement of cash flows, cash and cash equivalents includes cash on hand, cash in bank accounts, money market investments readily convertible to cash within two working days, and bank bills but net of outstanding bank overdrafts.

(j) Investments and other financial assets

The Company classifies its financial assets in the following categories: loans and receivables and available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, re-evaluates this designation at each reporting date.

For

per

sona

l use

onl

y





33


(i) Loans and receivables

Loans and receivables are non-derivate financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the statement of financial position date which are classified as non-current assets. Loans and receivable are included in trade and other receivables in the statement of financial position.

Recognition and de-recognition

Investments are initially recognised at fair value plus transactions costs for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

Subsequent measurement

Loans and receivables are carried at amortised cost using the effective interest method.

Impairment

The Company assesses at each reporting date whether there is objective evidence that a financial asset or company of financial assets is impaired.

(k) Employee Entitlements

The Company’s liability for employee entitlements arising from services rendered by employees to reporting date is recognised in other payables. Employee entitlements expected to be settled within one year together with entitlements arising from wages and salaries, and annual leave which will be settled within one year, have been measured at their nominal amount and include related on-costs.

(l) Earnings Per Share

(i) Basic Earnings Per Share

Basic earnings per share is determined by dividing the operating loss attributable to the equity holder of the Company after income tax by the weighted average number of ordinary shares outstanding during the financial year.

(ii) Diluted Earnings Per Share

Diluted earnings per share adjusts the figures used in determination of basic earnings per share by taking into account amounts unpaid on ordinary shares and any reduction in earnings per share that will arise from the exercise of options outstanding during the year.

(m) Revenue recognition

Revenue is measured at fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances and duties and taxes paid. The following specific recognition criteria must also be met before revenue is recognised:

Interest income is recognised as it accrues using the effective interest method.

(n) Trade and Other Receivables

Receivables are initially recognised at fair value and subsequently measured at amortised cost, less provision for doubtful debts. Current receivables for GST are due for settlement within 30 days and other current receivables within 12 months. Cash on deposit is not due for settlement until rights of tenure are forfeited or performance obligations are met.

For

per

sona

l use

onl

y





34


(o) Trade and Other Payables

Trade payables and other payables are carried at cost and represent liabilities for goods and services provided to the Company prior to the end of the financial period that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and usually paid within 30 days of recognition.

(p) Contributed Equity

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.

(q) Provisions

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period.

(r) New accounting standards and interpretations

In the current year, the Company has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current annual reporting period. Adoption of these standards has had no impact on the Company’s Financial Statements:

Reference Title Nature of Change Application date of standard

Impact on Entity financial statements

AASB 9 (issued December 2009 and amended December 2010)

Financial Instruments

Amends the requirements for classification and measurement of financial assets. The available-for-sale and held-to-maturity categories of financial assets in AASB 139 have been eliminated.

AASB 9 requires that gains or losses on financial liabilities measured at fair value are recognised in profit or loss, except that the effects of changes in the liability’s credit risk are recognised in other comprehensive income.

Periods beginning on or after 1 January 2015

Adoption of AASB 9 is only mandatory for the year ending 30 June 2016. The Entity has not yet made an assessment of the impact of these amendments.

AASB 10 (issued August 2011)

Consolidated Financial Statements

Introduces a single ‘control model’ for all entities, including special purpose entities (SPEs), whereby all of the following conditions must be present:

Power over investee (whether or not power used in practice)

Exposure, or rights, to variable returns from investee

Ability to use power over investee to affect the Entity’s returns from investee.

Introduces the concept of ‘defacto’ control for entities with less than 50% ownership interest in an entity, but which have a large shareholding compared to other shareholders. This could result in more instances of control and more entities being consolidated.

Annual reporting periods commencing on or after 1 January 2013

When this standard is first adopted for the year ended 30 June 2014, there will be no impact on transactions and balances recognised in the financial statements because the Entity does not have any special purpose entities.

The ‘Entity’ does not have ‘defacto’ control of any entities with less than 50% ownership interest in an entity.

For

per

sona

l use

onl

y





35



Joint Arrangements

Joint arrangements will be classified as either ‘joint operations’ (where parties with joint control have rights to assets and obligations for liabilities) or ‘joint ventures’ (where parties with joint control have rights to the net assets of the arrangement).


When this standard is first adopted for the year ended 30 June 2014, there will be no impact on transactions and balances recognised in the financial statements because the Entity has not entered into any joint arrangements.


Disclosure of Interests in Other Entities

Combines existing disclosures from AASB 127 Consolidated and Separate Financial Statements, AASB 128 Investments in Associates and AASB 131 Interests in Joint Ventures. Introduces new disclosure requirements for interests in associates and joint arrangements, as well as new requirements for unconsolidated structured entities.


As this is a disclosure standard only, there will be no impact on amounts recognised in the financial statements. However, additional disclosures will be required for interests in associates and joint arrangements, as well as for unconsolidated structured entities.

AASB 13 (issued September 2011)

Fair Value Measurement

AASB 13 establishes a single framework for measuring fair value of financial and non-financial items recognised at fair value in the statement of financial position or disclosed in the notes in the financial statements.

Additional disclosures required for items measured at fair value in the statement of financial position, as well as items merely disclosed at fair value in the notes to the financial statements.

Extensive additional disclosure requirements for items measured at fair value that are ‘level 3’ valuations in the fair value hierarchy that are not financial instruments


When this standard is adopted for the first time for the year ended 30 June 2014, additional disclosures will be required about fair values.

AASB 119 (reissued September 2011)

Employee Benefits

Employee benefits expected to be settled (as opposed to due to settled under current standard) wholly within 12 months after the end of the reporting period are short-term benefits, and therefore not discounted when calculating leave liabilities. Annual leave not expected to be used wholly within 12 months of end of reporting period will in future be discounted when calculating leave liability.

Annual periods commencing on or after 1 January 2013

When this standard is first adopted for 30 June 2014 year end, annual leave liabilities will be recalculated on 1 July 2012 as long-term benefits because they are not expected to be settled wholly within 12 months after the end of the reporting period. This will result in a reduction of the annual leave liabilities recognised on 1 July 2012, and a corresponding increase in retained earnings at that date

For

per

sona

l use

onl

y





36


AASB 2011-4 (issued July 2011)

Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements

Amendments to remove individual key management personnel (KMP) disclosure requirements from AASB 124 to eliminate duplicated information required under the Corporation Act 2001

Annual periods commencing on or after 1 July 2013

When this standard is first adopted for the year ended 30 June 2014 the Entity will show reduced disclosures under Key Management Personnel note to the financial statements

AASB 2011-9 (issued September 2011)

Amendments to Australian Accounting Standards - Presentation of Items of Other Comprehensive Income

Amendments to align the presentation of items of other comprehensive income (OCI) with US GAAP.

Various name changes of statements in AASB 101 as follows:

1 statement of comprehensive income – to be referred to as ‘statement of profit or loss and other comprehensive income’

2 statements – to be referred to as ‘statement of profit or loss’ and ‘statement of comprehensive income’.

OCI items must be grouped together into two sections: those that could subsequently be reclassified into profit or loss and those that cannot.

Annual periods commencing on or after 1 July 2012

When this standard is first adopted for the year ended 30 June 2013, there will be no impact on amounts recognised for transactions and balances for 30 June 2013 (and comparatives).

AASB 2012-5 (issued June 2012)

Annual Improvements to Australian Accounting Standards 2009-2011 Cycle

Non-urgent but necessary changes to IFRSs (IAS1, IAS 16 & IAS 32)

Periods commencing on or after 1 January 2013

When this standard is first adopted for the year ended 30 June 2013, there will be no material impact.

IFRS (issued December 2011)

Mandatory Effective Date of IFRS 9 and Transition Disclosures

Entities are no longer required to restate comparatives on first time adoption. Instead, additional disclosures on the effects of transition are required.


As comparatives are no longer required to be restated, there will be no impact on amounts recognised in the financial statements. However, additional disclosures will be required on transition, including the quantitative effects of reclassifying financial assets on transition.

For

per

sona

l use

onl

y





37


(s) Standards and Interpretations in issue not yet adopted

At the date of authorisation of the financial report, a number of Standards and Interpretations including those Standards and Interpretations issued by the IASB/IFRIC, where an Australian equivalent has not been made by the AASB, were in issue but not yet effective for which the Entity has considered it unlikely for there to be a material impact on the financial statements.


Separate Financial Statements

Requirements for consolidation removed and inserted into AASB 10 Consolidated Financial Statements

Disclosures removed and inserted into AASB 12 Disclosure of Interests in Other Entities.


1 July 2013


Investments in Associates and Joint Ventures

Disclosures removed and inserted into AASB 12 Disclosure of Interests in Other Entities.


1 July 2013

AASB 2012-2 Amendments to Australian Accounting Standards – Disclosures – Offsetting Financial Assets and Financial Liabilities [AASB 7 & AASB 132]

Amendments clarify the requirements for offsetting financial instruments and introduce new disclosure requirements


1 July 2013

AASB 2012-3 (issued June 2012

Amendments to Australian Accounting Standards – Offsetting Financial Assets and Financial Liabilities [AASB 132]

Amendments clarify the requirements for offsetting financial instruments and introduce new disclosure requirements


1 July 2013

2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

In preparing these Financial Statements the Company has been required to make certain estimates and assumptions concerning future occurrences. There is an inherent risk that the resulting accounting estimates will not equate exactly with actual events and results.

(a) Significant accounting judgements

In the process of applying the Company’s accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements:

For

per

sona

l use

onl

y





38

2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (Cont)

Capitalisation of exploration and evaluation expenditure

The Company has capitalised exploration and evaluation expenditure on the basis either that this is expected to be recouped through future successful development (or alternatively sale) of the Areas of Interest concerned or on the basis that it is not yet possible to assess whether it will be recouped. Refer to note 8 for further details.

Deferred tax assets

The Company expects to have carried forward tax losses which have not been recognised as deferred tax assets as it is not considered sufficiently probable that these losses will be recouped by means of future profits taxable in the relevant jurisdictions. Refer to note 4 for further details.

(b) Significant accounting estimates and assumptions

The carrying amount of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:

Impairment of capitalised exploration and evaluation expenditure

The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Company decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.

Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices.

Share-based payment transactions

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using the Black Scholes model. Should the assumptions used in these calculations differ, the amounts recognised could significantly change. Details of estimates used can be found in Note 21.

3. EXPENSES

2012 $

Loss includes the following specific expenses: Administration fees Consultants and advisory fees

16,330 70,800

For

per

sona

l use

onl

y





39

4. TAXATION 2012 $

(i) Reconciliation The reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Company’s applicable income tax rate is as follows:

Loss before income tax at 30% tax rate (223,467)

Tax effect of amounts which are not deductible in calculating taxable income: Share based payments - Other (4,229) Deferred tax assets relating to tax losses not recognised 227,696 Timing differences previously unrecognised now recognised to reduce deferred tax liabilities - Total income tax expense - The franking account balance at year end was $nil. Deferred tax assets and liabilities not recognised relate to the following:

Deferred tax assets Tax losses Other temporary differences

297,142

4,800

Deferred tax liabilities not recognised (9,029) Net deferred tax assets 301,371

5. LOSS PER SHARE

(a) Loss per share Loss attributable to the ordinary equity holders of the Company 744,891

(b) Reconciliations of loss used in calculated loss per share Basic and diluted loss per share 744,891 Loss attributable to the ordinary equity holders of the company used in calculating basic and diluted loss:

Loss from continuing operations 744,891 744,891 (c) Weighted average number of shares used as a denominator Weighted average number of ordinary shares used as the denominator in calculating basic loss per share

13,889,656

For

per

sona

l use

onl

y





40

6. CASH AND CASH EQUIVALENTS

2012 $

Deposits at call Cash at bank

3,488,910 3,958

3,492,868

(a) Reconciliation to cash at end of year

The above figures are reconciled to cash at the end of the financial year as shown in the statement of cash flows as follows:

Balances above 3,492,868 Balance per statement of cash flows 3,492,868

(b) Cash at bank

These are not interest bearing.

(c) Deposits at call

The deposits are at call, with maturities of less than 3 months from inception and are bearing floating interest rates between 3.5% and 5.5%.

(d) Interest rate risk exposure

The Company’s exposure to interest rate risk is discussed in Note 15.

(e) Financial Guarantees

The Company has provided no financial guarantees.

7. TRADE AND OTHER RECEIVABLES

Other receivables 42,575

(a) Other receivables

These amounts generally consist or GST receivable or prepayments made by the Company.

(b) Ageing of receivables past due or impaired

As at 30 June 2012 there were no receivables past due or impaired.

For

per

sona

l use

onl

y





41

8. NON-CURRENT ASSETS – EXPLORATION AND EVALUATION EXPENDITURE

2012 $

Balance at beginning of the year Tenement acquisition costs – refer note 10b Exploration expenditure incurred Exploration expenditure written off

- 60,000

132,989 -

Balance at the end of the year 192,989

The balance carried forward represents projects in the exploration and evaluation phase.

Ultimate recoupment of exploration expenditure carried forward is dependent on successful development and commercial exploitation, or alternatively, sale of respective areas.

9. CURRENT LIABILITIES - TRADE AND OTHER PAYABLES

Trade payables Accruals

40,288 16,000

56,288

All current liabilities are expected to be settled within 12 months.

10. CONTRIBUTED EQUITY

(a) Share Capital 2012 2012

Shares $

Fully paid 22,800,001 4,560,000

Partly Paid 20,000,000 200,000

Equity raising costs - (342,965)

42,800,001 4,417,035

(b) Movements in ordinary share capital

Each partly paid share is issued at a price of 20 cents of which 1 cent is paid on issue with the balance of the issue price payable at the election of the holder at any time within 5 years of issue or the Directors may determine that the balance may become payable at future times in satisfaction of all or part of the unpaid issued price

Date Details

Number of

shares Issue price $

25/03/11 Founder Share Issued 1 $0.01 -

17/08/11 Share Issued for Mining Tenements Acquired 300,000 $0.20 60,000

17/08/11 Fully Paid Ordinary Shares Issued 22,500,000 $0.20 4,500,000

30/06/12 Balance at 30 June 42,800,001 4,560,000

During the period 300,000 shares were issued to Red Field at 20c each in respect to the acquisition of two mining tenements Peninsula Gold P63/1694 and Beete Gold P63/1646.

For

per

sona

l use

onl

y





42

10. CONTRIBUTED EQUITY (Cont)

Partly paid shares

Date Details

Number of

shares Issue price $

25/01/11 Opening Balance - -

25/03/11 Partly Paid Ordinary Shares Issued 20,000,000 $0.01 200,000

30/06/12 Balance at 30 June 20,000,000 200,000

(c) Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held.

On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.

Partly paid shares have an issue price of $0.20 of which 1 cent is paid. The balance of the issue price is payable at the election of the holder at any time by the issue of a Payment Notice in writing and delivered to the registered office of the Company; or the directors can make a call on the partly paid shares up to one day before five years from the date of issue of the partly paid shares. If a call is not paid when made, the partly paid shares shall be subject to forfeiture. Partly paid shares participate in any dividends on the same basis as if the partly paid share were fully paid. Partly paid shares are not listed.

(d) Capital risk management

The Company’s objective when managing capital is to safeguard the ability to continue as a going concern, so that it can continue to provide returns for the shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the return of capital to shareholders, issue new shares or sell assets to reduce debt. The Company defines capital as cash and cash equivalents plus equity.

The Board of Directors monitors capital on an ad-hoc basis. No formal targets are in place for return on capital, or gearing ratios, as the Company has not derived any income from their mineral exploration and currently has no debt facilities in place.

11. ACCUMULATED LOSSES

2012 $

Accumulated losses at the beginning of the period - Net loss attributable to members of the Company 744,891 Accumulated losses at the end of the financial year 744,891

For

per

sona

l use

onl

y





43

12. RECONCILATION OF LOSS AFTER INCOME TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES

2012 $

Loss for the year 744,891

Decrease / (increase) in trade debtors and other receivables (69,493)

(Decrease) /increase in trade creditors and other payables 56,288 Net cash outflow from operating activities 731,686

Non-cash investing and financing activities

During the period 300,000 shares were issued to Red Field at 20c each in respect to the acquisition of two mining tenements Peninsula Gold P63/1694 and Beete Gold P63/1646

13. COMMITMENTS

Tenement Expenditure Commitments

Tenement expenditure contracted for at the reporting date but not recognised as liabilities are as follows:

Within one year Later than one year but no later than five years

4,000 20,000

24,000

Capital Commitments

There are no capital expenditure commitments as at 30 June 2012.

14. KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Key Management Personnel Compensation

Short-term employee benefits Post-employment benefits Share-based payments

108,650 - -

108,650

(b) Equity Instrument Disclosures Relating to Key Management Personnel

(i) Options provided as remuneration and shares issued on any exercise of such options

There were no options provided as remuneration and shares issued on any exercise of such options issued during the period.

For

per

sona

l use

onl

y





44

14. KEY MANAGEMENT PERSONNEL DISCLOSURES (Cont)

(ii) Share holdings

Aggregate numbers of shares of the Company held directly, indirectly or beneficially by Directors or key management personnel of the Company at the date of this report:

2012

Balance at the start of the period

Received during the period

Other changes during the period

Balance at the end of the period

Directors Benjamin Bussell 200,0001 - - 200,000 Matthew Foy - - - - Robert Jewson 85,000 - - 85,000 Total 285,000 - - 285,000

1Partly Paid shares paid to $0.01 with $0.19 unpaid

(c) Other Key Management Personnel Disclosures

Director, Mr B Bussell, is a director of Hemisphere Corporate Services Pty Ltd. During the period ended 30 June 2012 the Company was providing consultancy, tenancy and administration services to Terranova Minerals NL. No formal contract is in place in regard to these transactions. All transactions were conducted on normal commercial terms.

Director, Mr R Jewson, is a shareholder and a director of Geological Resources Pty Ltd. During the period ended 30 June 2012 the company was providing directors services to Terranova Minerals NL. No formal contract is in place in regard to these transactions. All transactions were conducted on normal commercial terms.

Aggregate amounts of each of the above types of other transactions with key management personnel of Terranova Minerals NL are as follows:

2012

$ Amounts recognised as expense Rent Administration Consultancy fees Corporate Advisory fees Director Fees Geological Consultants Project expenditure Secretarial fees Travel

138,546

25,291 85,353 90,000

150,000 30,296 21,947 20,000 17,830

579,263 Expenses paid to entities related to directors of the company Hemisphere Corporate Services Pty Ltd – Benjamin Bussell 544,945 Geological Resource Solutions Pty Ltd - Robert Jewson 34,318 Total Related Party Transactions 579,263

For

per

sona

l use

onl

y





45

14. KEY MANAGEMENT PERSONNEL DISCLOSURES (Cont) Balance outstanding at year end Trade payables 27,688

15. REMUNERATION OF AUDITORS

Amounts received or due and receivable at 30 June 2012 by the auditors for: Audit services: BDO Audit (WA) Pty Ltd Audit and review of financial reports under the Corporations Act 2001 Non audit services

32,919 12,221

45,140

16. FINANCIAL RISK MANAGEMENT

Overview

The Company has exposure to the following risks from their use of financial instruments:

a) credit risk

b) liquidity risk

c) market risk

This note presents information about the Company’s exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital.

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financial risks relating to the operations of the Company through regular reviews of the risks.

(a) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and for the Company arises principally from cash and cash equivalents.

All cash balances are held with recognised institutions limiting the exposure to credit risk. There are no formal credit approval processes in place.

For

per

sona

l use

onl

y





46

16. FINANCIAL RISK MANAGEMENT (Cont)

Exposure to credit risk

The carrying amount of the Company’s financial assets represents the maximum credit exposure. The Company’s maximum exposure to credit risk at the reporting date was:

2012 $

Cash and cash equivalents 3,492,868 3,492,868

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about default rates.

Financial assets that are neither past due and not impaired are as follows:

Cash and cash equivalents

AA S&P rating 3,492,868

3,492,868

(b) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows. The Company anticipates a need to raise additional capital in the next 12 months to meet forecasted operational activities. The decision on how the Company will raise future capital will depend on market conditions existing at that time.

Typically the Company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.

The Company has no access to credit standby facilities or arrangements for further funding or borrowings in place.

The financial liabilities the Company had at reporting date were trade payables incurred in the normal course of the business. These were non interest bearing and were due within the normal 30-60 days terms of creditor payments.

For

per

sona

l use

onl

y





47


Maturities of financial liabilities

The table below analyses the Company’s financial liabilities into relevant maturity groupings based on the remaining period at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

Less than 6

months 6-12

months 1-2 years 2-5 years Over 5 years

Total contractual cash flows

Carrying amount (assets)/ liabilities

$ $ $ $ $ $ $

As at 30 June 2012 Trade and other payables 56,288 - - - - 56,288 56,288

(c) Market Risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

(i) Currency risk

Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not the entity’s functional currency.

The Company does not currently have any formal policies in place regarding currency risk as it is not considered significant.

(ii) Cashflow and interest rate risk

The Company’s only interest rate risk arises from cash and cash equivalents held. Term deposits and current accounts held with variable interest rates expose the Company to cash flow interest rate risk. The Company does not consider this risk to be material and has therefore not undertaken any further analysis of risk exposure.

The following sets out the Company’s exposure to interest rate risk, including the effective weighted average interest rate by maturity periods:

30 June 2012

Weighted average interest rate

1 year or less $

2-5 years $

Total $

Financial assets Deposits at call 3.49% 3,492,868 - 3,492,868

For

per

sona

l use

onl

y





48


(d) Fair values

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.

The Fair value of financial instruments that are not traded in an active market (for example investments in unlisted subsidiaries) is determined using valuation techniques.

The carrying value less impairment of trade receivables and payables are assumed to approximate their fair values due to their short-term nature.

17. SEGMENT INFORMATION

Management has determined that the Company has one reportable segment, being mineral exploration in Western Australia, which is based on the internal reports that are reviewed and used by the Board of Directors (chief operating decision makers) in assessing performance and determining the allocation of resources. As the Company is focused on mineral exploration, the Board monitors the company based on actual versus budgeted exploration expenditure incurred by area of interest. This internal reporting framework is the most relevant to assist the Board with making decisions regarding the Company and its ongoing exploration activities, while also taking into consideration the results of exploration work that has been performed to date.

Segment information relating to the reportable segment being mineral exploration in Western Australia is outlined below.

2012 2012 $

Revenue from external sources - Reportable segment profit / (loss) - Reportable segment assets 192,989 Reportable segment liabilities - 192,989

Reconciliation of reportable segment profit or loss Reportable segment profit /(loss) - Other income 134,981 Unallocated: Director benefits (90,000) Employee benefits (55,535) Other expenses (734,337) Loss before tax (744,891)

For

per

sona

l use

onl

y





49

17. SEGMENT INFORMATION (Cont)

Other Segment Information

2012 $

Total segment revenue - Interest revenue 134,981 Total revenue from continuing operations 134,981 Segment assets are reconciled to total assets as follows: Segment assets 192,989 Unallocated:

Cash and cash equivalents 3,492,868 Trade and other receivables 42,575

Total assets as per the statement of financial position 3,728,432 Segment liabilities are reconciled to total liabilities as follows: Segment Liabilities - Unallocated: Trade and other payables 56,288 Total liabilities as per the statement of financial position 56,288

18. SHARE BASED PAYMENT TRANSACTIONS

No share based payments issued during the period.

19. DIVIDENDS

There were no dividends paid or declared by the Company during the year.

20. EVENTS OCCURRING AFTER REPORTING DATE

Subsequent to the end of the Period on 28 August 2012 the Company entered into an agreement to acquire 100% of the Manica Gold Project, Mozambique (Project) from AIM listed Pan African Resources plc (AIM:PAF) (Pan African).

Subject to shareholder approval, the consideration for the Acquisition is:

a. Initial Consideration (Date of Issue):

i. 25,000,000 ordinary shares; and

ii. $2 million cash,

For

per

sona

l use

onl

y





50

20. EVENTS OCCURRING AFTER REPORTING DATE (Cont)

b. Deferred Consideration of:

i. 20,066,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon delineation of at least 400,000 ounces of a JORC Inferred gold resource of Oxide Ore with a cut-off grade of 1.25g/t being defined on the Manica Gold Project (inclusive of the existing 90,000 ounces of JORC Inferred gold resource of oxide ore at a cut-off grade of 1.25g/t that has already been delineated on the Manica Gold Project) within 4 years from the Date of Issue. Oxide Ore means gold bearing oxide/transitional ore where gold recovery exceeds 80% of total contained gold by using the metallurgical processes of milling, gravity separation and/or cyanide leaching and the gold can be recovered for a cash operating cost of US$700/oz of gold or less. (Milestone 1);

ii. 20,066,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon delineation of at least 1,000,000 ounces of a JORC Inferred gold resource of Oxide Ore with a cut-off grade of 1.25g/t being defined on the Manica Gold Project (inclusive of the 400,000Koz delineated under Milestone 1) within 4 years from the Date of Issue (Milestone 2);

iii. 24,366,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon completion of a positive Bankable Feasibility Study on either the oxide or sulphide ore on the Manica Gold Project which recommends the construction of a mine with at least a ten year life and production scope of 50,000 ounces per annum and at any time after completion of the positive Bankable Feasibility Study, the Board of Terranova elects to commence construction of the mine as recommended in the Bankable Feasibility Study and has financing arranged for the construction of the mine, within 4 years from the Date of Issue. At the election of Terranova, this tranche of shares may be satisfied by the payment of $7,310,000 (Milestone 3);

iv. 7,166,667 ordinary shares at a deemed issue price of 30 cents per share that are issued upon production of either oxide or sulphide ore at the plant constructed by Terranova to process ore from the Manica Gold Project at the capacity specified in the Bankable Feasibility Study, within 4 years from the Date of Issue. At the election of Terranova, this tranche of shares may be satisfied by the payment of $2,150,000 (Milestone 4); and

v. deferred cash consideration of $4,000,000 which is payable in four tranches of $1,000,000 on achievement of each of the Milestones 1 to 4.

The financial impact of this transaction has not been brought to account in these financial statements.

Other than the events set out above there were no other post balance date events.

21. CONTINGENCIES

The Company currently has no contingent assets or liabilities.

For

per

sona

l use

onl

y



DIRECTORS DECLARATION

51

TERRANOVA MINERALS NL ACN 119 267 391 DECLARATION BY DIRECTORS The directors of the Company declare that:

1. The financial statements, comprising the statement of comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity and accompanying notes, are in accordance with the Corporations Act 2001 and:

a) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

b) give a true and fair view of the financial position as at 30 June 2012 and of the performance for the period from the date of incorporation 25 January 2011 to 30 June 2012.

2. In the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

3. The remuneration disclosures included in the directors’ report (as part of the audited Remuneration Report), for the period from the date of incorporation 25 January 2011 to 30 June 2012, comply with section 300A of the Corporations Act 2001.

4. The company has included in the notes to the financial statements and explicit an unreserved statement of compliance with International Financial Reporting Standards.

5. The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A.

This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by:

B Bussell Director Perth, Western Australia 27th September 2012 F

or p

erso

nal u

se o

nly

52

Tel: +8 6382 4600 Fax: +8 6382 4601 www.bdo.com.au

38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF TERRANOVA MINERALS NL

Report on the Financial Report We have audited the accompanying financial report of Terranova Minerals NL, which comprises the statement of financial position as at 30 June 2012, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the period from incorporation on 25 January 2011 to 30 June 2012, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration. Directors’ Responsibility for the Financial Report The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards. Auditor’s Responsibility Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Terranova Minerals NL, would be in the same terms if given to the directors as at the time of this auditor’s report.

For

per

sona

l use

onl

y

53

Opinion In our opinion: (a) the financial report of Terranova Minerals NL is in accordance with the Corporations Act 2001,

including: (i) giving a true and fair view of the company’s financial position as at 30 June 2012 and of its

performance for the period ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and

(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Emphasis of Matter Without modifying our opinion, we draw attention to Note 1(a) in the financial report which describes, that the Company on successful approval of shareholders will have to seek additional funding in excess of $5million in order to progress the acquisition of the Manica Gold Project and make an initial payment of $2 million as part of the consideration to be paid to vendors of the Project. If the company is unable to obtain additional funding it may indicate the existence of a material uncertainty which may cast significant doubt on the company’s ability to continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business at the values stated in this financial report. Report on the Remuneration Report We have audited the Remuneration Report included in the directors’ report for the period from incorporation on 25 January 2011 to 30 June 2012. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Opinion In our opinion, the Remuneration Report of Terranova Minerals NL for the period ended 30 June 2012 complies with section 300A of the Corporations Act 2001. BDO Audit (WA) Pty Ltd

Phillip Murdoch

Director

Perth, Western Australia Dated this 27th day of September 2012

For

per

sona

l use

onl

y



ADDITIONAL INFORMATION

54

The following additional information is required by the ASX in respect of listed public companies only.

Information as at 12 September 2012

(a) Distribution of Shareholders

Number

Category (size of holding) Ordinary

1 - 1,000 3

1,001 - 10,000 68

10,001 - 100,000 400

100,001 – 9,999,999,999 31

Total 502

(b) The number of shareholdings held in less than marketable parcels is 3.

(c) Voting Rights

The voting rights attached to each class of equity security are as follows:

Ordinary Shares

Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or

by proxy has one vote on a show of hands.

(d) 20 Largest Shareholders — Ordinary Shares as at 21 August 2012.

Name

Ordinary Fully Paid

Shares Held

% Held of

Issued

Ordinary

Capital

1 MIMO STRATEGIES PL <MIMO A/C > 375,000 1.64%

2 NORTON MATTHEW J + R F <NORTON FAM SUPER A/C> 326,500 1.43%

3 JP MORGAN NOM AUST LTD <CASH INCOME A/C> 254,000 1.11%

4 FLUFFY DUCK PL <FLUFFY DUCK S/F A/C> 250,000 1.10%

5 ROWAN HALL PL <ROWAN HALL TRADING A/C> 250,000 1.10%

6 MARSHALL LUKE WADE <MARRES INV A/C> 250,000 1.10%

7 HERNSTADT WILLIAM HENRY 250,000 1.10%

8 WILLIS STUART A + B A <WILLIS S/F A/C> 230,000 1.01%

9 PARKVISTA HLDGS PL 230,000 1.01%

10 HIGGINSON PAUL S + P L <HIGGINSON S/F A/C> 225,000 0.99%

11 HIGHLANDER DVLMTS PL 212,228 0.93%

12 HUCKLE PAUL KEITH + J <HUCKLE S/F A/C> 209,000 0.92%

For

per

sona

l use

onl

y



ADDITIONAL INFORMATION

55

13 STEVENSON JAMES Y + T <CJ HLDGS S/F A/C> 200,000 0.88%

14 CURRIE DAVID ROBERT <CURRIE S/F A/C> 200,000 0.88%

15 SMITH PETER S + D P <MONTARA S/F A/C> 200,000 0.88%

16 RAMARIS HLDGS PL RALANA S/F A/C> 200,000 0.88%

17 BERGERSEN J M + G A <J & G BERGERSEN SM> 200,000 0.88%

18 HOWARD DAVID JOHN B + L <HOWARD S/F A/C> 180,000 0.79%

19 G & T SPOONER PL <SPOONER FAM SUPER A/C> 177,461 0.78%

20 PATICOA NOM PL 151,943 0.67%

Totals: Top 20 holders of ORDINARY FULLY PAID SHARES

(TOTAL) 4,571,132 20.05%

Total Remaining Holders Balance 18,228,869 79.95%

Grand TOTAL 22,800,001 100.00%

(e) The name of the Company Secretary is Mr Matthew Foy.

(f) The address of the principal registered office in Level 8, 225 St Georges Terrace, Perth WA 6000. Telephone (08) 9486

4036

(g) Registers of securities are held at the Security Transfer Registrars Ltd, 770 Canning Highway, Applecross WA 6153.

(h) Stock Exchange Listing

Quotation has been granted for all the ordinary shares of the Company on the Australian Securities Exchange Ltd.

(i) Unquoted Securities

Partly Paid Shares

(a) 20,000,000 partly paid ordinary shares paid to $0.01 with $0.19 unpaid.

(j) Securities Subject to Escrow

14,825,000 partly paid ordinary shares are subject to escrow until 1 September 2013.

(k) Unquoted Equity Securities Holders with Greater than 20% of an Individual Class

As at 12 September 2012 no holder of an unquoted equity security held greater than 20% of an individual class of

securities.

For

per

sona

l use

onl

y

Documents

For personal use only - ASX · For personal use only. CORPORATE DIRECTORY 1 ... Mr Jewson provides Terranova with a methodical technological approach to project evaluation and identification,