CENTAMIN EGYPT LIMITED
ABN 86 007 700 352
Annual Report
30 June 2008
ANNUAL REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008
CONTENTS
COMPANY PARTICULARS................................................................................................ |
1 |
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CHAIRMAN'S REPORT...................................................................................................... |
2 |
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REVIEW OF OPERATIONS................................................................................................ |
3 |
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DIRECTORS' REPORT....................................................................................................... |
29 |
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REMUNERATION REPORT................................................................................................ |
35 |
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MANAGEMENT DISCUSSION & ANALYSIS..................................................................... |
41 |
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AUDITOR INDEPENDENCE DECLARATION.................................................................... |
53 |
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CORPORATE GOVERNANCE STATEMENT.................................................................... |
54 |
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INDEPENDENT AUDIT REPORT....................................................................................... |
59 |
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DIRECTORS' DECLARATION............................................................................................ |
61 |
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INCOME STATEMENT....................................................................................................... |
62 |
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BALANCE SHEET.............................................................................................................. |
63 |
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STATEMENT OF CHANGES IN EQUITY........................................................................... |
64 |
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CASH FLOW STATEMENT................................................................................................ |
66 |
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NOTES TO THE FINANCIAL STATEMENTS..................................................................... |
67 |
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ADDITIONAL ASX INFORMATION.................................................................................... |
97 |
COMPANY PARTICULARS
DIRECTORS |
COMPANY SECRETARY |
Mr Sami El-Raghy, Executive Chairman |
Mrs Heidi Brown |
Mr Josef El-Raghy, Managing Director/CEO |
|
Mr Trevor Schultz, Executive Director of Operations |
CHIEF FINANCIAL OFFICER |
Mr Colin Cowden, Non Executive Director |
Mr Mark Smith (resigned 07 August 2008) |
Mr G Brian Speechly, Non Executive Director |
Mr Mark Di Silvio (appointed 25 July 2008) |
Dr Thomas Elder, Non Executive Director |
|
Mr H Stuart Bottomley, Non Executive Director |
PROJECT MANAGER |
Mr G Robert T Bowker, Non Executive Director |
Mr Robert Sinclair |
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HEAD OFFICE |
GENERAL MANAGER - EGYPT |
57 Kishorn Road |
Mr Youssef El-Raghy |
Mount Pleasant, Western Australia, 6153 |
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Telephone: + 61 8 9316 2640 |
AUDITORS |
Facsimile: + 61 8 9316 2650 |
Deloitte Touche Tohmatsu |
Email: centamin@centamin.com.au |
Level 14, Woodside Plaza |
Website: www.centamin.com |
240 St Georges Terrace |
|
Perth WA 6000 |
EGYPT OFFICE |
|
361 El-Horreya Road |
UK NOMINATED ADVISOR & JOINT BROKER |
Sedi Gaber |
Ambrian Partners Limited |
Alexandria, Egypt |
Old Chain House, 128 Queen Victoria Street |
Telephone: + 2 0354 1125 9 |
London ECV 4BJ, United Kingdom |
Facsimile: + 2 0352 2635 0 |
Telephone: + 44 0207 776 6417 |
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BANKERS |
UK JOINT BROKER |
Australia |
Thomas Weisel Partners |
National Australia Bank Limited |
5th Floor, 10 Domininon Street |
50 St Georges Terrace |
London, United Kingdom EC2M 2EE |
Perth WA 6000 |
Telephone: + 44 0207 290 9700 |
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Egypt |
LOCATION OF REGISTERS OF SECURITIES |
National Societe General Bank |
Australia |
54 Elbatal Ahmed Abdel Aziz Street |
Computershare Investor Services Pty Ltd |
Cairo, Egypt |
Level 2, 45 St Georges Terrace |
|
Perth WA 6000 |
Egypt |
Telephone: + 61 8 9323 2000 |
Commercial International Bank |
Facsimile: + 61 8 9323 2033 |
Sultan Hussein Branch |
|
Alexandria, Egypt |
Canada |
|
Computershare |
United Kingdom |
100 University Avenue, 8th Floor |
Clydesdale Bank Plc |
Toronto, Ontario, ON M5J 2Y1 |
50 Lothian Road |
Telephone: + 1 416 263 9311 |
Edinburgh EH3 9BY |
Facsimile: + 1 416 981 9777 |
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STOCK EXCHANGES |
United Kingdom |
The Company is listed on the following stock exchanges: |
Computershare Investor Services |
Australian Securities Exchange (ASX:CNT) |
PO Box 82, The Pavilions, Bridgwater Road |
AIM Market of the London Stock Exchange (AIM:CEY); and |
Bristol BS99 7NH, England |
Toronto Stock Exchange (TSX:CEE). |
Telephone: + 44 0870 702 0003 |
The Home Exchange is Perth. |
Facsimile: + 44 0870 703 6116 |
CHAIRMAN'S REPORT
Dear Shareholders
Once again, it is my pleasure to present to you the annual report of the Company for the year ended 30 June 2008.
During the year under review, the Sukari Gold Project ('Sukari' or 'the Project') continued to demonstrate its world class potential with measured & indicated resources increasing by 25% from 6.84 M oz to 8.56 M oz. With the continuation of the programme of infill drilling, measured and indicated resources now represent 73% of the current total resource and with considerable areas on the Sukari Hill still to be drilled, we will see this global resource continue to increase as step out drilling progresses into these areas.
Significantly, the drilling programme that is currently being carried out below the proposed pit floor has consistently encountered high grade zones. These high grade zones are currently the subject of a formal underground mining study, targeting an initial mining rate of 500,000 tonnes per annum. We are confident that this could support a long life operation that would provide considerably higher grade ore feed into the production cycle, in conjunction with the open pit ore. Successful implementation of this underground operation should see the Sukari operation transformed from a medium sized producer to a major low cost producer.
Off the Sukari Hill itself, regional exploration activities have defined a gold mineralised system extending the full length of the mining lease, supporting our long held belief that the Sukari area has the potential to be a significant gold field. Any future discoveries within the concession area would presently be within economically transportable distances of the treatment plant and would provide additional sources of production.
The Board's decision to fully fund the development of the Sukari Project by way of new equity capital rather than the traditional mix of project debt and equity capital has permitted your Company to retain total control over the project's future cash flow and as a consequence future production is currently unhedged. Your Company is in a sound financial position, it has assets which we are adding value to on a daily basis and is positioned to capitalise on potential gold price increases and deliver value to shareholders.
Our only disappointment during the year was that the construction of the treatment plant and associated infrastructure did not progress as scheduled. Reporting to you last year, I stated that commissioning and production from our Sukari project was scheduled for the fourth quarter of 2008. Unfortunately this goal will not be achieved due to the unavailability of key inputs. Many other resource development projects elsewhere in the world have suffered similar delays. We have taken the necessary measures and implemented the necessary strategies to ensure that our new commissioning and production schedule of the second quarter of 2009 will be met.
Shareholders stand to gain substantially from our 'first mover' status in Egypt. Our pioneering experience in an emerging mining environment has put us in good stead to take advantage of new mineral development opportunities that exist in abundance within the Arabian shield.
During the year, we welcomed to the board Mr Trevor Schultz, who has a wealth of experience in the development and operation of mining projects, particularly in Africa, and also Professor Robert Bowker, who has spent many years in the Middle East and North Africa as Australian Ambassador. I am confident that both Trevor and Robert will be valuable contributors to the board and management of your company.
Finally, I would like to extend my sincere thanks and appreciation to His Excellency Sameh Fahmy, the Minister of Petroleum and Mineral Resources, for his continued support of your company's activities in Egypt, my co-directors for their contributions during a very active year, and in particular our Managing Director/CEO, Josef El-Raghy, his management team and all our loyal and dedicated staff.
On behalf of the Board of Directors.
Sami El-Raghy
Chairman
REVIEW OF operations
Centamin Egypt Limited ('Centamin' or 'the Company') is a mineral exploration and development company that has been actively exploring in Egypt since 1995. The Company's principal asset is its interest in the Sukari Gold Project, located in the Eastern Desert of Egypt. The Sukari Gold Project is at an advanced stage of development, with construction having commenced in quarter two of 2007 and first gold production expected during the second quarter of 2009.
A definitive feasibility study ('DFS') for the development to commercial production of the Sukari Gold Project was completed in February 2007.
A summary of the findings of the DFS were:-
that a 4mtpa plant producing on average 200,000 ounces per annum, over 15 years of mining, is economically robust; and
total Capital Construction costs are estimated at US$216m with average cash operating costs of US$290/oz (inclusive of 3% royalty) over the 15 year mining period. As at 30 June 2008, the Company was of the opinion that due to increased commodities prices and currency movements since finalisation of the DFS, the capital estimate was at risk by 10-15%. Average cash operating costs have also been revalidated as at 30 June 2008 due the higher cost of consumables, and are forecast to be approximately US$365/oz.
The Sukari Gold Project will be the first large-scale modern gold mine to be developed in Egypt. Centamin's operating experience in Egypt gives it a significant first-mover advantage in acquiring and developing other gold projects in the prospective Arabian-Nubian Shield. The Sukari Mining Licence covers an area of 160 km2 and is for a period of 30 years, with an option to extend this by a further 30 years.
The Sukari Gold Project is hosted by a large, sheeted vein-type and brittle-ductile shear zone hosted gold deposit developed in a granitoid intrusive complex. Gold mineralisation is hosted exclusively by a granitoid body of granodiorite - tonalite composition referred to as the Sukari Porphyry.
The Sukari Gold Project has been scheduled for open pit mining over an initial 15-year period. During that time, 78 Mt ore @ 1.5 g/t Au is expected to be mined, containing 3.7 Moz gold. A further 374 Mt of waste material is also expected to be mined resulting in a waste-to-ore strip ratio of 4.8:1.
Ore and waste will be mined using conventional open pit mining methods. The operation is planned to utilize selective mining techniques to separate ore and waste. Provision has been made for drilling and blasting all primary and oxide materials. Ore will be hauled to the run of mine pad next to the Processing Plant and either direct tipped to the crusher or stockpiled for future reclaim at the 4 Mtpa Process Plant throughput rate.
Mining will be progressed at an increased rate compared to processing; approximately 5 Mt of ore is expected to be mined and 4 Mt of ore will be processed annually. Operating at an increased mining rate allows the cut-off grade for feed to the Plant (referred to as 'cutover' grade) to be increased in the early years of the schedule. This in turn increases the metal output and project revenue in these early years, thus increasing the discounted operating surplus cashflow. According to current schedules, the low-grade stockpile produced as a result of applying a cutover grade will be processed after mining has ceased, extending the current operating life of the project for a further six years. As a result, the average milled grade during the mining period is forecast to be 1.87 g/t Au, compared to 0.66 g/t Au for the low-grade stockpile.
Centamin will own and operate its mining fleet. The production fleet will be based on 380 t class excavators and 150 t class rigid body trucks. At full production, three production fleets, each comprising a single excavator and sharing a maximum of 21 trucks, will be required. The capital cost of the initial mining fleet has been estimated at US$49.3 million. The proposed process route entails:-
• crushing;
• stockpiling crushed ore;
• grinding;
• flotation of a (bulk sulphide) concentrate containing the precious metals;
• thickening of the concentrate;
• fine milling of the concentrate;
• leaching the precious metals from the concentrate in a dilute cyanide solution;
• adsorbing the precious metals onto activated carbon;
• stripping the precious metals from the carbon;
• recovering the precious metals as gold doré; and
• placing the concentrate tailing in the tailings storage facility.
Tailings from the treatment of weathered oxide ore early in the mining schedule contain too much gold to discard. Hence, the bulk flotation tail is further treated by:
• thickening;
• leaching the precious metals into a dilute cyanide solution;
• adsorbing the precious metals onto activated carbon;
• stripping the precious metals from the carbon;
• recovering the precious metals as gold doré; and
• placing these tailings in the tailings storage facility.
Process water will be drawn from the Red Sea. The seawater will be pumped approximately 25 km to the mine site to satisfy all Process Plant and mining requirements. Most of the seawater will be pumped into a raw water pond located near the Processing Plant, whilst around 500m³/day will be pumped to a Water Treatment Plant for potable and fresh water supplies.
Power will be generated on site by a 28 MW power station, operated on heavy fuel oil. A temporary construction camp was constructed to cater for approximately 700 occupants. The construction camp currently houses approximately 400 occupants, with another 150 occupants being housed in the old exploration camp.
CONSTRUCTION UPDATE
The current schedule shows overall completion at 65% (as at 31 July 2008). Anticipated key completion dates are as follows:
Project Go-Ahead Decision |
Feb 2007 (Completed) |
Kori Kollo Plant Arrives Egypt |
Q4 2007 (Completed) |
28MW Power Station Arrives |
Q4 2007 (Completed) |
Project Finance |
Q4 2007 (Completed) |
Plant site Civil Works |
Q2 2008 (Completed) |
Seawater Pipeline |
Q4 2008 (Commenced) |
Tailings Storage Facility |
Q4 2008 (Commenced) |
Mining Pre-strip |
Q4 2008 |
Commissioning and Production |
Q2 2009 |
Kori Kollo Process Plant /28MW Isparta Power Station
On 24 October 2007, the Company announced that both the Kori Kollo processing plant and the Isparta power plant had arrived safely at the Egyptian seaport of Alexandria and their cargoes had been discharged. The dismantling of the Kori Kollo processing facility in Bolivia and the Isparta 28MW power plant in Turkey were completed in September 2007, and both sites were closed and signed off. All staff from Bolivia and Turkey have now relocated to Egypt to continue with the reassembly of the plants at Sukari. The Isparta power plant consisted of 24 pieces of break bulk and 56 containers holding more than 900 individual packages. The Kori Kollo processing plant comprised 270 pieces of break bulk and 55 containers.
Trucking of freight to the Sukari site was completed during quarter four of 2007.
The refurbishment programme for the Kori Kollo processing plant is underway with sand blasting and undercoating of equipment progressing under the supervision of the Plant Maintenance Manager. Temporary workshops have been erected to accommodate the refurbishment programme which is progressing well, with component suppliers having visited site and surveyed the equipment and available manuals. Procurement of replacement parts is also progressing well.
Project Engineering and Design
MetPlant Engineering Services Pty Ltd, an Australian-based company have continued with the engineering and design work for the Process Plant. The shortage and turnover of available engineering personnel in Perth has seen engineering and design work fall behind schedule in some areas. The Company has addressed this through sub contracting out some of the smaller packages to other firms to ensure that the schedule can be maintained. As such, the piping package was awarded during the second quarter of 2008 to SENET of South Africa.
Site Works
Activities completed and commenced to the end of June 2008 are as follows:-
Upgrading of the 8km access road to the Sukari site (completed);
Establishment of container and mine lay down and security hut complex facilities (completed);
Temporary maintenance, warehousing and fuelling facilities (completed);
Bulk earthworks for the plant site (completed);
Bulk earthworks for the TSF (completed);
Excavation of crusher and power plant foundations (completed);
Crushed ore stockpile reclaim tunnel (completed); and
Crusher, CIL tanks, power plant etc foundation formwork (commenced).
A significant amount of rocky outcrops overlaying the plant site area have been removed through the utilisation of the new mining equipment, which has facilitated in the training of owner personnel.
Concreting of foundations for the crusher, CIL tanks, power plant, stockpile reclaim tunnel etc, commenced late in the second quarter of 2008 following arrival and commissioning of the concrete batch plant. Due to the late arrival of the batch plant, insufficient concrete was poured during the second quarter of 2008 which has led to the process plant commissioning date slipping to quarter two of 2009.
Tailings Storage Facility ('TSF')
Knight Piesold Pty Ltd has been appointed to carry out the design and construction supervision of the TSF. Design work is complete and construction of the dam commenced in quarter one of 2008 with the bulk earthworks part of the programme involving excavation of the embankment and deliveries of gypsum sand to the site which will be the bedding material for the liner. Bulk earthworks for the TSF have now been completed with overall completion scheduled for quarter four of 2008.
Seawater Supply System
Construction of the seawater pipeline commenced during the year with rock breaking and road works of the 25km pipeline schedule for and completed in quarter two of 2008. Installation and welding of the HDPE pipe is approaching completion and pressure testing has commenced with the overall programme scheduled for completion in quarter four of 2008. Work on seawater wells and/or direct intake has also commenced.
The Seawater Supply System will draw in and transport raw seawater, via a staged pumped pipeline, to the Sukari site where it will be processed through a desalination plant for end use as process plant water, mine site dust suppression water and, after secondary processing and treatment, for construction camp drinking water.
MINING
Caterpillar, through their Egyptian authorised dealer Mantrac, was selected through a competitive tender as the supplier of haulage trucks, articulated dump trucks, excavators, graders and dozers for the project. The initial mining fleet sufficient to commence mining pre-strip work will largely comprise:-
CAT 785C Rear Dump Trucks (5)
CAT 785C Water Truck (1)
O&K RH120E Excavator (1)
CAT D10T Dozers (2)
CAT 14H Grader (1)
CAT 16M Grader (1)
CAT 365 BLME Excavator (1)
CAT 988G Wheel Dozers (2)
H180D Rock Breaker (1)
Atlas Copco has been selected to supply grade control and blast hole drilling equipment. Initial fleet selection comprises:
ROC F9 Pioneer Drill (1)
L8 MKII Production Drill (1)
L8 MKII RC Rig (1)
The majority of the initial fleet is on site and already in use for plant site and TSF civil work. Plant site civil works were completed during the first quarter of 2008. Bulk earth works for the TSF were completed during the second quarter of 2008 with a total of 10,962 truck loads for 712,000 bank cubic metre (BCM) being shifted for the embankment. Over the three month exercise to 30 June 2008, there were no safety incidents and all operators of equipment were Egyptian nationals.
Mining pre-strip activity and blasting is scheduled to commence in quarter four of 2008 with completion of magazines during quarter two of 2008 and good progress being made on the remaining permitting for blasting. Further deliveries of mining fleet are scheduled for the third and fourth quarters of 2008 with no foreseeable problems in delivery times.
UNDERGROUND MINE PLANNING
During the year, the Company successfully filled the position of Underground Mine Manager. Work has now commenced on several fronts including the following reviews:-
Geology of the high grade Amun Deeps;
Geotechnical;
Mining method;
Contract mining v Owner Operator;
Capital expenditure estimates; and
Infrastructure preparation.
AMC Consultants Pty Ltd in Perth have been engaged to formally conduct an underground mining study. It is the intention to target an initial underground mining rate of 500,000 tonnes per annum, bringing higher grade ore feed into production earlier than otherwise would have been the schedule through surface mining.
RESOURCE ESTIMATION
The last financial year has been another very successful year of resource growth for the Sukari Gold Project, with the Measured and Indicated ('M&I') resource now estimated to be 177.41Mt @ 1.50g/t Au for 8.56Moz Au plus Inferred resource of 59.6Mt @ 1.7g/t for 3.2Moz (Table 1). The Measured and Indicated resource increased by 1.72Moz (25%) from the September 2007 resource quoted in the last annual report (Figure 1). Measured and Indicated resources account for 73% of the global resource i.e. all categories, an increase of 8% from September 2007. The average grade for the Measured and Indicated resources has gone up 5% from 1.43g/t Au to 1.50g/t Au.
The bulk of the additional ounces were from testing the down dip Hapi and deeper mineralisation zones in the Amun Deeps area from 9900 - 10700N (Figures 2 and 3). The increase in confidence level of the resources and extension of the high grade Hapi Zone has lead to underground mining studies commencing.
Table 1 - Total Resource (July 2008)
|
Measured |
Indicated |
Total Measured + Indicated |
Inferred |
||||||
Cut-off |
Tonnes |
Grade |
Tonnes |
Grade |
Tonnes |
Grade |
Gold |
Tonnes |
Grade |
Gold |
g/t Au |
(Mt) |
(g/t Au) |
(Mt) |
(g/t Au) |
(Mt) |
(g/t Au) |
(Moz) |
(Mt) |
(g/t Au) |
(Moz) |
0.5 |
66.37 |
1.46 |
111.04 |
1.52 |
177.41 |
1.50 |
8.56 |
59.6 |
1.7 |
3.2 |
0.7 |
47.94 |
1.79 |
81.10 |
1.87 |
129.04 |
1.84 |
7.64 |
43.1 |
2.1 |
2.9 |
1 |
31.23 |
2.31 |
53.84 |
2.39 |
85.07 |
2.36 |
6.45 |
29.0 |
2.7 |
2.5 |
Figure 1 - Sukari resource growth graph from April 1997 to July 2008
http://www.rns-pdf.londonstockexchange.com/rns/0346E_-2008-9-22.pdf
South of 11312.5N, the planned open pit mining area from the DFS, the Measured and Indicated resource is estimated at 7.83Moz, plus 2.61Moz Inferred resource, equal to 92% of global Measured and Indicated resource, an increase of 1.68Moz or 27% from September 2007. The resources are estimates of recoverable tonnes and grades using Multiple Indicator Kriging ('MIK') with block support correction. Typically, measured resources lie in areas where drilling is available at a nominal 25 x 25 metre spacing, indicated resources occur in areas drilled at approximately 25 x 50 metre spacing and inferred resources exist in areas of broader spaced drilling. The resource model extends from 9700mN to 12200mN and to an approximate depth of 350mRL (approximately a maximum depth of 950 metres below the crest of the Sukari hill) and is based on all assay data available at 30 June 2008. The resource dataset comprises of 137,026 two metre down hole composites and surface rock chip samples; compared to 110,239 composites in September 2007.
Figure 2 - Resource Growth in the southern part of Sukari; Amun Deeps porphyry block - Section 10050N
http://www.rns-pdf.londonstockexchange.com/rns/0346E_1-2008-9-22.pdf
Figure 3 - Resource Growth central Amun Deeps Zone - Section 10350N
http://www.rns-pdf.londonstockexchange.com/rns/0346E_2-2008-9-22.pdf
Resource Definition Drilling Results
The drilling programme during the year continued to concentrate in the Amun Deeps area, testing down dip extensions of the Hapi and deeper, sub-parallel mineralisation zones at depth (Figure 4). This resulted in added and upgraded resource ounces down dip of the previous geological data (Figures 2 & 3), infilling resource block and geological data gaps at and beneath the pit margins, increasing the understanding of the mineralisation trends and identifying new areas of mineralisation, such as the 'downthrust' zone (Figure 6). Significant ounces would have been added to the in-pit mineral reserve, which is currently being optimised by the Mining Department.
Figure 4 - Drilling and Resource distribution for the 2007-2008 Financial Year, Sukari Gold Mine
http://www.rns-pdf.londonstockexchange.com/rns/0346E_3-2008-9-22.pdf
Towards the end of the financial year, drilling re-started in the Pharaoh Zone north of 11200N, targeting the continuation of the high grade, up-dip part of the Hapi Zone and parallel structures, as well as higher up, west dipping mineralised structures. Several strong zones were also intersected (Table 5).
Planned drilling during the next six months will continue with five contractor and three PGM diamond drill ('DD') rigs testing (Figures 4 and 5):-
the Hapi Zone and other gold mineralisation zones in the porphyry north of 11200N in the Pharaoh Zone;
down dip and along strike extensions of the Hapi and deeper, sub-parallel mineralisation zones at depth in the Amun Deeps programme;
the Hapi Zone in the Main porphyry with infill holes to increase confidence in the estimation of grade and tonnes for underground mining studies; and
geological extensions of the main porphyry block down dip to the west of Amun Deeps, in the newly defined 'down thrust' porphyry extension.
Figure 5 - Schematic Long Section of the Sukari orebody
http://www.rns-pdf.londonstockexchange.com/rns/0346E_4-2008-9-22.pdf
Amun Deeps (9900 - 10700N)
Drilling was largely focussed on the Amun Deeps programme during the year, testing over 800m in strike length north of 9900N, with many holes intersecting significant gold mineralisation (Table 5). Higher grade zones generally occur at the contact areas of the hangingwall sedimentary/volcanic package and the porphyry, at the upper contact Hapi Zone, and at the basal west dipping, shear zone contact of the Amun Deeps porphyry block and footwall sediments (Figure 6).
These higher grade zones are invariably characterised by one or all of a) fine flecks of visible gold ('VG') in massive milky quartz veins, b) zones of intense 'crackle' sulphide - quartz brecciation, c) strongly disrupted geological contacts and d) areas of higher intensity arsenopyrite and pyrite mineralisation (Figure 10). Infill and geotechnical drilling was also completed in the Amun Zone to test ground conditions and raise the confidence levels in the up-dip parts of the Hapi Zone for the potential underground mining development.
Figure 6 - Schematic Cross Section across the Amun Deeps Zone, showing main structural features, some drilling and assay intersections
http://www.rns-pdf.londonstockexchange.com/rns/0346E_5-2008-9-22.pdf
Hole D1366 on 10325N tested the probable down thrust location of the fault blocked main porphyry unit, beneath the interpreted west dipping (30 - 40o) footwall thrust contact (Figure 6). It intersected a highly mineralised quartz vein/shear with abundant VG which returned 10m @ 45.94g/t Au from 511m (including 2m @ 227.70g/t), in fragments of porphyry within dacitic volcanics, then a 40m thick strongly altered block of porphyry, also with a strongly sulphidic, brecciated upper contact and quartz veining (39m @ 1.76g/t Au from 591m), about 90m down the west dipping shear zone from the Amun Deeps porphyry block. Drilling will continue to test the continuity of this zone, additional porphyry blocks and mineralisation extensions.
An extremely high grade gold intersection was returned at 10550N in hole D1280, which intersected spectacular VG and galena in a massive quartz vein (Figure 7) within highly mineralised porphyry, assaying 35m @ 164.09g/t Au from 550m (including 1m @ 5,420g/t Au from 558m) (Figure 8). This high grade zone is deeper than the Hapi, and correlates to 6m @ 15.21g/t Au in hole RCD521 from 542m and 22m @ 21.83g/t Au from 549m in hole RCD1221; drilled previously 25m to the south. It added significant resource ounces in the northern part of the Amun Deeps area (Figure 9).
Figure 7 - Geological Section 10550N and hole D1280 thick, high grade mineralisation
http://www.rns-pdf.londonstockexchange.com/rns/0346E_6-2008-9-22.pdf
Figure 8 - D1280 558 - 559m; massive milky quartz vein, gold and galena veinlets, a zone beneath Hapi Zone
http://www.rns-pdf.londonstockexchange.com/rns/0346E_7-2008-9-22.pdf
Figure 9 - Resource Growth in the northern part of Amun Deeps - Section 10550N and high grade in hole D1280
http://www.rns-pdf.londonstockexchange.com/rns/0346E_8-2008-9-22.pdf
Hole D1333 on 10175N (Figure 11) intersected a thick sequence of the Amun Deeps porphyry, including two main high grade zones, very similar to D1328 on 10125N; showing the continuity of mineralisation along strike. The Hapi zone was intersected around 330 - 340m (46m @ 1.65g/t Au from 326m), with visible gold noted in a strongly sulphidised quartz vein zone at 335m. A very high grade looking footwall zone of massive milky quartz vein sheared up with footwall rocks and sulphidic porphyry with abundant fine specks of VG returned 14m @ 32.59g/t Au, including two +100g/t 1m assays (Table 5). Hole D1339 was drilled down dip on the same section, also intersecting strong mineralisation in the Hapi Zone (Figure 11; Table 5).
The Hapi Zone at the hangingwall contact in D1351 on 10250N returned an extremely high grade of 1.6m @ 85.88g/t Au from 338m, inside a thicker, highly mineralised zone of 34.4m @ 6.00g/t Au from 336.6m. Coarse VG was logged, and the brecciated, sulphidic quartz veining in this zone (Figure 10) is typical of many holes in the Hapi Zone in the Amun Deeps porphyry block.
Figure 10- Strongly mineralised Hapi Zone at HW contact D1351, 10250N and Visible Gold in the brecciated, sulphidic quartz - 1.6m @ 85.88g/t Au from 338m
http://www.rns-pdf.londonstockexchange.com/rns/0346E_9-2008-9-22.pdf
Figure 11 - Schematic Geological Section 10175N - Holes D1333 and D1339
http://www.rns-pdf.londonstockexchange.com/rns/0346E_10-2008-9-22.pdf
Ra - Gazelle Zone - 10700N - 11200N
Few resource infill holes were drilled in the Ra-Gazelle zone during the year, with D1251 on 11050N returning strong mineralisation in the Hapi and some deeper zones, such as 18m @ 3.30g/t from 661m. D1281 on 11150N intersected some very high grades around the predicted Hapi Zone area, within a massive zone of 123m @ 1.86g/t Au (Figure 12). D1240 on section 11200N intersected several high grade zones, particularly the near footwall contact up-dip part of the Hapi zone of 58m @ 4.32g/t Au from 462m. This zone was the target of subsequent drilling into the Pharaoh zone near the end of the financial year.
Figure 12 - Geological Section 11150N, high grade thick zone in D1281, up dip footwall contact part of the Hapi Zone
http://www.rns-pdf.londonstockexchange.com/rns/0346E_11-2008-9-22.pdf
Pharaoh Zone 11200 - 12100N
Drilling in the Pharaoh zone resumed late in the year once rigs were available from the Amun Deeps program, targeting infill and along strike extension of the up dip, high grade Hapi Zone mineralisation intersected further south in the Ra Zone drilled as described above, and north on 11275N (RCD574).
Drilling of hole D1344 on 11225N intersected the targeted zone from 466m in strongly silica-sericite-kaolin altered haematitic porphyry, with patchy, moderate to strong sulphide development and brecciation. Visible gold was noted at 478m downhole in the 8m thick strongly silicified and veined porphyry near the footwall contact; the intersection returned 46m @ 6.39g/t Au, including 3m @ 41.68g/t Au from 477m in the VG location (Table 5). Hole D1364, collared 50m north on 11275N also intersected the same high grade zone and returned 81m @ 4.07g/t Au from 473m (Figure 13).
Figure 13 - Geological Section 11275N - Pharaoh Zone; high grade up-dip Hapi Zone in D1364, footwall geometry
http://www.rns-pdf.londonstockexchange.com/rns/0346E_12-2008-9-22.pdf
Several other holes (D1368, D1369, D1370) were completed late in the second quarter of 2008 that showed strong mineralisation in the targeted areas. Drilling will continue during the coming quarters, targeting these mineralisation zones heading north along the drill tracks available in the Pharaoh Zone.
Drilling in the far north of the hill around 11950 - 12100N confirmed the presence of surface mineralisation and the west dipping Cleopatra shear zone and quartz vein mineralisation intersected previously in hole RCD620, with holes D1203 and 1205 (Table 5) intersecting thick zones from surface. Holes D1343 and D1353 further north on 12100N intersected quartz veining, sericitic and sulphide alteration in silicified and feldspar altered porphyry (Figure 14).
Recently, hole D1367 on 12050N returned a very encouraging high grade intersection of 11m @ 5.52g/t Au from 261m, and is still open at depth and along strike in all directions. Drilling also continues in this area where newly created tracks provide access for the smaller PGM rigs to test this and other zones at the footwall contact of the porphyry body. North of 11300N the Measured and Indicated resource is estimated at 725,000oz, plus 587,000oz of Inferred resource.
Figure 14 - Schematic Section 12100N - West Dipping Cleopatra Zone, far north Pharaoh Zone
http://www.rns-pdf.londonstockexchange.com/rns/0346E_13-2008-9-22.pdf REGIONAL EXPLORATION
Extensive regional exploration work was carried out during the year on the 160km2 exploitation licence surrounding the Sukari Gold Mine. Mapping and sampling is following the broad NNE - SSW - SSE curvilinear corridor along the major Najd Fault regional structure, from Sukari North, Sukari, Sami South, down to Kurdeman (Figure 15). The aim is to produce a comprehensive geological, geochemical, structural and alteration map for the full exploitation licence area, generating targets for more detailed work. Interpretation of satellite imagery will continue to be used to focus efforts in areas of more favourable geology.
Several prospects were drilled following up anomalous rock chip geochemistry, alteration and structural geology. One hole, SRC004, 900m north of the hill at the Student prospect, returned 2m @ 9.78g/t Au from 31m, relating to a milky quartz vein in a strong shear zone, with ancient diggings on it.
Figure 15 - Regional Sampling and Mapping, Sukari Concession
http://www.rns-pdf.londonstockexchange.com/rns/0346E_14-2008-9-22.pdf
Results for 711 out the 1,217 samples collected so far have been returned, with several highly encouraging gold anomalous results (Figure 15; Table 2), generally related to quartz veins, shearing and zones of stronger alteration, typically listvenitic silica-ankerite, in felsic volcanic and sedimentary, gabbro-dioritic intrusive and serpentinitic ultramafic rocks. Most of the elevated Au grades are associated with relic pyrite mineralisation. Geochemically, there is a moderate to strong positive correlation between gold and arsenic and silver, with weak association with copper. Follow up work is continuing.
Table 2 - Regional Geochemical Rock chip samples - Anomalous Au Assays (>0.5ppm Au)
SAMPLE |
UTM_N |
UTM_E |
Rock Type |
Au_Ar1_ppm |
281791 |
2762000 |
673960 |
Mafic Volcanic |
0.837 |
299673 |
2763355 |
675517 |
VQ |
0.547 |
299686 |
2763230 |
674400 |
Listvenite - silica-carb altered |
3.97 |
301478 |
2763740 |
674176 |
VQ |
2.34 |
308237 |
2765611 |
677280 |
VQ |
1.3 |
308285 |
2765629 |
675008 |
Listvenite - silica-carb altered |
13.3 |
309747 |
2765762 |
675498 |
VQ |
6 |
309792 |
2766058 |
677950 |
VQ |
0.826 |
313579 |
2765060 |
677440 |
VQ |
1.75 |
314543 |
2763601 |
676762 |
VQ |
0.636 |
Mapping and regional sample traversing discovered a hitherto unknown group of ancient diggings on some NE trending, moderate SE and S dipping milky quartz veins in altered and sheared felsic to intermediate granodiorite composition rocks (Figure 15). The workings at Sukari North B are 3.5km NE of Sukari Hill, the geological setting is similar to Sukari North Prospect, about 1km to the north.
Assay results were encouraging; with several +1ppm Au values returned from the quartz veining, adjacent shear zones and altered rocks. Gold anomalism is generally related to north east trending shear zones and carbonate-silica hydrothermal alteration, with weathered pyrite relic textures evident. Follow up work is ongoing. Several other shear zones with evidence of historical diggings have been seen in the mapping and sampling areas and will be followed up by more detailed work.
Kurdeman Prospect
Extensive mapping and rock chip sampling was completed at the Kurdeman Prospect during the year, which is the site of historical ancient and British colonial mining and diggings (Figure 15). 21 Reverse circulation ('RC') holes were drilled for 3,178m, targeting the high gold grade quartz vein - shear zone striking north-south for over 500m, and associated adjacent shearing, alteration and anomalous Au rock chip values. Several holes returned high Au grades, confirming the geochemistry and structural interpretation (Table 3). The high grade gold mineralisation intersected is associated with smoky grey quartz veins and sulphides, hosted in felsic to intermediate volcanic and intrusive rocks.
Table 3 - High Grade Au Intersections, Kurdeman Prospect
HOLE |
UTM N |
UTM E |
DIP |
AZI |
EOH |
FROM |
TO |
INTERVAL |
Au ppm |
KRC002 |
2752141 |
671189 |
-60 |
270 |
150m |
27 |
36 |
9 |
9.29 |
|
|
|
|
|
incl. |
32 |
34 |
2 |
32.20 |
|
|
|
|
|
|
145 |
146 |
1 |
14.00 |
|
|
|
|
|
|
|
|
|
|
KRC005 |
2751991 |
671194 |
-60 |
270 |
150m |
18 |
21 |
3 |
4.56 |
|
|
|
|
|
incl. |
19 |
20 |
1 |
8.54 |
|
|
|
|
|
|
26 |
28 |
2 |
11.92 |
|
|
|
|
|
incl. |
27 |
28 |
1 |
20.40 |
|
|
|
|
|
|
|
|
|
|
KRC007 |
2752145 |
671212 |
-60 |
270 |
150m |
111 |
128 |
17 |
3.81 |
|
|
|
|
|
incl. |
111 |
112 |
1 |
9.72 |
|
|
|
|
|
incl. |
118 |
120 |
2 |
22.39 |
|
|
|
|
|
|
|
|
|
|
KRC011 |
2751685 |
671180 |
-60 |
270 |
150m |
77 |
85 |
8 |
7.76 |
|
|
|
|
|
incl. |
78 |
83 |
5 |
11.44 |
|
|
|
|
|
|
|
|
|
|
KRC013 |
2752341 |
671102 |
-60 |
40 |
150m |
54 |
55 |
1 |
2.50 |
|
|
|
|
|
|
|
|
|
|
KRC014 |
2752307 |
671116 |
-60 |
40 |
150m |
89 |
91 |
2 |
26.59 |
|
|
|
|
|
|
|
|
|
|
KRC015 |
2752267 |
671139 |
-60 |
40 |
150m |
116 |
118 |
2 |
34.69 |
|
|
|
|
|
|
|
|
|
|
KRC018 |
2752175 |
671197 |
-60 |
270 |
150m |
52 |
56 |
4 |
3.25 |
|
|
|
|
|
incl. |
52 |
53 |
1 |
8.13 |
Sukari North Prospect
Eleven holes for 1,500m were also completed at the Sukari North Prospect (Figure 15), aimed at testing the main felsic intrusive unit in the area of the workings and gold anomalous rock chip samples and the dominant moderate east to south east mineralised structural trends. Several zones of weak to moderate gold anomalism were detected (Table 4), associated mainly with zones of strong ankeritic alteration and quartz veining in the felsic intrusive unit, and at contacts to the surrounding sediments and mafic volcanic rocks. More regional mapping and sampling through the area is being completed to identify extensions to the mineralisation.
Table 4 - Significant RC assays for March, Sukari North (>0.1g/t Au)
HOLE |
NORTH |
EAST |
DIP |
AZI |
EOH |
FROM |
TO |
INTERVAL |
AU ppm |
SNRC007 |
2765261 |
676731 |
-60 |
290 |
30m |
2 |
5 |
3 |
1.18 |
|
|
|
|
|
|
|
|
|
|
SNRC007A |
2765227 |
676740 |
-60 |
290 |
150m |
11 |
15 |
4 |
1.18 |
|
|
|
|
|
|
85 |
86 |
1 |
3.35 |
|
|
|
|
|
|
|
|
|
|
SNRC008 |
2765259 |
676771 |
-60 |
290 |
150m |
21 |
27 |
6 |
0.56 |
|
|
|
|
|
incl. |
25 |
26 |
1 |
1.34 |
Table 5 - Significant Assay Intersections, Sukari Resource Definition and regional drilling
for the year ended 30 June 2008
HOLE |
NORTH |
EAST |
DIP |
AZI |
EOH |
FROM |
TO |
INTERVAL |
Au ppm |
D308 |
10275 |
10600 |
-70 |
270 |
836 |
617 |
631 |
14 |
4.86 |
|
|
|
|
|
incl. |
619 |
620 |
1 |
46.60 |
|
|
|
|
|
incl. |
623 |
624 |
1 |
10.10 |
|
|
|
|
|
|
|
|
|
|
RCD714 |
11225 |
10957 |
-90 |
0 |
296.8 |
208 |
217 |
9 |
7.50 |
|
|
|
|
|
incl. |
209 |
211 |
2 |
28.70 |
|
|
|
|
|
|
|
|
|
|
RCD756 |
11425 |
10620 |
-90 |
0 |
877.5 |
791 |
849 |
58 |
3.76 |
|
|
|
|
|
incl. |
809 |
816 |
7 |
7.05 |
|
|
|
|
|
incl. |
820 |
825 |
5 |
14.84 |
|
|
|
|
|
|
|
|
|
|
RCD1125 |
10300 |
10700 |
-86 |
270 |
590.6 |
340 |
389 |
49 |
1.86 |
|
|
|
|
|
incl. |
348 |
349 |
1 |
30.00 |
|
|
|
|
|
|
|
|
|
|
RCD1173 |
10000 |
10675 |
-77 |
270 |
571 |
384 |
410 |
26 |
3.59 |
|
|
|
|
|
incl. |
384 |
385 |
1 |
27.30 |
|
|
|
|
|
incl. |
405 |
406 |
1 |
35.70 |
|
|
|
|
|
|
431 |
464 |
33 |
2.37 |
|
|
|
|
|
incl. |
432 |
433 |
1 |
8.75 |
|
|
|
|
|
incl. |
438 |
439 |
1 |
9.32 |
|
|
|
|
|
incl. |
445 |
447 |
2 |
6.27 |
|
|
|
|
|
incl. |
454 |
455 |
1 |
6.47 |
|
|
|
|
|
|
|
|
|
|
RCD1174 |
10100 |
10665 |
-85 |
270 |
579 |
371 |
475 |
104 |
1.59 |
|
|
|
|
|
incl. |
386 |
388 |
2 |
8.13 |
|
|
|
|
|
|
|
|
|
|
D1179 |
11850 |
10825 |
-40 |
270 |
265.15 |
0 |
15 |
15 |
4.19 |
|
|
|
|
|
incl. |
6 |
8 |
2 |
15.30 |
|
|
|
|
|
incl. |
12 |
13 |
1 |
6.96 |
|
|
|
|
|
|
|
|
|
|
RCD1186 |
10400 |
10749 |
-85 |
270 |
639.5 |
341 |
377 |
36 |
1.91 |
|
|
|
|
|
incl. |
341 |
342 |
1 |
5.32 |
|
|
|
|
|
incl. |
358 |
359 |
1 |
5.87 |
|
|
|
|
|
incl. |
371 |
372 |
1 |
6.30 |
|
|
|
|
|
incl. |
374 |
375 |
1 |
16.10 |
|
|
|
|
|
|
449 |
455 |
14 |
3.32 |
|
|
|
|
|
|
|
|
|
|
RCD1187 |
10450 |
10750 |
-70 |
270 |
452.7 |
299 |
350 |
51 |
4.45 |
|
|
|
|
|
incl. |
304 |
305 |
1 |
36.00 |
|
|
|
|
|
incl. |
322 |
331 |
9 |
15.51 |
|
|
|
|
|
|
383 |
397 |
14 |
4.44 |
|
|
|
|
|
incl. |
383 |
384 |
1 |
43.50 |
|
|
|
|
|
|
|
|
|
|
RCD1189 |
10050 |
10560 |
-87 |
270 |
485.6 |
219 |
239 |
20 |
2.46 |
|
|
|
|
|
incl. |
234 |
237 |
3 |
6.45 |
|
|
|
|
|
|
|
|
|
|
D1203 |
11950 |
10820 |
-45 |
270 |
248.72 |
0 |
148 |
148 |
1.33 |
|
|
|
|
|
incl. |
55 |
56 |
1 |
5.93 |
|
|
|
|
|
incl. |
62 |
66 |
4 |
5.25 |
|
|
|
|
|
incl. |
90 |
91 |
1 |
6.43 |
|
|
|
|
|
|
|
|
|
|
D1205 |
12000 |
10823 |
-45 |
270 |
165.12 |
48 |
160 |
112 |
1.30 |
|
|
|
|
|
incl. |
60 |
61 |
1 |
9.94 |
|
|
|
|
|
incl. |
75 |
76 |
1 |
5.95 |
|
|
|
|
|
incl. |
85 |
86 |
1 |
12.70 |
|
|
|
|
|
incl. |
99 |
100 |
1 |
13.60 |
|
|
|
|
|
incl. |
109 |
110 |
1 |
6.15 |
|
|
|
|
|
|
|
|
|
|
D1209 |
11800 |
10806 |
-60 |
270 |
598.6 |
465 |
490 |
25 |
2.33 |
|
|
|
|
|
incl. |
465 |
466 |
1 |
15.30 |
|
|
|
|
|
incl. |
473 |
474 |
1 |
11.20 |
|
|
|
|
|
incl. |
485 |
487 |
2 |
7.26 |
|
|
|
|
|
|
|
|
|
|
RCD1213 |
10500 |
10500 |
-75 |
270 |
289 |
108 |
136 |
28 |
2.56 |
|
|
|
|
|
incl. |
123 |
126 |
3 |
10.75 |
|
|
|
|
|
|
166 |
192 |
26 |
4.28 |
|
|
|
|
|
incl. |
170 |
171 |
1 |
13.7 |
|
|
|
|
|
incl. |
174 |
177 |
3 |
20.97 |
|
|
|
|
|
|
|
|
|
|
RCD1221 |
10525 |
10800 |
-85 |
270 |
666.2 |
455 |
481 |
26 |
3.07 |
|
|
|
|
|
incl. |
463 |
472 |
9 |
6.35 |
|
|
|
|
|
|
549 |
571 |
22 |
21.83 |
|
|
|
|
|
incl. |
559 |
567 |
8 |
58.58 |
|
|
|
|
|
|
|
|
|
|
RCD1224 |
10175 |
10665 |
-87 |
270 |
556.5 |
284 |
286 |
2 |
76.74 |
|
|
|
|
|
|
338 |
348.3 |
10.3 |
36.09 |
|
|
|
|
|
incl. |
343 |
345 |
2 |
176.45 |
|
|
|
|
|
|
|
|
|
|
RCD1225 |
10125 |
10662 |
-88 |
270 |
586.7 |
366 |
449 |
83 |
1.95 |
|
|
|
|
|
incl. |
373 |
374 |
1 |
5.62 |
|
|
|
|
|
incl. |
380 |
383 |
3 |
15.83 |
|
|
|
|
|
incl. |
435 |
437 |
2 |
5.75 |
|
|
|
|
|
incl. |
447 |
448 |
1 |
8.68 |
|
|
|
|
|
|
|
|
|
|
RCD1228 |
10275 |
10700 |
-73 |
270 |
467.1 |
298 |
359 |
61 |
4.35 |
|
|
|
|
|
incl. |
324 |
326 |
2 |
103.20 |
|
|
|
|
|
|
434 |
438 |
4 |
36.62 |
|
|
|
|
|
incl. |
437 |
438 |
1 |
101.00 |
|
|
|
|
|
|
|
|
|
|
D1240 |
11200 |
10700 |
-77 |
270 |
652.2 |
462 |
520 |
58 |
4.32 |
|
|
|
|
|
incl. |
472 |
474 |
2 |
36.63 |
|
|
|
|
|
incl. |
479 |
481 |
2 |
7.75 |
|
|
|
|
|
incl. |
488 |
489 |
1 |
20.70 |
|
|
|
|
|
incl. |
501 |
507 |
6 |
6.83 |
|
|
|
|
|
incl. |
511 |
513 |
2 |
5.49 |
|
|
|
|
|
incl. |
518 |
519 |
1 |
9.31 |
|
|
|
|
|
|
593 |
636 |
43 |
5.01 |
|
|
|
|
|
incl. |
628 |
629 |
1 |
24.80 |
|
|
|
|
|
incl. |
632 |
634 |
2 |
79.51 |
|
|
|
|
|
|
|
|
|
|
D1251 |
11050 |
10716 |
-82 |
270 |
771.3 |
283 |
342 |
59 |
1.43 |
|
|
|
|
|
incl. |
334 |
335 |
1 |
9.06 |
|
|
|
|
|
|
348 |
393 |
45 |
1.22 |
|
|
|
|
|
incl. |
378 |
381 |
3 |
8.06 |
|
|
|
|
|
|
661 |
679 |
18 |
3.30 |
|
|
|
|
|
|
|
|
|
|
RCD1263 |
10050 |
10625 |
-87 |
270 |
540.4 |
283 |
348 |
65 |
3.96 |
|
|
|
|
|
incl. |
287 |
291 |
4 |
5.58 |
|
|
|
|
|
incl. |
298 |
299 |
1 |
12.00 |
|
|
|
|
|
incl. |
347 |
348 |
1 |
147.00 |
|
|
|
|
|
|
|
|
|
|
RCD1264 |
10600 |
10833 |
-78 |
270 |
668.1 |
277 |
307 |
30 |
2.69 |
|
|
|
|
|
incl. |
294 |
297 |
3 |
9.66 |
|
|
|
|
|
|
|
|
|
|
D1271 |
10425 |
10700 |
-77 |
270 |
481.8 |
297 |
339 |
42 |
2.75 |
|
|
|
|
|
incl. |
311 |
314 |
3 |
9.52 |
|
|
|
|
|
incl. |
317 |
319 |
2 |
7.58 |
|
|
|
|
|
incl. |
328 |
329 |
1 |
11.70 |
|
|
|
|
|
|
|
|
|
|
RCD1279 |
10650 |
10818 |
-78 |
270 |
729 |
629 |
631 |
2 |
59.77 |
|
|
|
|
|
incl. |
629 |
630 |
1 |
113.00 |
|
|
|
|
|
|
|
|
|
|
D1280 |
10550 |
10843 |
-82 |
270 |
726.7 |
469 |
517 |
46 |
2.21 |
|
|
|
|
|
incl. |
471 |
473 |
2 |
6.47 |
|
|
|
|
|
incl. |
477 |
478 |
1 |
5.71 |
|
|
|
|
|
incl. |
500 |
501 |
1 |
11.30 |
|
|
|
|
|
incl. |
513 |
516 |
3 |
5.74 |
|
|
|
|
|
|
550 |
585 |
35 |
164.09 |
|
|
|
|
|
incl. |
558 |
559 |
1 |
5,420.00 |
|
|
|
|
|
incl. |
576 |
578 |
2 |
49.65 |
|
|
|
|
|
|
|
|
|
|
D1281 |
11150 |
10630 |
-83 |
270 |
697.8 |
475 |
598 |
123 |
1.86 |
|
|
|
|
|
incl. |
506 |
507 |
1 |
14.20 |
|
|
|
|
|
incl. |
512 |
513 |
1 |
9.37 |
|
|
|
|
|
incl. |
512 |
513 |
1 |
9.37 |
|
|
|
|
|
incl. |
520 |
521 |
1 |
9.17 |
|
|
|
|
|
incl. |
523 |
525 |
2 |
14.15 |
|
|
|
|
|
incl. |
553 |
555 |
2 |
7.18 |
|
|
|
|
|
|
664 |
670 |
6 |
16.09 |
|
|
|
|
|
|
|
|
|
|
D1282 |
10075 |
10646.28 |
-88 |
270 |
560.3 |
368 |
438 |
70 |
1.47 |
|
|
|
|
|
incl. |
379 |
380 |
1 |
35.30 |
|
|
|
|
|
|
|
|
|
|
D1284 |
10350 |
10753 |
-85 |
270 |
587.0 |
363 |
374 |
11 |
2.98 |
|
|
|
|
|
incl. |
365 |
366 |
1 |
6.71 |
|
|
|
|
|
incl. |
368 |
369 |
1 |
6.72 |
|
|
|
|
|
|
427 |
462 |
35 |
1.58 |
|
|
|
|
|
incl. |
429 |
430 |
1 |
6.55 |
|
|
|
|
|
incl. |
435 |
436 |
1 |
9.09 |
|
|
|
|
|
|
|
|
|
|
D1295 |
10475 |
10515 |
-83 |
270 |
342.8 |
159 |
175 |
16 |
3.44 |
|
|
|
|
|
incl. |
162 |
163 |
1 |
9.34 |
|
|
|
|
|
incl. |
168 |
169 |
1 |
6.02 |
|
|
|
|
|
incl. |
170 |
171 |
1 |
23.90 |
|
|
|
|
|
|
214 |
287 |
73 |
1.12 |
|
|
|
|
|
incl. |
252 |
253 |
1 |
5.94 |
|
|
|
|
|
|
|
|
|
|
D1297 |
10412 |
10565 |
-72 |
255 |
295.5 |
245 |
265 |
20 |
3.20 |
|
|
|
|
|
incl. |
246 |
247 |
1 |
7.51 |
|
|
|
|
|
incl. |
264 |
265 |
1 |
35.20 |
|
|
|
|
|
|
|
|
|
|
D1298 |
10325 |
10700 |
-74 |
270 |
758.1 |
421 |
440 |
19 |
3.73 |
|
|
|
|
|
incl. |
426 |
427 |
1 |
9.27 |
|
|
|
|
|
incl. |
439 |
440 |
1 |
44.40 |
|
|
|
|
|
|
537 |
540 |
3 |
10.59 |
|
|
|
|
|
incl. |
538 |
539 |
1 |
28.50 |
|
|
|
|
|
|
632 |
633 |
1 |
87.90 |
|
|
|
|
|
|
|
|
|
|
D1301 |
10375 |
10700 |
-78 |
270 |
636.9 |
306 |
337 |
31 |
2.84 |
|
|
|
|
|
incl. |
309 |
311 |
2 |
9.35 |
|
|
|
|
|
incl. |
323 |
326 |
3 |
7.49 |
|
|
|
|
|
incl. |
333 |
334 |
1 |
14.00 |
|
|
|
|
|
|
404 |
455 |
51 |
2.04 |
|
|
|
|
|
incl. |
419 |
420 |
1 |
30.60 |
|
|
|
|
|
incl. |
453 |
455 |
2 |
11.76 |
|
|
|
|
|
|
|
|
|
|
D1303 |
10525 |
10547 |
-75 |
270 |
390.0 |
104 |
233 |
129 |
1.80 |
|
|
|
|
|
incl. |
127 |
128 |
1 |
7.82 |
|
|
|
|
|
incl. |
146 |
147 |
1 |
5.51 |
|
|
|
|
|
incl. |
163 |
168 |
5 |
7.65 |
|
|
|
|
|
incl. |
183 |
184 |
1 |
5.75 |
|
|
|
|
|
incl. |
195 |
198 |
3 |
8.02 |
|
|
|
|
|
incl. |
213 |
215 |
2 |
7.29 |
|
|
|
|
|
|
|
|
|
|
D1306 |
10025N |
10612 |
-87 |
270 |
555.6 |
390 |
476 |
86 |
1.91 |
|
|
|
|
|
incl. |
401 |
403 |
2 |
18.55 |
|
|
|
|
|
incl. |
417 |
420 |
3 |
5.19 |
|
|
|
|
|
incl. |
468 |
469 |
1 |
8.91 |
|
|
|
|
|
|
|
|
|
|
D1307 |
10400 |
10845 |
-80 |
270 |
469.2 |
422 |
441 |
19 |
5.31 |
|
|
|
|
|
incl. |
422 |
424 |
2 |
9.27 |
|
|
|
|
|
incl. |
429 |
430 |
1 |
63.50 |
|
|
|
|
|
|
|
|
|
|
D1308 |
9950N |
10645 |
-80 |
270 |
535.4 |
419 |
430 |
11 |
12.90 |
|
|
|
|
|
incl. |
420 |
421 |
1 |
119.00 |
|
|
|
|
|
|
|
|
|
|
D1328 |
10125N |
10660 |
-76 |
270 |
654.4 |
292 |
311 |
19 |
8.03 |
|
|
|
|
|
incl. |
296 |
303 |
7 |
20.58 |
|
|
|
|
|
|
317 |
389 |
72 |
2.36 |
|
|
|
|
|
incl. |
335 |
339 |
4 |
9.25 |
|
|
|
|
|
incl. |
351 |
352 |
1 |
5.06 |
|
|
|
|
|
incl. |
381 |
382 |
1 |
5.29 |
|
|
|
|
|
|
|
|
|
|
D1333 |
10175 |
10662 |
-77 |
270 |
761.4 |
450 |
461 |
11 |
7.19 |
|
|
|
|
|
incl. |
460 |
461 |
1 |
38.40 |
|
|
|
|
|
|
478 |
492 |
14 |
32.59 |
|
|
|
|
|
incl. |
478 |
479 |
1 |
128.00 |
|
|
|
|
|
incl. |
489 |
490 |
1 |
117.00 |
|
|
|
|
|
|
|
|
|
|
D1338 |
10275 |
10800 |
-77 |
270 |
602.6 |
413 |
447 |
34 |
2.20 |
|
|
|
|
|
incl. |
414 |
417 |
3 |
6.88 |
|
|
|
|
|
|
495 |
518 |
23 |
7.76 |
|
|
|
|
|
|
|
|
|
|
D1339 |
10175 |
10700 |
-80 |
270 |
659.3 |
362 |
399 |
37 |
3.29 |
|
|
|
|
|
incl. |
374 |
377 |
3 |
6.94 |
|
|
|
|
|
incl. |
387 |
394 |
7 |
7.27 |
|
|
|
|
|
|
|
|
|
|
D1344 |
11225 |
10805 |
-60 |
270 |
595.6 |
466 |
512 |
46 |
6.39 |
|
|
|
|
|
incl. |
473 |
474 |
1 |
17.00 |
|
|
|
|
|
incl. |
477 |
480 |
3 |
41.68 |
|
|
|
|
|
incl. |
485 |
487 |
2 |
16.00 |
|
|
|
|
|
|
|
|
|
|
D1345 |
10350 |
10730 |
-80 |
270 |
626.1 |
343 |
437 |
94 |
3.98 |
|
|
|
|
|
incl. |
343 |
346 |
3 |
27.84 |
|
|
|
|
|
incl. |
362 |
363 |
1 |
5.18 |
|
|
|
|
|
incl. |
371 |
375 |
4 |
11.56 |
|
|
|
|
|
incl. |
388 |
389 |
1 |
38.00 |
|
|
|
|
|
incl. |
408 |
409 |
1 |
12.50 |
|
|
|
|
|
incl. |
429 |
436 |
7 |
10.52 |
|
|
|
|
|
|
445 |
499 |
54 |
1.64 |
|
|
|
|
|
incl. |
493 |
497 |
4 |
9.62 |
|
|
|
|
|
|
|
|
|
|
D1347 |
10375 |
10795 |
-80 |
270 |
643 |
407 |
431 |
24 |
2.74 |
|
|
|
|
|
incl. |
422 |
427 |
5 |
5.69 |
|
|
|
|
|
|
487 |
495 |
7 |
8.42 |
|
|
|
|
|
incl. |
492 |
493 |
1 |
20.80 |
|
|
|
|
|
|
|
|
|
|
D1351 |
10250 |
10678 |
-85 |
270 |
638.7 |
336.6 |
370 |
34.4 |
6.00 |
|
|
|
|
|
incl. |
338 |
339.6 |
1.6 |
85.88 |
|
|
|
|
|
|
|
|
|
|
D1355 |
11250 |
11870 |
-55 |
270 |
734 |
314 |
326 |
12 |
3.91 |
|
|
|
|
|
incl. |
319 |
320 |
1 |
36.10 |
|
|
|
|
|
|
575 |
652 |
77 |
4.90 |
|
|
|
|
|
incl. |
582 |
583 |
1 |
288.00 |
|
|
|
|
|
incl. |
612 |
613 |
1 |
12.20 |
|
|
|
|
|
|
|
|
|
|
D1359 |
11275 |
10745 |
-80 |
270 |
268.5 |
234 |
256 |
22 |
2.54 |
|
|
|
|
|
incl. |
235 |
237 |
2 |
11.80 |
|
|
|
|
|
|
|
|
|
|
D1364 |
11275 |
10745 |
-80 |
270 |
656.3 |
473 |
554 |
81 |
4.07 |
|
|
|
|
|
incl. |
495 |
497 |
2 |
9.85 |
|
|
|
|
|
incl. |
519 |
527 |
8 |
18.89 |
|
|
|
|
|
incl. |
538 |
539 |
1 |
16.80 |
|
|
|
|
|
incl. |
552 |
553 |
1 |
15.00 |
|
|
|
|
|
|
|
|
|
|
D1366 |
10325 |
10640 |
-77 |
270 |
745.8 |
238 |
296 |
58 |
2.53 |
|
|
|
|
|
incl. |
259 |
261 |
2 |
23.34 |
|
|
|
|
|
incl. |
264 |
265 |
1 |
27.40 |
|
|
|
|
|
incl. |
270 |
271 |
1 |
6.86 |
|
|
|
|
|
incl. |
294 |
296 |
2 |
6.72 |
|
|
|
|
|
|
511 |
521 |
10 |
45.94 |
|
|
|
|
|
incl. |
511 |
513 |
2 |
227.70 |
|
|
|
|
|
|
591 |
630 |
39 |
1.76 |
|
|
|
|
|
|
|
|
|
|
D1367 |
12050 |
10795 |
-48 |
270 |
275.22 |
261 |
272 |
11 |
5.52 |
|
|
|
|
|
incl. |
261 |
262 |
1 |
15.30 |
|
|
|
|
|
|
|
|
|
|
D1368 |
11325 |
10644 |
-85 |
270 |
608.5 |
556 |
582 |
26 |
4.57 |
|
|
|
|
|
incl. |
571 |
575 |
4 |
13.44 |
|
|
|
|
|
|
|
|
|
|
D1374 |
10575 |
10645 |
-70 |
270 |
417.4 |
230 |
250 |
20 |
3.11 |
|
|
|
|
|
incl. |
246 |
247 |
1 |
11.40 |
|
|
|
|
|
|
259 |
380 |
121 |
2.07 |
|
|
|
|
|
incl. |
268 |
269 |
1 |
17.00 |
|
|
|
|
|
incl. |
271 |
272 |
1 |
5.13 |
|
|
|
|
|
incl. |
282 |
283 |
1 |
5.02 |
|
|
|
|
|
incl. |
299 |
300 |
1 |
22.60 |
|
|
|
|
|
incl. |
335 |
336 |
1 |
38.80 |
|
|
|
|
|
incl. |
356 |
357 |
1 |
5.06 |
|
|
|
|
|
incl. |
372 |
373 |
1 |
5.17 |
|
|
|
|
|
|
|
|
|
|
REGIONAL EXPLORATION |
|||||||||
KRC002 |
2752141 |
671189 |
-60 |
270 |
150 |
27 |
36 |
9 |
9.29 |
|
|
|
|
|
incl. |
32 |
34 |
2 |
32.20 |
|
|
|
|
|
|
145 |
146 |
1 |
14.00 |
|
|
|
|
|
|
|
|
|
|
KRC005 |
2751991 |
671194 |
-60 |
270 |
150 |
18 |
21 |
3 |
4.56 |
|
|
|
|
|
incl. |
19 |
20 |
1 |
8.54 |
|
|
|
|
|
|
26 |
28 |
2 |
11.92 |
|
|
|
|
|
incl. |
27 |
28 |
1 |
20.40 |
|
|
|
|
|
|
|
|
|
|
KRC007 |
2752145 |
671212 |
-60 |
270 |
150.0 |
111 |
128 |
17 |
3.81 |
|
|
|
|
|
incl. |
111 |
112 |
1 |
9.72 |
|
|
|
|
|
incl. |
118 |
120 |
2 |
22.39 |
|
|
|
|
|
|
|
|
|
|
KRC011 |
2751685 |
671180 |
-60 |
270 |
150.0 |
77 |
85 |
8 |
7.76 |
|
|
|
|
|
incl. |
78 |
83 |
5 |
11.44 |
|
|
|
|
|
|
|
|
|
|
KRC012 |
2751638 |
671166 |
-60 |
270 |
150.0 |
58 |
60 |
2 |
1.43 |
|
|
|
|
|
|
|
|
|
|
KRC014 |
2752307 |
671116 |
-60 |
40 |
150.0 |
89 |
91 |
2 |
26.59 |
|
|
|
|
|
|
|
|
|
|
KRC015 |
2752267 |
671139 |
-60 |
40 |
150.0 |
116 |
118 |
2 |
34.69 |
|
|
|
|
|
|
|
|
|
|
KRC018 |
2752175 |
671197 |
-60 |
270 |
150.0 |
52 |
56 |
4 |
3.25 |
|
|
|
|
|
incl. |
52 |
53 |
1 |
8.13 |
|
|
|
|
|
|
|
|
|
|
SRC004 |
12827 |
10914 |
-60 |
150 |
180 |
31 |
33 |
2 |
9.78 |
|
|
|
|
|
|
|
|
|
|
SNRC007 |
2765261 |
676731 |
-60 |
290 |
30.0 |
2 |
5 |
3 |
1.18 |
|
|
|
|
|
|
|
|
|
|
SNRC007A |
2765227 |
676740 |
-60 |
290 |
150.0 |
11 |
15 |
4 |
1.18 |
|
|
|
|
|
|
85 |
86 |
1 |
3.35 |
AUSTRALIAN PROJECTS
Nelson's Fleet
The Company is entitled to a royalty over the Nelson's Fleet gold project near St Ives, Western Australia, from the St Ives Gold Mining Co Pty Ltd, a subsidiary of Gold Fields Ltd. The Company has not been informed of any mining of the tenement to date.
Information in this report which relates to exploration, geology, sampling and drilling is based on information compiled by geologist Mr R Osman who is a full time employee of the Company, and is a member of the Australasian Institute of Mining and Metallurgy with more than five years experience in the fields of activity being reported on, and is a 'Competent Person' for this purpose and is a 'Qualified Person' as defined in 'National Instrument 43-101 of the Canadian Securities Administrators'. His written consent has been received by the Company for this information to be included in this report in the form and context which it appears. The assay samples were analysed by Ultra Trace Pty Ltd, Canning Vale, Western Australia.
The information in this report that relates to mineral resources is based on work completed by Mr Nicolas Johnson, who is a Member of the Australian Institute of Geoscientists. Mr Johnson is a full time employee of Hellman and Schofield Pty Ltd and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which 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' and is a 'Qualified Person' as defined in 'National Instrument 43-101 of the Canadian Securities Administrators'. Mr Johnson consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Refer to the Technical Report which was filed in March 2007 on SEDAR at www.sedar.com for further discussion of the extent to which the estimate of mineral resources/reserves may be materially affected by any known environmental, permitting, legal, title, taxation, socio-political, marketing or other relevant issues.
CORPORATE ACTIVITIES
On 12 October 2007, the Company announced that it had appointed Ambrian Partners Limited as its nominated adviser, and Ambrian Partners Limited and Westwind Partners (UK) Limited (now Thomas Weisel Partners) as joint brokers.
On 01 November 2007, the Company announced that it had entered into an agreement with Westwind Partners Inc as lead underwriter on behalf of a syndicate of underwriters to purchase, on a bought deal placement basis, up to 112,000,000 special warrants of the Company at a price of C$1.20 per special warrant, for aggregate gross proceeds of C$134,400,000.
Following the Company's AGM on 23 November 2007, the Company announced that it had closed the offering of special warrants, and an aggregate of 112,000,000 special warrants were issued and sold at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000, which included the exercise in full by the Underwriters of the Underwriters' option. As a result of this raising the Company is debt free, unhedged and able to aggressively pursue further exploration and the underground development of the newly discovered high grade Amun Deeps.
The short form prospectus for the special warrants offering dated 18 December 2007 was lodged with the Ontario Securities Commission on 19 December 2007. On 24 December 2007, the special warrants automatically converted to fully paid ordinary shares and the fully paid ordinary shares were delivered on 28 December 2007.
The Company called a General Meeting of Shareholders on 10 January 2008 to ask shareholders to approve the allotment and issue of broker warrants (a total of 5,600,000) to the Underwriters of the Special Warrants capital raising.
In May 2008, Minister Sameh Fahmy and members of Parliament revisited the Sukari site, resulting in positive media coverage and increased public interest in the Project.
Mr Trevor Stanley Schultz was appointed to the Board on 20 May 2008.
Professor Graeme Robert Tangye Bowker was appointed to the Board on 21 July 2008.
Mr Mark Di Silvio was appointed as Chief Financial Officer on 25 July 2008.
DIRECTORS' REPORT
The Directors of Centamin Egypt Limited submit herewith the annual financial report of the Company for the financial year ended 30 June 2008. In order for the Company to comply with the provisions of the Corporations Act 2001, the Directors' Report is as follows:-
directors
The names and particulars of the directors of the Company during or since the end of the financial year are:-
Mr Sami El-Raghy B.Sc. (Hons), FAusIMM, FSEG
Executive Chairman, age 67
Director since 29 April 1993
A graduate of Alexandria University in 1962, Mr El-Raghy worked in Egypt and Europe before moving to Australia in 1968 and joining American Smelting and Refining Company (Asarco). He was instrumental in the discovery and development of a number of gold mines, including the Wiluna Gold Mine for Asarco and the Mt Wilkinson Gold mine for Chevron Exploration. Mr El-Raghy recognised the potential of the Marymia Dome and the Barwidgee Yandal Belt long before these areas became the most sought after mining areas in Australia. Mr El-Raghy brings to the board over 40 years experience in the industry, both in Australia and overseas.
Mr Josef El-Raghy B.Comm
Managing Director / CEO, age 37
Director since 26 August 2002
Josef El-Raghy holds a Bachelor of Commerce Degree from the University of Western Australia and had a ten year career in stock broking. He was formerly a director of both CIBC Wood Gundy and Paterson Ord Minnett. His expertise in international capital markets has greatly assisted the Company in its fundraising and development activities. Mr El-Raghy was also a director of ISIS Resources Plc (now Verona Pharma Plc) from 24 February 2005 to 18 September 2006.
Mr Trevor Schultz M.A (ECON), M.Sc (Min Eng)
Executive Director of Operations, age 66
Director since 20 May 2008
Mr Schultz has a Masters Degree in Economics from Cambridge University, a Masters of Science Degree in Mining from the Witwatersrand University and completed the Advanced Management Program at Harvard University. With more than 40 years experience at the executive management and board level with leading international mining companies, including BHP, RTZ/CRA, Pegasus Gold and Ashanti Goldfields, Trevor was most recently the President and CEO of Guinor Gold Corporation. His roles have included development of several new mining operations in Africa, South America and the U.S.A., negotiations with various governments and their agencies and project financing and capital raisings. Mr Schultz is currently a director of Pacific Road Capital Management. From April 2003 until December 2005, Mr Schultz was a director of Guinor Gold Corporation, from December 2003 to June 2006 was a director of Southern Era Pty Ltd and from October 1996 to December 2003 was a director of Ashanti Goldfields Pty Ltd.
Mr Colin Cowden FAII, ASA, ACIS, ACIM, FNIBA, CD
Non Executive Director, age 64
Chairman Audit Committee
Member Remuneration Committee
Director since 08 March 1982
Colin Cowden is the Executive Chairman of Cowden Limited, a licensed insurance broking company formed in 1972. Cowden Limited is a prominent broking firm in Western Australia with branch offices in Sydney, Melbourne and Adelaide. Mr Cowden is a qualified accountant and Chartered Secretary, and is a Fellow of the Australian Insurance Institute. Mr Cowden has been a director of Wentworth Holdings Limited since 26 October 2005, and from 27 November 1998 until 27 October 2005, was a director of OAMPS Limited.
Mr G. Brian Speechly FAusIMM
Non Executive Director, age 75
Director since 15 August 2000
Brian Speechly is a Fellow of the Australasian Institute of Mining and Metallurgy with over 50 years experience in the mining industry. During his career, Mr Speechly has been involved in over 320 mining projects and is recognised in Australia and overseas as an expert in both underground and open pit mining and design. He is particularly noted for his innovative and low cost approaches to mining issues. Mr Speechly has been a director of Dynasty Metals & Mining Inc since 28 April 2004.
Dr Thomas G. Elder PhD, FIMM, FGS
Non Executive Director, age 69
Chairman Remuneration Committee
Member Compliance/Corporate Governance Committee
Director since 08 May 2002
Dr Elder is a geology graduate of Durham University and post-graduate NATO Scholar at the University of Oslo. His extensive background in mineral exploration was gained with major companies including BP and Rio Tinto. Dr Elder ran exploration programmes in the UK, Spain, Italy, Portugal and Greenland for Cominco, prior to his appointment as worldwide Exploration Manager for BP Minerals in 1983. Following the take-over by Rio Tinto in 1989, he had special responsibility for project development in the Former Soviet Union. Dr Elder has been a non-executive director of Angus & Ross since 12 January 2006 and, having held the position of President from 04 October 1998 to 30 September 2007, is now a non-executive director of Mano River Resources Inc.
Mr H. Stuart Bottomley
Non Executive Director, age 63
Member Audit Committee
Chairman Compliance/Corporate Governance Committee
Director since 26 September 2005
Stuart Bottomley worked as a portfolio manager for over twenty years, firstly with the 'Target Group' of trusts and subsequently with Fidelity International. For the last 16 years, he has acted as a consultant to a number of private and public companies with a growing emphasis on the mining industry. Mr Bottomley has also been a director of Verona Pharma Plc since 24 February 2005, African Consolidated Resources Plc since 27 May 2005 and Starfield Resources Inc since 01 February 2007.
Professor G. Robert Bowker PhD
Non Executive Director, age 58
Member Remuneration Committee
Member Audit Committee
Member Compliance/Corporate Governance Committee
Director since 21 July 2008
Professor Bowker retired from the Australian Foreign Service in June 2008 after a 37 year career specialising in Middle East issues. He was Australian Ambassador to Egypt (2005 to 2008) and Jordan (1989 to 1992), in addition to postings in Syria (1979 to 1981) and Saudi Arabia (1974 to 1976). Professor Bowker was accredited from Cairo as a non-resident ambassador to Libya, Sudan, Syria and Tunisia. Professor Bowker has a PhD from the Centre for Arab and Islamic Studies, Australian National University 2001, an MA from the Centre for Middle East and Central Asian Studies, Australian National University 1995, a BA (Hons) Indonesian and Malayan Studies and Political Science, Melbourne University 1970 and completed an RAF Arabic course, Beaconsfield, UK 1988.
MANAGEMENT
Mrs Heidi Brown GCertAppFin (Finsia)
Company Secretary
Mrs Brown has over ten years experience in the finance and securities industries and has completed the Chartered Secretaries Australia Graduate Diploma of Corporate Governance. Mrs Brown also holds a Graduate Certificate of Applied Finance and Investment and a Diploma of Financial Advising through the Financial Services Institute of Australasia (Finsia).
Mr Mark Smith B.Bus. (Accy), CPA, MAICD
Chief Financial Officer
Mr Smith has a Bachelor of Business undergraduate degree, with a major in Accountancy, obtained from the Queensland University of Technology and is a Certified Practicing Accountant with 17 years post-graduate experience across a wide variety of industries. He has held senior financial positions with a number of Australian publicly listed companies in the resources sector, most recently as the CFO for Grange Resources Limited and prior to that as Finance Manager for Red Back Mining Inc's Chirano Gold Project in Ghana. Mr Smith has considerable experience in project financing, establishing accounting systems and controls for project development and operations reporting. Mr Smith resigned from the Company on 07 August 2008.
Mr Mark Di Silvio B.Bus, MBA, CPA
Chief Financial Officer
Mr Di Silvio holds a Bachelor of Business from Curtin University in Western Australia and completed a Master of Business and Administration at the University of Western Australia. A Certified Practicing Accountant with over 17 years post graduate experience in the resources sector, Mr Di Silvio commenced his career with a variety of finance based roles within the gold mining sector whilst based in Kalgoorlie, Western Australia. Mr Di Silvio joined oil and gas independent Woodside Energy Limited in 1998, gaining oilfield experience through the financial management of joint ventures and the development of accounting and compliance management systems. Prior to leaving Woodside in 2007, Mr Di Silvio was responsible for the financial management of Woodside's Mauritanian oilfield assets. Most recently, Mr Di Silvio was CFO for Central Petroleum Limited, a junior oil & gas exploration company based in Perth, Western Australia. Mr Di Silvio was appointed on 25 July 2008.
Mr Robert Sinclair
Sukari Project Development Manager
Mr Sinclair has over 40 years experience in engineering and construction on projects in mining and chemical industries. These projects are located in the US, Australia, Canada, Asia and Africa and range in value from US$30 million to US$850 million. Mr Sinclair has technical experience in senior management positions with both engineering contractors and with the owner's team and has managed pre-feasibility and feasibility studies, EPC and EPCM contracts and direct hire jobs. Mr Sinclair most recently worked as the Area Manager, Infrastructure for the Koniambo Nickel Project in New Caledonia and previously as the EPC Manager and Acting General Manager of the Chirano Gold Mine in Ghana.
Mr Youssef El-Raghy
General Manager - Egyptian Operations
An officer graduate of the Egyptian Police Academy Mr El-Raghy held senior management roles within the Egyptian Police force for a period in excess of ten years, having attained the rank of captain, prior to joining the Company. Mr El-Raghy has extensive contacts within the government and industry and maintains excellent working relationships with all of the Company's stakeholders within Egypt.
directors' meetings
The following table sets out the number of directors' meetings (including meetings of the committees of directors) held during the financial year and the number of meetings attended by each director (while they were a director or committee member). During the financial year, 7 Board meetings, 2 Remuneration Committee meetings and 5 Audit Committee meetings were held. On 28 May 2008, the Company established the Compliance/Corporate Governance Committee, however there were no meetings held during the financial year.
|
Board of Directors |
Remuneration Committee |
Audit Committee |
Compliance/ Corporate Governance Committee |
||||
Director |
Held |
Attended |
Held |
Attended |
Held |
Attended |
Held |
Attended |
Mr S El-Raghy |
7 |
7 |
- |
- |
- |
- |
- |
- |
Mr C Cowden |
7 |
7 |
2 |
2 |
5 |
5 |
- |
- |
Mr G B Speechly |
7 |
7 |
2 |
2 |
5 |
5 |
- |
- |
Dr T G Elder |
7 |
7 |
- |
- |
- |
- |
- |
- |
Mr J El-Raghy |
7 |
7 |
- |
- |
- |
- |
- |
- |
Mr H S Bottomley |
7 |
7 |
- |
- |
5 |
5 |
- |
- |
Mr T S Schultz* |
7 |
2 |
- |
- |
- |
- |
- |
- |
Professor G R T Bowker** |
7 |
- |
- |
- |
- |
- |
- |
- |
* Mr T S Schultz became a Director of the Company on 20 May 2008 and became a member of the Audit Committee and Compliance/Corporate Governance Committee on 28 May 2008. Mr Schultz resigned as a member of the Audit Committee and Compliance/Corporate Governance Committee on 15 August 2008 after becoming an Executive Director of the Company.
** Professor G R T Bowker became a Director of the Company on 21 July 2008 and became a member of the Remuneration Committee, Audit Committee and Compliance/Corporate Governance Committee on 15 August 2008.
In addition to these formal meetings, during the year the Directors considered and passed eleven (11) Circular Resolutions pursuant to clause 15.10 of the Company's constitution.
principal activities
The consolidated entity's principal activities during the course of the financial year were the exploration for precious and base metals, and ongoing development at the Sukari project.
DIVIDENDS
No dividends have been declared or paid since the end of the previous financial year.
CHANGES IN state of affairs
There was no change in the state of affairs of the consolidated entity during the financial year, other than on 23 November 2007 the Company announced that it had closed an offering of special warrants, and an aggregate of 112,000,000 special warrants were issued and sold at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000. The short form prospectus for the special warrants was lodged with the Ontario Securities Commission on 19 December 2007. On 24 December 2007, the special warrants automatically converted to fully paid ordinary shares and the fully paid ordinary shares were delivered on 28 December 2007.
FUTURE DEVELOPMENTS
It is the objective of the Company, to continue to drill at the Sukari project, so as to increase the overall size of the geological resource, whilst at the same time, complete construction of the processing plant and ancillary infrastructure. Commissioning and production is anticipated in the second quarter of 2009. Gold production from the Sukari project is forecast to have a positive cashflow effect on the Company and consolidated entity.
SHARE OPTIONS
OPTIONS ISSUED DURING THE FINANCIAL YEAR
A total of 3,750,000 unlisted options were issued during the financial year to 30 June 2008. The details of these options are as follows:-
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
250,000 |
1.4034 |
15 October 2010 |
3,500,000 |
1.7022 |
16 April 2011 |
OPTIONS ISSUED SUBSEQUENT TO BALANCE DATE
A total of 250,000 unlisted options were issued subsequent to balance date. The details of these options are as follows:-
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
250,000 |
1.1999 |
25 August 2011 |
OPTIONS CONVERTED DURING THE FINANCIAL YEAR
A total of 4,897,500 unlisted options were exercised during the financial year to 30 June 2008. The details of these options are as follows:-
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
395,000 |
0.2804 |
04 February 2008 |
200,000 |
0.2804 |
17 February 2008 |
30,000 |
0.3500 |
31 October 2010 |
2,000,000 |
0.8000 |
09 January 2010 |
1,607,500 |
0.7106 |
31 January 2010 |
165,000 |
1.0500 |
24 May 2010 |
500,000 |
1.1636 |
25 June 2010 |
The issuing entity was Centamin Egypt Limited. The market weighted average closing price of Centamin Egypt Limited shares during the 2007-2008 year was A$1.3938 (2006-2007: A$0.9525). No amount was unpaid on these shares.
OPTIONS EXERCISED SUBSEQUENT TO BALANCE DATE
1,100,000 options have been exercised subsequent to balance date. The details of these options are as follows:-
Number |
Exercise Price A$ |
Expiry Date |
600,000 |
0.3500 |
31 October 2010 |
250,000 |
0.6566 |
30 August 2009 |
250,000 |
0.7106 |
31 January 2010 |
The issuing entity was Centamin Egypt Limited. No amount was unpaid on these shares.
EMPLOYEE OPTION PLANS
At the Annual General Meeting on 29 November 2002, shareholders approved the Employee Option Plan 2002. The following options issued to Executives and Employees are in existence as at the date of this report:
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
1,500,000 |
0.4355 |
08 December 2008 |
At the Annual General Meeting on 20 November 2006, shareholders approved the Employee Option Plan 2006. The following options issued to Executives and Employees are in existence as at the date of this report:
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
1,700,000 |
0.7106 |
31 January 2010 |
2,165,000 |
1.0500 |
24 May 2010 |
500,000 |
1.1636 |
25 June 2010 |
250,000 |
1.4034 |
15 October 2010 |
3,500,000 |
1.7022 |
16 April 2011 |
250,000 |
1.1999 |
25 August 2011 |
The following options were not issued under any of the Employee Option Plans, however, were issued in accordance with employment contracts/service agreements and are in existence as at the date of this report:
Number of Ordinary shares under option |
Exercise Price A$ |
Expiry Date |
1,070,000 |
0.3500 |
31 October 2010 |
BROKER WARRANTS
BROKER WARRANTS ISSUED DURING THE FINANCIAL YEAR
During the financial year, the following broker warrants were issued to the Underwriters in conjunction with the Special Warrants capital raising in late 2007.
A total of 5,600,000 broker warrants were issued during the financial year to 30 June 2008. The details of these warrants are as follows:-
Number of Ordinary shares under warrant |
Exercise Price C$ |
Expiry Date |
5,600,000 |
1.2000 |
23 November 2009 |
BROKER WARRANTS ISSUED SUBSEQUENT TO BALANCE DATE
There have been no broker warrants issues subsequent to balance date.
BROKER WARRANTS CONVERTED DURING THE FINANCIAL YEAR
A total of 4,787,431 unlisted broker warrants were exercised during the financial year to 30 June 2008. The details of these broker warrants are as follows:-
Number of Ordinary shares under warrant |
Exercise Price C$ |
Expiry Date |
3,751,431 |
0.8600 |
05 April 2009 |
1,036,000 |
0.8600 |
11 April 2009 |
The issuing entity was Centamin Egypt Limited. No amount was unpaid on these shares.
BROKER WARRANTS EXERCISED SUBSEQUENT TO BALANCE DATE
There have been no broker warrants issues exercised subsequent to balance date.
ENVIRONMENTAL REGULATIONS
The consolidated entity is currently complying with relevant environmental regulations and has no outstanding environmental orders against it.
EVENTS SUBSEQUENT TO BALANCE DATE
Other than as set out above there has not risen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely in the opinion of the Directors of the Company to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial years.
REVIEW OF OPERATIONS
A review of the Company's operations is located at the beginning of the Annual Report.
INDEMNIFICATION OF DIRECTORS & AUDITORS
During the financial year, the Company paid a premium in respect of a contract insuring the directors and officers of the Company and any related body corporate against a liability incurred as a director or officer to the extent permitted by the Corporations Act 2001.
The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a liability incurred as such an officer or auditor.
REMUNERATION REPORT (AUDITED)
The Directors of Centamin Egypt Limited present the Remuneration Report prepared in accordance with section 300A of the Corporations Act 2001 for the Company and the consolidated entity for the financial year ended 30 June 2008. For the purposes of this report, Directors and executives of the Company and consolidated entity are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and consolidated entity ('the Group'), directly or indirectly, including any director (whether executive or otherwise) of the parent company. This Remuneration Report forms part of the Directors' Report.
OVERVIEW
Remuneration levels for Directors and executives are competitively set to attract the most qualified and experienced candidates. Details of the Company's remuneration strategy for the 2008 financial year are set out in this Remuneration Report.
This Remuneration Report:
explains the Board's policies relating to remuneration of Directors and executives;
discusses the relationship between these policies and the Company's performance; and
sets out remuneration details for each director and senior executive.
The fees paid to Non-Executive Directors are set at levels which reflect both the responsibilities of, and the time commitments required from, each Non-Executive Director to discharge their duties and are not linked to the performance of the Company.
The remuneration strategy for the Managing Director / Chief Executive Officer (CEO) and executives, including the Company Secretary, comprise a fixed cash component and where applicable, statutory superannuation contributions, an annual merit based performance bonus and the issue of share options in the Company which is intended to provide competitive rewards to attract high calibre executives. The issue of performance bonuses and share options is not dependent on the performance of the Company.
Criteria used to determine the annual merit based performance bonus, during the preproduction phase, is the setting of key objectives for each executive and measuring performance against these objectives. Key objectives will normally include capital budget criteria where performance will be measured against progress indicators. These key objectives will largely be determinable by the objective assessment of performance by the CEO. There are no specific performance based key financial indicators set and bonuses and/or options are at the discretion of the Board. The Remuneration Committee reviews the CEO's performance and makes a recommendation to the Directors.
Share options are offered to executives at the discretion of the Directors, having regard, among other things, to the length of service with the Group, the past and potential contribution of the person to the Group and in some cases, performance.
There is no Board policy in relation to limiting the recipient exposure to risk in relation to securities.
The table below sets out summary information about the consolidated entity's earnings and movements in shareholder wealth for the five years to 30 June 2008:
|
30 June 2008 US$ |
30 June 2007 US$ |
30 June 2006 A$ |
30 June 2005 A$ |
30 June 2004 A$ |
Revenue |
6,789,038 |
2,815,271 |
1,140,700 |
1,046,309 |
1,061,278 |
Net profit before tax |
4,646,988 |
6,890,186 |
1,010,830 |
(870,412) |
(914,302) |
Net profit after tax |
4,203,119 |
6,890,186 |
1,010,830 |
(870,412) |
(914,302) |
Share price at start of year |
A$1.12 |
A$0.74 |
0.27 |
0.19 |
0.20 |
Share price at end of year |
A$1.21 |
A$1.12 |
0.74 |
0.27 |
0.19 |
Dividends |
- |
- |
- |
- |
- |
Basic earnings per share |
0.514 |
1.113 |
0.194 |
(0.16) |
(0.18) |
Diluted earnings per share |
0.510 |
1.097 |
0.192 |
(0.16) |
(0.18) |
Centamin Egypt Limited adopted the Australian equivalents to International Financial Reporting Standards with effect from 01 July 2004, which resulted in various changes to its accounting policies from that date. The basic and diluted earnings per share for the year ended 30 June 2004 were calculated in accordance with Centamin Egypt Limited's previous accounting policies as permitted under Australian accounting standards as applicable at that time.
DIRECTOR AND EXECUTIVE DETAILS
The following persons acted as directors of the company during or since the end of the financial year:-
Mr Sami El-Raghy (Chairman)
Mr Josef El-Raghy (Managing Director/CEO)
Mr Trevor Schultz (Executive Director of Operations), appointed 20 May 2008
Dr Thomas G Elder (Non-Executive Director)
Mr Colin Cowden (Non-Executive Director)
Mr G Brian Speechly (Non-Executive Director)
Mr H Stuart Bottomley (Non-Executive Director)
Professor G. Robert Bowker (Non-Executive Director), appointed 21 July 2008
The highest remunerated (and only) company executive for the 2008 financial year was:-
Mrs Heidi Brown (Company Secretary)
The highest remunerated Group executives for the 2008 financial year were:-
Mr Mark Smith (Chief Financial Officer), resigned 07 August 2008
Mr John McLeod (General Manager - Operations), resigned 12 February 2008
DIRECTOR AND SENIOR MANAGEMENT
The Remuneration Committee reviews the remuneration packages of all Directors and senior management on an annual basis. Remuneration packages are reviewed and determined with due regard to current market rates and are benchmarked against comparable industry salaries.
2008 |
Short-term employee benefits |
Post-employment benefits |
Share-based payment |
|
||
Salary & Fees A$ |
Bonus 9 A$ |
Non-monetary A$ |
Superannuation A$ |
Options & rights1 9 A$ |
Total A$ |
|
Non-executive directors |
|
|
|
|
|
|
T Elder |
49,794 |
- |
- |
- |
- |
49,794 |
C Cowden |
27,500 |
- |
- |
2,475 |
- |
29,975 |
G B Speechly |
27,500 |
- |
- |
2,475 |
- |
29,975 |
H Bottomley |
49,794 |
- |
- |
- |
- |
49,794 |
T Schultz5 |
- |
- |
- |
- |
- |
- |
G Bowker6 |
- |
- |
- |
- |
- |
- |
Executive officers |
|
|
|
|
|
|
S El-Raghy |
425,000 |
- |
- |
- |
- |
425,000 |
J El-Raghy2 |
478,125 |
184,434 |
- |
- |
- |
662,559 |
M Smith 7 |
250,000 |
- |
- |
- |
193,166 |
443,166 |
J McLeod3 |
310,313 |
- |
- |
- |
8160,944 |
471,257 |
H Brown4 |
95,833 |
30,000 |
- |
11,325 |
73,167 |
210,325 |
Total |
1,713,859 |
214,434 |
- |
16,275 |
427,277 |
2,371,845 |
1 Options value as per Black Scholes pricing method. Options are offered to employees at the discretion of the Directors, having regard, among other things, to the length of service with the Group, the past and potential contribution of the person to the Group. There is no set performance criteria used to determine the number of Options granted. Options were offered to employees who had been with the Company for more than 12 months and were determined according to their position and rank.
2The bonus represented 27.8% of total remuneration, 100% of the bonus determined by the Board and was paid on 31 August 2007. The bonus was paid for performance related to exceptional skill, effort and success demonstrated by Mr El-Raghy in the capital raising, Toronto Stock Exchange listing and subsequent investor road shows, all of which helped to increase the wealth of all shareholders. The bonus was awarded at the discretion of the Board and was not dependent on any set performance criteria.
3 Mr McLeod resigned from the Company on 12 February 2008.
4 The bonus represented 14.3% of total remuneration, 100% of the bonus determined by the Board and was paid on 20 December 2007. The bonus was paid in respect to recognition of the extra effort over the previous 12 months particularly with respect to the TSX listing, and subsequent compliance burden, and was awarded at the discretion of the Board.The bonus was not dependent on any set performance criteria. 0% of the options issued to Mrs Brown during the year vested during the year.
5 Mr Schultz became a director of Centamin on 20 May 2008.
6 Professor Bowker became a director of Centamin on 21 July 2008.
7 Mr Smith resigned on 07 August 2008.
8 Includes reversal of remuneration recognised in prior year in relation to 500,000 options which had not vested at date of resignation.
9 As the bonuses and options were at the discretion of the Board, no amounts were forfeited by the individuals because the person did not meet the service and performance criteria for the bonus or grant.
2007 |
Short-term employee benefits |
Post-employment benefits |
Share-based payment |
|
||
Salary & Fees A$ |
Bonus A$ |
Non-monetary A$ |
Superannuation A$ |
Options & rights1 A$ |
Total A$ |
|
Non-executive directors |
|
|
|
|
|
|
T Elder |
51,504 |
- |
- |
- |
17,053 |
68,557 |
C Cowden |
26,875 |
- |
- |
2,418 |
17,053 |
46,346 |
G B Speechly |
26,875 |
- |
- |
2,418 |
- |
29,293 |
H Bottomley |
51,504 |
- |
- |
- |
17,053 |
68,557 |
Executive officers |
|
|
|
|
|
|
S El-Raghy |
387,583 |
- |
- |
- |
- |
387,583 |
J El-Raghy2 |
412,500 |
50,000 |
4,523 |
- |
- |
467,023 |
M Smith 6 |
127,500 |
- |
- |
37,777 |
121,488 |
286,765 |
W Foote5 |
361,411 |
- |
22,547 |
21,967 |
(57,968)7 |
347,957 |
J McLeod3 |
20,833 |
- |
- |
- |
6,694 |
27,527 |
H Brown4 |
85,000 |
10,000 |
- |
8,550 |
43,765 |
147,315 |
Total |
1,551,585 |
60,000 |
27,070 |
73,130 |
165,138 |
1,876,923 |
1 Options value as per Black Scholes pricing method. Options are offered to employees at the discretion of the Directors, having regard, among other things, to the length of service with the Group, the past and potential contribution of the person to the Group.
2 Bonus paid in respect to performance. The bonus represented 10.7% of total remuneration and was paid on 31 October 2006. The bonus was paid for performance related to capital raising endeavours.
3 Mr McLeod commenced with the Company on 01 June 2007.
4 Bonus paid in respect to added responsibilities and represents 7.5% of total remuneration and was paid on 31 October 2006.
5 Mr Foote resigned on 22 May 2007.
6 Mr Smith was promoted to the position of Chief Financial Officer on 01 January 2007. His listed remuneration includes current and previous position held during the financial year. There was no change in the level of remuneration on promotion. Mr Smith commenced full time with the Group on 17 July 2006.
7 Reversal of remuneration recognised in prior year in relation to 2,500,000 options which had not vested at date of resignation. Refer to disclosures on Series 5 options detailed in Note 28 to the financial statements.
EMPLOYMENT CONTRACTS
Remuneration and other terms of employment for the following Directors and executives are formalised in employment agreements, the terms of which are set out below:-
Josef El-Raghy, Managing Director/CEO
- term: 3 years (expiring 01 September 2010), 3 months notice of termination period
- base salary: A$483,750 (net of taxes) pa, reviewed annually by the Remuneration Committee
Sami El-Raghy, Chairman
- term: no specific term, 3 months notice of termination period
- base salary: A$430,000 (net of taxes) pa, reviewed annually by the Remuneration Committee
Trevor Schultz, Executive Director of Operations (appointed 20 May 2008)
- term: 3 years (expiring 15 August 2011), 1 month notice of termination period
- base salary: A$300,000 (net of taxes) pa, reviewed annually by the Remuneration Committee
Mark Smith, Chief Financial Officer (resigned 07 August 2008)
- term: 2 years (expiring 01 July 2009), 3 months notice of termination period
- base salary: A$250,000 (net of taxes) pa, reviewed annually by the Remuneration Committee
Mark Di Silvio, Chief Financial Officer (appointed 25 July 2008)
- term: 2 years (expiring 09 August 2010), 3 months notice of termination period
- base salary: A$285,000 (net of taxes) pa, reviewed annually by the Remuneration Committee
Heidi Brown, Company Secretary
- term: no specific term, 1 month notice of termination period
- base salary: A$150,000 + 9% superannuation, reviewed annually by the Remuneration Committee
No Director or executive is entitled to any termination payments apart from remuneration payable up to and including the date of termination and all payments due by way of accrued leave.
Options Issued to Directors and senior management
Options are issued to Directors and senior management under the Employee Option Plan 2006 (previously under the Employee Option Plan 2002) as part of their remuneration. Options are offered to Directors and senior management at the discretion of the Directors, having regard, among other things, to the length of service with the Group, the past and potential contribution of the person to the Group. The following options have been issued to Directors and senior management up to 30 June 2008:-
Name |
Office |
Issue Date |
No of Unquoted Options |
Fair Value at Grant Date A($) |
Exercise Price A($) |
Expiry Date |
Mr C N Cowden |
Non-Executive Director |
15 December 2003 |
250,000 |
0.1532 |
0.3549 |
15 December 2006 |
|
|
08 December 2005 |
500,000 |
0.1495 |
0.4355 |
08 December 2008 |
Dr T G Elder |
Non-Executive Director |
15 December 2003 |
250,000 |
0.1532 |
0.3549 |
15 December 2006 |
|
|
08 December 2005 |
500,000 |
0.1495 |
0.4355 |
08 December 2008 |
Mr G B Speechly |
Non-Executive Director |
15 December 2003 |
250,000 |
0.1532 |
0.3549 |
15 December 2006 |
Mr H S Bottomley |
Non-Executive Director |
08 December 2005 |
500,000 |
0.1495 |
0.4355 |
08 December 2008 |
Mr M Smith |
Chief Financial Officer |
30 August 2006 |
250,000 |
0.2785 |
0.6566 |
30 August 2009 |
|
|
31 January 2007 |
250,000 |
0.3706 |
0.7106 |
31 January 2010 |
|
|
25 June 2007 |
500,000 |
0.3210 |
1.1636 |
25 June 2010 |
Mr J McLeod |
General (Operations) Manager |
25 June 2007 |
1,000,000 |
0.3210 |
1.1636 |
25 June 2010 |
Mrs H Brown |
Company Secretary |
12 November 2003 |
100,000 |
0.1399 |
0.2310 |
12 November 2006 |
|
|
04 February 2005 |
200,000 |
0.1357 |
0.2804 |
04 February 2008 |
|
|
31 January 2007 |
200,000 |
0.3706 |
0.7106 |
31 January 2010 |
|
|
16 April 2008* |
250,000 |
0.4015 |
1.7022 |
16 April 2011 |
* As at 30 June 2008, none of these options had vested.
The options issued vest and are exercisable over a period of 12 months, with 50% vesting and exercisable after 6 months and the other 50% vesting and exercisable after 12 months of issue. These options have a term of 3 years.
Options Exercised by Directors and senior management
The following options were exercised by Directors and senior management during the year:-
Name |
Office |
Exercise Date |
No of Unquoted Options |
Exercise Price A($) |
Expiry Date |
Mrs H A Brown |
Company Secretary |
13 February 2008 |
200,000 |
0.7106 |
31 January 2010 |
Mr J McLeod |
General (Operations) Manager |
18 April 2008 21 April 2008 30 April 2008 02 May 2008 06 May 2008 07 May 2008 |
40,000 43,830 53,000 47,000 46,000 270,170 |
1.1636 1.1636 1.1636 1.1636 1.1636 1.1636 |
25 June 2010 25 June 2010 25 June 2010 25 June 2010 25 June 2010 25 June 2010 |
The options exercised by H Brown during the year were issued on 31 January 2007. The value of the options is determined internally using the Black-Scholes Pricing Model and are included in the remuneration on a proportionate basis from grant date to vesting date. These options vest and are exercisable over a period of 12 months, with 50% vesting and exercisable after 6 months (31 July 2007) and the other 50% vesting and exercisable after 12 months of issue (31 January 2008). These options expire after 3 years. The closing market price at the date of exercise was $1.635. At the date of exercise, 200,000 shares were issued and allotted at a price of A$0.7106 per share. No amount is unpaid on these shares.
The options exercised by J McLeod during the year were issued on 25 June 2007. The value of the options is determined internally using the Black-Scholes Pricing Model and are included in the remuneration on a proportionate basis from grant date to vesting date. These options vest and are exercisable over a period of 12 months, with 50% vesting and exercisable after 6 months (25 December 2007) and the other 50% vesting and exercisable after 12 months of issue (25 June 2008). These options expire after 3 years. The closing market price at the dates of exercise was A$1.55, A$1.55, A$1.355, A$1.35, A$1.39 and A$1.40 respectively. The remaining 500,000 options lapsed due to J McLeod ceasing employment with the Company. At the dates of exercise, 40,000 shares, 43,830 shares, 53,000 shares, 47,000 shares, 46,000 shares and 270,170 shares respectively were issued and allotted at a price of A$1.1636 per share. No amount is unpaid on these shares.
Value of Director and senior management Options Granted, Exercised and Lapsed During the Year
The following table shows the value of Director and senior management options granted, exercised and lapsed during the year:-
Name |
Options Granted |
Options Exercised |
Options Lapsed |
Total Value of Options Granted, Exercised and Lapsed |
Value of Options Included in Remuneration for the Year (1) |
Percentage of Total Remuneration for the Year that Consists of Options |
|
Value at Grant Date |
Value at Exercise Date |
Value at Time of Lapse |
|||
|
A$ |
A$ |
A$ |
A$ |
A$ |
% |
S El-Raghy |
- |
- |
- |
- |
- |
- |
J El-Raghy |
- |
- |
- |
- |
- |
- |
Mr C Cowden |
- |
- |
- |
- |
- |
- |
Dr T G Elder |
- |
- |
- |
- |
- |
- |
Mr G B Speechly |
- |
- |
- |
- |
- |
- |
Mr H S Bottomley |
- |
- |
- |
- |
- |
- |
T Schultz |
- |
- |
- |
- |
- |
- |
G Bowker |
- |
- |
- |
- |
- |
- |
Mr M Smith |
- |
- |
- |
- |
193,166 |
43.59 |
Mr J McLeod |
- |
707,380 |
705,000 |
1,412,380 |
160,944 |
34.15 |
Mrs H Brown |
372,500 |
327,000 |
- |
699,500 |
73,167 |
34.79 |
(1) The value of options granted during the period is recognised in compensation over the vesting period of the grant, in accordance with Australian Accounting Standards.
directors' SHAREHOLDINGS
The relevant interest of each Director in the share capital of the Company shown in the Register of Directors' Shareholdings as at the date of this report are:-
Director |
Fully paid ordinary shares |
Executive share options |
S El-Raghy |
*78,235,754 |
- |
J El-Raghy |
*79,185,754 |
- |
C Cowden |
603,326 |
500,000 |
G Speechly |
250,000 |
- |
T Elder |
250,000 |
500,000 |
H Bottomley |
2,800,000 |
500,000 |
T Schultz |
- |
- |
G Bowker |
- |
- |
*The total shares held by Mr S El-Raghy and Mr J El-Raghy arise due to them both being directors/trustees of the following personally related entities:
- Nordana Pty Ltd 4,990,668 shares
- Nordana Pty Ltd <Super Fund A/C> 17,595,714 shares
- El-Raghy Kriewaldt Pty Ltd 55,299,372 shares
- S & M El-Raghy <The El-Raghy Family Account> 350,000 shares
The balance of 950,000 shares are held by Mr J El-Raghy being a director of Montana Realty Pty Ltd <Super Fund A/C>
Since the end of the previous financial year, no Director of the Company has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of remuneration received or due and receivable by Directors shown in the consolidated accounts) because of a contract made by the Company, its controlled entities or a related body corporate with the Director or with a firm of which the Director is a member, or with an entity in which the Director has a substantial interest.
AUDITOR'S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001
The Auditor's Independence Declaration is included on page 53 of the financial report.
Non-audit services
Tax and due diligence services were provided by Deloitte Touche Tohmatsu during the year. The Audit Committee are satisfied that the provision of non-audit services, during the year, by the auditor (or by another person or firm on the auditor's behalf) is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Audit Committee are satisfied that the services provided did not compromise the external auditor's independence for the following reasons:-
- all non-audit services have been reviewed by the Audit Committee to ensure they do not adversely affect the integrity and objectivity of the auditor; and
- the nature of the non-audit services provided is not inconsistent with auditor independence requirements.
Details of amounts paid or payable to the auditor for non-audit services provided during the year by the auditor are outlined in Note 23 to the financial statements.
Signed in accordance with a resolution of the directors made pursuant to s. 298(2) of the Corporations Act 2001.
On behalf of the Directors
__________________________
Sami El-Raghy
Chairman
Perth, 22 September 2008
MANAGEMENT DISCUSSION & ANALYSIS
The following Management's Discussion and Analysis of the Financial Condition and Results of Operations ('MD&A') for Centamin Egypt Limited (the 'Company' or 'Centamin') should be read in conjunction with the Directors' Report and the audited Financial Report for the year ended 30 June 2008. The effective date of this MD&A is 22 September 2008.
The financial information presented in this MD&A has been prepared in accordance with Australian Accounting Standards and Interpretations, other mandatory professional reporting requirements and the Corporations Act 2001.
In addition to these Australian requirements, further information has been included in the Consolidated Financial Statements for the year ended 30 June 2008 in order to comply with applicable Canadian securities law, as the Company is listed on the Toronto Stock Exchange.
Additional information relating to the Company, including other public announcements and the Company's Annual Information Form, is available at www.centamin.com and www.sedar.com.
All amounts in this MD&A are expressed in United States dollars unless otherwise identified.
FORWARD LOOKING STATEMENTS
Some of the statements contained in this MD&A, including those relating to strategies and other statements, are predictive in nature, and depend upon or refer to future events or conditions, or include words such as 'expects', 'intends', 'plans', 'anticipates', 'believes', 'estimates' or similar expressions that are forward looking statements. Forward looking statements include, without limitations, the information concerning possible or assumed further results of operations as set forth herein. These statements are not historical facts but instead represent only expectations, estimates and projections regarding future events and are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations generally.
The forward looking statements contained in this MD&A are not guarantees of future performance and involve certain risks and uncertainties that are difficult to predict. The future results of the Company may differ materially from those expressed in the forward looking statements contained in this MD&A due to, among other factors, the risks and uncertainties inherent in the business of the Company. The Company does not undertake any obligation to update or release any revisions to these forward looking statements to reflect events or circumstances after the date of this MD&A or to reflect the occurrence of unanticipated events.
GENERAL
Centamin is a mineral exploration and development company that has been actively exploring in Egypt since 1995. The principal asset of Centamin is its interest in the Sukari Project, located in the Eastern Desert of Egypt. The Sukari Project is at an advanced stage of development, construction commenced July 2007 and first gold production is expected during the second quarter of 2009.
A definitive feasibility study (the 'DFS') for the development to commercial production of the Sukari Project was compiled in February 2007 by Roche Process Engineering Pty Ltd. The DFS provides that the capital cost to develop the project is estimated at US$216.5 million (including mining fleet and contingencies but not including the leased mining fleet). According to the DFS, the Sukari Project reserve will be mined by a single open pit over a 15-year period. During that time 78 Mt ore grading 1.5 g/t is expected to be mined, containing 3.7 Moz gold and producing on average 200,000 oz of gold annually.
An update on progress to date is contained within the Review of Operations section of the 2008 Annual Report.
The Sukari Project will be the first large-scale modern gold mine to be developed in Egypt. Centamin's operating experience in Egypt gives it a significant first-mover advantage in acquiring and developing other gold projects in the prospective Arabian-Nubian Shield.
HIGHLIGHTS OF THE YEAR
The Company's highlights for the year were:
Sukari Project Development
The Sukari Gold Project schedule has been updated to 30 June 2008, covering all phases of the project. The current schedule shows overall completion at 65% (as at 31 July 2008). Anticipated key completion dates are as follows:
Project Go-Ahead Decision |
Feb 2007 (Completed) |
Kori Kollo Plant Arrives Egypt |
Q4 2007 (Completed) |
28MW Power Station Arrives |
Q4 2007 (Completed) |
Project Finance |
Q4 2007 (Completed) |
Plant site Civil Works |
Q2 2008 (Completed) |
Seawater Pipeline |
Q4 2008 (Commenced) |
Tailings Storage Facility |
Q4 2008 (Commenced) |
Mining Pre-strip |
Q4 2008 |
Commissioning and Production |
Q2 2009 |
On 23 November 2007, the Company announced that it had sold on a private basis an aggregate of 112,000,000 special warrants at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000, which includes the exercise in full by the Underwriters of the Underwriters' option. The net proceeds of this equity financing are to be applied to fund the continued development of the Sukari Gold Project, underground development, other exploration and general corporate purposes. The Sukari Gold Project is 100% fully funded through to gold production currently forecast to be the second quarter of 2009. As a result the Company no longer needs to pursue debt financing, has no debt, no hedging and at 30 June 2008, and a cash balance of US$182M.
Exploration
The Sukari mineral resource was upgraded to 8.56 million ounces of gold Measured and Indicated, plus 3.2 million ounces of gold Inferred at 0.5 g/t cut off grade. An increase of 25% or 1,720,000 oz in Measured and Indicated resources above the September 2007 resource. Measured and Indicated resources account for 73% of the total resource.
Underground Feasibility
Progress towards underground development continued with AMC Consultants Pty Ltd in Perth engaged to formally conduct an underground mining study. It is the intention to target an initial underground mining rate of 500,000 tonnes per annum bringing higher grade ore feed into production earlier than otherwise would have been the schedule through surface mining.
Corporate
The Company appointed Trevor Schultz to the board in May 2008. Trevor has more than 40 years experience at the executive management and board level with leading international mining companies including BHP, RTZ/CRA, Pegasus Gold and Ashanti Goldfields. His roles included development of several new mining operations in Africa, South America and the USA, negotiations with various governments and their agencies as well as project finance and capital raisings. Most recently Trevor was the President and CEO of Guinor Gold Corporation which was responsible for the relocation, construction and commissioning of the 7mtpa gold plant at the LEFA gold mine in Guinea.
The Company appointed Professor Graeme Robert Tangye Bowker (Bob) to the board in July 2008. Professor Bowker recently retired from the position of Australian Ambassador to Egypt, Libya, Sudan, Syria and Tunisia a position he held for three years from 2005. Professor Bowker had a 37 year career with the Australian Foreign Service specialising in Middle Eastern issues and postings.
RESULTS OF OPERATIONS
The Company recorded a profit for the year primarily due to high interest revenue earned and the positive effect of foreign exchange rate movements. The results for the year reflect only corporate activity with all Sukari and exploration related expenditure being capitalised according to the Company's accounting policies.
Selected Financial Information
The table below sets forth selected financial data relating to the Company's years ended 30 June 2008, 30 June 2007 and 30 June 2006. This financial data is derived from the Company's audited consolidated financial statements.
Consolidated Income Statement
|
Year ended 30 June 2008 |
Year ended 30 June 2007 |
Year ended 30 June 2006 |
|
$ |
$ |
$ |
|
|
|
|
Revenue |
6,789,038 |
2,815,271 |
847,882 |
Other income |
201,780 |
443,468 |
- |
|
|
|
|
Foreign exchange gain |
3,427,047 |
9,655,400 |
1,495,461 |
General and administration |
(3,431,643) |
(2,262,901) |
(1,220,834) |
Depreciation |
(308,761) |
(384,198) |
(17,454) |
Share based payments |
(2,030,473) |
(3,376,854) |
(353,705) |
|
|
|
|
Profit before income tax |
4,646,988 |
6,890,186 |
751,350 |
Tax (expense)/income |
(443,869) |
- |
- |
|
|
|
|
Net profit for the period |
4,203,119 |
6,890,186 |
751,350 |
|
|
|
|
Earnings per share |
|
|
|
- Basic (cents per share) |
0.514 |
1.113 |
0.074 |
- Diluted (cents per share) |
0.510 |
1.097 |
0.073 |
Revenue comprises interest revenue received on the Company's available cash to hand, working capital balances and term deposit amounts. Interest revenue is higher than for the period last year due to higher average cash holdings for the period in 2008 as a result of a successful equity raising completed in November 2007 when compared to the same period in 2007.
Foreign exchange gain is attributable to positive exchange rate movements during the period due to the effect of higher average cash holdings held by the Company combined with the strengthening of the Canadian Dollar against the United States Dollar. The majority of the Company's cash balances during the 2008 and 2007 financial years have been denominated in Canadian Dollars. The percentage appreciation of the Canadian Dollar through 2007 was higher than in 2008.
General and administration expenses for 2008 are higher compared to same period in 2007 due to marginal increases in consultants, stock exchange listing fees, share registry fees, investor relations, employee salaries and travel expenses. In addition a once off non-recurring entry of $926,436 for project finance and due diligence fees was charged to the income statement when the Company did not proceed with external project debt finance for the Sukari Gold Project.
Share based payments have decreased in the 2008 year compared to the 2007 year due to a reduction in the number of options and warrants granted and a reduction in the volatility index used to value them. Share based payments reported relate to the requirement to recognise the cost of granting options (or warrants) to directors, company executives and employees under the Employee Share Option Plan or for payment for services done under a contractual arrangement which are subsequently approved at a general meeting of the Company's shareholders. Recognition of the cost is done under Australia Accounting Standards over the option (or warrant) vesting period.
The profit after tax of the consolidated entity for the twelve months ended 30 June 2008 was $4,203,119 and is a significant reduction on the 30 June 2007 profit figure primarily due to the reduction in foreign exchange gain received during the year.
Consolidated Balance Sheets
|
Year ended 30 June 2008 |
Year ended 30 June 2007 |
Year ended 30 June 2006 |
|
$ |
$ |
$ |
|
|
|
|
Total current assets |
185,529,305 |
136,735,715 |
44,755,621 |
Total non-current assets |
174,967,885 |
81,982,698 |
34,682,844 |
Total assets |
360,497,190 |
218,718,413 |
79,438,465 |
|
|
|
|
Total current liabilities |
6,868,124 |
6,367,969 |
987,590 |
Total non-current liabilities |
672,236 |
150,000 |
150,000 |
Total liabilities |
7,540,360 |
6,517,969 |
1,137,590 |
|
|
|
|
Net assets |
352,956,830 |
212,200,444 |
78,300,875 |
Current assets for the 2008 year have been impacted by the equity raising successfully completed in November 2007 and corporate, exploration and Sukari project cash outflows during the period. Under the terms of the equity raising an aggregate of 112,000,000 special warrants were issued and sold at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000. Net expenditure incurred on the Sukari project during the year totalling $83,746,720 has been capitalised in the non-current assets section of the balance sheet.
Non-current assets have increased to $174,967,885 at 30 June 2008 as a result of net expenditure incurred for construction and development related to the Sukari project and for ongoing exploration resource drilling at Sukari. The Company's accounting policy is to capitalise expenditure of this nature under the category of Exploration, Evaluation & Development.
Current liabilities have increased marginally to $6,868,124 at 30 June 2008 compared to the same period last year.
Non-current liabilities as at 30 June 2008 have increased from that reported last financial year end due to the inclusion of a provision for restoration and rehabilitation of $522,236. The amount of US$150,000 appearing in non-current liabilities of the consolidated balance sheet represents an unsecured loan payable 14 days after commencement of commercial production at the Sukari project to Egyptian Mineral Commodities, a company which Mr S El-Raghy has a financial interest in.
Consolidated Statement of Changes in Equity
|
Year ended 30 June 2008 |
Year ended 30 June 2007 |
|
$ |
$ |
|
|
|
Total equity at beginning of period |
212,200,444 |
78,300,875 |
Movement in issued equity |
135,032,772 |
123,695,388 |
Movement in reserves |
1,520,495 |
3,319,754 |
Profit for the period |
4,203,119 |
6,884,427 |
|
|
|
Total equity at end of period |
352,956,830 |
212,200,444 |
Issued equity has increased during the 2008 year have been impacted by the equity raising successfully completed in November 2007 and the exercising of employee options previously granted under the employee share options scheme. Under the terms of the equity raising an aggregate of 112,000,000 special warrants were issued and sold at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000.
Reserves have increased due to the effect of expensing share based option payments.
Profit for the year ended 30 June 2008 is analysed under the section Consolidated Income Statement.
Consolidated Cashflow Statements
|
Year ended 30 June 2008 |
Year ended 30 June 2007 |
|
$ |
$ |
|
|
|
Net cash flow from operating activities |
(9,250,657) |
(10,339,456) |
Net cash flow from investing activities |
(83,297,435) |
(30,881,828) |
Net cash flow from financing activities |
134,522,795 |
123,780,223 |
Net increase in cash and cash equivalents |
41,974,703 |
82,558,939 |
|
|
|
Cash and cash equivalents at the beginning of the financial period |
136,501,015 |
44,513,500 |
|
|
|
Effects of exchange rate changes |
3,852,886 |
9,428,576 |
Cash and cash equivalents at the end of the financial period |
182,328,604 |
136,501,015 |
The net cash flow from operating activities for the year ended 30 June 2008 of ($9,250,657) is attributable to payments for exploration expenditure of $11,404,980, and corporate salary and wage, corporate administration and compliance related costs offset by interest revenue received.
The net cash flow from investing activities for the year ended 30 June 2008 of ($83,297,435) is attributable to Sukari development expenditure which includes acquisition of mining fleet, preproduction overhead and materials cost.
The net cash flow from financing activities for the year ended 30 June 2008 of $134,522,795 is attributable to equity raised during November 2007, offset by costs of equity raising, and the conversion of employee share options.
SELECTED QUARTERLY INFORMATION
The following table sets out selected financial information for and as of the end of the quarterly periods as shown in the table. Information for the quarter ended 30 June 2008 is derived from management-prepared unaudited financial statements of the Company.
Three months ended |
30 Jun 08 |
31 Mar 08 |
31 Dec 07 |
30 Sep 07 |
30 Jun 07 |
31 Mar 07 |
Total revenue |
887,413 |
2,611,380 |
1,977,347 |
1,514,678 |
1,385,704 |
380,500 |
Net income (loss) |
2,971,221 |
(4,430,139) |
132,162 |
5,529,875 |
8,014,922 |
(1,164,462) |
Net income (loss) c.p.s ** |
0.363 |
(0.553) |
0.017 |
0.732 |
1.294 |
(0.091) |
Net income (loss) c.p.s - diluted |
0.360 |
(0.553) |
0.017 |
0.711 |
1.277 |
(0.091) |
Net assets |
352,956,830 |
348,960,052 |
352,273,447 |
218,586,092 |
212,200,444 |
77,313,763 |
** Cents per share
Revenue for the three months ended 30 June 2008 comprises interest revenue applicable on the Company's available cash and working capital balances and term deposit amounts. The amount reported in the June quarter is significantly lower than the March quarter reflecting lower short term interest rates received, a reduction in the closing cash balance and an error in the calculation of interest revenue for the March quarter which was corrected in the June quarter.
Net income for the three months ended 30 June 2008 is a significant improvement against the March quarter and is primarily due to the positive effect of foreign exchange gains received during the quarter.
LIQUIDITY AND CAPITAL RESOURCES
At 30 June 2008, the Company had cash and cash equivalents of $182,328,604 as compared to working capital of $136,501,015 at 30 June 2007. Of this amount $177,117,236 has been invested in short term commercial banks bills and term deposits.
The increase in cash position is due to the proceeds from the special warrants issue successfully completed in November 2007 where an aggregate of 112,000,000 special warrants were issued and sold at a price of C$1.20 per special warrant for aggregate gross proceeds of C$134,400,000.
Application of the special warrants proceeds has been directed towards expenditure incurred for construction and development related to the Sukari project and for ongoing exploration resource drilling at Sukari. The Company's accounting policy is to capitalise expenditure of this nature under the category of Exploration, Evaluation & Development. Net development expenditure related to the Sukari project incurred during the 2008 year was $83,746,720. Exploration expenditures incurred and capitalised during the 2008 year for Sukari was $11,607,868.
The following is a summary of the Company's outstanding commitments as at 30 June 2008:
Payments due |
Total A$ |
Less than 1 year A$ |
1 to 5 years A$ |
After 5 years A$ |
|
|
|
|
|
Employee entitlements |
737,192 |
737,192 |
- |
- |
Creditors |
6,359,299 |
5,687,063 |
150,000 |
522,236 |
Current tax liabilities |
443,869 |
443,869 |
|
|
Total commitments |
7,540,360 |
6,868,124 |
150,000 |
522,236 |
The Company's financial commitments are limited to controllable discretionary spending on work programmes at the Sukari Project, administration expenditure at the Egyptian and Australia office locations and for general working capital purposes.
Other than described above the company has no other off balance sheet arrangements.
OUTSTANDING SHARE INFORMATION
As at 22 September 2008, the Company had 878,519,163 fully paid ordinary shares issued and outstanding. The following table sets out the fully paid ordinary shares issuable under the Employee Share Option Plan and Warrants issued:
As at 22 September 2008 |
Number |
|
|
Shares on Issue |
878,519,163 |
Options issued but not exercised |
10,935,000 |
Warrants issued but not exercised |
9,607,260 |
|
899,061,423 |
SEGMENT DISCLOSURE
The Company is engaged in the business of exploration for precious and base metals only, which is characterised as one business segment only.
SIGNIFICANT ACCOUNTING ESTIMATES
In the application of the Group's accounting policies, which are described in Note 3, management is required to make judgements, estimates, and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The following are the critical judgements that management has made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements:
Impairment of Inter Company Loans
The Company made loans and advances to its subsidiaries as detailed in Note 9 to the financial statements. These loans and advances were established for the purpose of routing funds out of Australia to fund exploration and resource development in Egypt. The recovery of these loans and advances is entirely dependent upon returns from the successful development of mining operations in Egypt or from surpluses from the sale of either the subsidiary companies or their projects.
Recovery of Capitalised Exploration Evaluation and Development Expenditure
The Company capitalises exploration, evaluation and development expenditure incurred on ongoing projects. The recoverability of this capitalised exploration expenditure is entirely dependent upon returns from the successful development of mining operations or from surpluses from the sale of the projects or the subsidiary companies that control the projects. At the point that it is determined that any capitalised exploration expenditure is definitely not recoverable, it is written off.
INTERNAL CONTROLS
Disclosure controls and procedures are designed to provide reasonable assurance that all relevant information is gathered and reported to management, including the CEO and CFO, on a timely basis so that appropriate decisions can be made regarding public disclosure. Management, with the participation of the certifying officers, has evaluated the effectiveness of the design and operation, as of 30 June 2008, of the Company's disclosure controls and procedures (as defined by the Canadian Securities Administrators). Based on that evaluation, the certifying officers have concluded that such disclosure controls and procedures are effective and designed to ensure that material information relating to the Company and its subsidiaries is known to them by others within those entities.
Internal controls over financial reporting are designed to provide reasonable assurance regarding the reliability of our financial reporting and compliance with Canadian generally accepted accounting principles in our financial statements. Management has evaluated the design of internal control over financial reporting and has concluded that such internal controls over financial reporting are designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in Canada. In addition, there have been no changes in the Company's internal control over financial reporting during the year ended 30 June 2008 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
FINANCIAL INSTRUMENTS
At 30 June 2008, the Company has exposure to interest rate risk which is limited to the floating market rate for cash.
The Company does not have foreign currency risk for non-monetary assets and liabilities of the Egyptian operations as these are deemed to have a functional currency of United States dollars. The Company has no significant monetary foreign currency assets and liabilities apart from Canadian dollar and United States dollar cash term deposits which are held for the purposes of funding a portion of the mine construction for the Sukari Project.
The Company currently does not engage in any hedging or derivative transactions to manage interest rate or foreign currency risks.
FOREIGN INVESTMENT IN EGYPT
Foreign investments in the petroleum and mining sectors in Egypt are governed by individual production sharing agreements (concession agreements) between foreign companies and the Ministry for Petroleum and Mineral Resources or EMRA (as the case may be) and are individual Acts of Parliament.
Title, exploitation and development rights to the Sukari Project are granted under the terms of the Concession Agreement promulgated as Law No. 222 of 1994, signed on 29 January 1995 and effective from 13 June 1995. The Concession Agreement was issued by way of Presidential Decree after the approval of the People's Assembly in accordance with the Egyptian Constitution and Law No. 61 of 1958. The Concession Agreement was issued in accordance with the Egyptian Mines and Quarries Law No. 86 of 1956 which allows for the Ministry to grant the right to parties to explore and mine for minerals in Egypt.
While the Company will be the first foreign company to develop a modern large-scale gold mine in Egypt there is significant foreign investment in the petroleum sector. Several large multinational oil and gas companies operate successfully in Egypt, some of which have long histories in the country and have dedicated significant amounts of capital. The Company believes that the successful track record of foreign investment established by these companies in the petroleum sector is an important indication of the ability of foreign companies to attract financing and receive development approvals for the construction of major projects in Egypt.
OVERVIEW OF SUKARI CONCESSION AGREEMENT
Pharaoh Gold Mines NL ('PGM') a 100% wholly owned subsidiary of the Company, EGSMA (now the Egyptian Mineral Resource Authority, or 'EMRA') and the Arab Republic of Egypt ('ARE') entered into the Concession Agreement dated 29 January 1995, granting PGM and EMRA the right to explore, develop, mine and sell gold and associated minerals in specific concession areas located in the Eastern Desert of Egypt identified in the Concession Agreement. The Concession Agreement came into effect under Egyptian law on 13 June 1995.
The initial term of the Concession Agreement was for one year and was extended by the parties for three two-year periods in accordance with its terms.
In accordance with the terms of the Concession Agreement, PGM undertook a feasibility study to support its application to EMRA for a 'Commercial Discovery' (within the meaning of the Concession Agreement) with respect to the Sukari Project. On 09 November 2001, EMRA notified PGM that the feasibility submission had demonstrated that a Commercial Discovery had been made at the Sukari Project. As a result, the Concession Agreement was converted from exploration to exploitation status and PGM, together with EMRA, were granted an Exploitation Lease over 160 km2 surrounding the Sukari Project site. The Exploitation Lease was signed by PGM, EMRA and the Egyptian Minister of Petroleum and gives tenure for a period of 30 years, commencing 24 May 2005 and extendable by PGM for an additional 30 years upon PGM providing reasonable commercial justification. The Exploitation Lease will lapse if production of gold is not achieved within five years of the signing date.
Following demonstration of a Commercial Discovery, PGM and EMRA were required to establish an operating company owned 50% by each party (the 'Operating Company').The Operating Company, named Sukari Gold Mining Company, was incorporated under the laws of Egypt on 27 March 2006. The Operating Company was formed to conduct exploration, development, exploitation and marketing operations in accordance with the Concession Agreement. The registered office of the Operating Company is at 361 El-Horreya Road, Sedi Gaber, Alexandria, Egypt.
The ARE is entitled to a royalty of 3% of net sales revenue from the sale of gold and associated minerals from the Sukari Project, payable in cash in each calendar half year. Net sales revenue is calculated by deducting from sales revenue all shipping, insurance, smelting and refining costs, delivery costs not payable by customers, all commercial discounts and all penalties (relating to the quality of gold and associated minerals shipped).
Under the Concession Agreement, PGM solely funds the Operating Company but is entitled to recover the following costs and expenses payable from sales revenue (excluding the royalty payable to ARE):
all current operating expenses incurred and paid after the initial commercial production;
exploration costs, including those accumulated to the commencement of commercial production (at the rate of 33.3% per annum); and
exploitation capital costs, including those accumulated prior to the commencement of commercial production (at the rate of 33.3% per annum).
Recovery of capital costs shall include interest on a maximum of 50% of investment borrowed from financial institutions not affiliated with PGM provided that PGM shall use best efforts to obtain the most favourable rate of interest, not to exceed LIBOR + 1%. If costs recoverable by PGM exceed the sales revenue (excluding any royalty payable to ARE) in any financial year, the excess is carried forward for recovery in the next financial year or years until fully recovered, but in no case after the termination of the Concession Agreement.
After deduction of the royalty payments and recoverable expenses by PGM, the remainder of the sales revenue from the Sukari Project will be shared equally by PGM and EMRA except that for the first and second years in which there are net proceeds for the entire year, an additional 10% of such proceeds will be paid to PGM as an incentive (i.e. 60% to PGM and 40% to EMRA), and for each of the next two years in which there are net proceeds for the entire year, an additional 5% of such proceeds will be paid to PGM (i.e. 55% to PGM and 45% to EMRA).
In addition, under the Concession Agreement, certain tax exemptions have been granted, including the following:
commencing on the date of commercial production, PGM will be entitled to a 15 year exemption from any taxes imposed by the Egyptian government. The parties intend that the Operating Company will in due course file an application to extend the tax-free period for a further 15 years. The extension of tax-free period requires that certain activities in remote areas of the lands under the Concession Area have been programmed and agreed by all parties;
PGM, EMRA and the Operating Company are exempt from custom taxes and duties with respect to the importation of machinery, equipment and consumable items required for the purpose of exploration and mining activities at the Sukari Project;
PGM, EMRA, the Operating Company and their respective buyers will be exempt from any duties or taxes on the export of gold and associated minerals produced from the Sukari Project;
PGM will at all times be free to transfer in US dollars or other freely convertible foreign currency any cash of PGM representing its share of net proceeds and recovery of costs, without any Egyptian government limitation, tax or duty; and
PGM's contractors and sub-contractors are entitled to import machinery, equipment and consumable items under the 'Temporary Release System' which provides exemption from Egyptian customs duty.
Under the Concession Agreement, all land in the Sukari Project shall be the property of EMRA as soon as it is purchased. The title to the fixed and movable assets are to be transferred by PGM to EMRA as soon as their costs are recovered by PGM, with PGM being entitled to use all fixed and movable assets during the term of the Exploitation Lease and any extensions thereof.
In case of national emergency, due to war or imminent expectation of war or internal causes, ARE may requisition all or part of the production from the areas that are the subject of the Concession Agreement, and require the Operating Company to increase production to the utmost extent. ARE may also requisition the mine itself and, if necessary, related facilities. In the event of any requisition, ARE must indemnify EMRA and PGM for the period during which the requisition is maintained.
ARE has the right to terminate the Concession Agreement in the following circumstances:
PGM has knowingly submitted any material false statements to the Egyptian government;
PGM assigns any interest to any unrelated party without the written consent of the Egyptian government;
PGM does not comply with any final decision reached as a result of provisions in the Concession Agreement with respect to disputes and arbitration;
PGM intentionally extracts any mineral other than gold and associated minerals authorized by the Concession Agreement without the approval of the Egyptian government; or
PGM commits any material breach of the Concession Agreement.
If the Egyptian government deems that any one of the foregoing causes exists, the government is required to give PGM 90 days' notice to remedy the defaults. If the default remains unremedied at the expiration of the grace period, the Egyptian government may terminate the Concession Agreement.
RISKS AND UNCERTAINTIES
The operations of the Company are speculative due to the high risk nature of its business which includes the acquisition, financing, exploration, development and operation of mining properties. These risk factors could materially affect the Company's future operations and could cause actual events to differ materially from those described in forward-looking statements relating to the Company.
Calculation of Mineralisation, Resources and Reserves
There is a degree of uncertainty attributable to the calculation of mineralisation, resources and reserves and corresponding grades being mined or dedicated to future production. Until reserves or mineralisation are actually mined and processed, the quantity of mineralisation and reserve grades must be considered estimates only. In addition, the quantity of reserves and mineralisation may vary depending on commodity prices. Any material change in quantity of reserves, mineralisation, grade or stripping ratio may affect the economic viability of a project. In addition, there can be no assurance that recoveries from laboratory tests will be duplicated in tests under on-site conditions or during production.
Infrastructure
Mining, processing, development and exploration activities depend, to one degree or another, on adequate infrastructure. Reliable roads, bridges and port facilities are important determinants that affect capital and operating costs. Unusual or infrequent weather phenomena, sabotage, government or other interference in the maintenance or provision of such infrastructure could adversely affect the Company's activities and profitability.
Title Matters
Any changes in the laws of Egypt relating to mining could materially affect the rights and title to the interests held there by the Company. No assurance can be given that applicable governments will not revoke or significantly alter the conditions of the applicable exploration and mining authorizations nor that such exploration and mining authorizations will not be challenged or impugned by third parties.
Mineral Prices
Factors such as inflation, foreign currency fluctuation, interest rates, supply and demand and industrial disruption have an adverse impact on operating costs, commodity prices and stock market prices and on the Company's ability to fund its activities. The Company's possible revenues and share price can be affected by these and other factors which are beyond the control of the Company. The market price of minerals, including industrial minerals, is volatile and cannot be controlled. The Company's ongoing operations are influenced by fluctuation in the world gold price. If the price of gold or other minerals should drop significantly, the economic prospects of the Company's current project could be significantly reduced or rendered uneconomic. There is no assurance that, even if commercial quantities of ore are discovered, a profitable market will continue to exist for the sale of products from that ore. Factors beyond the control of the Company may affect the marketability of any minerals discovered. Mineral prices have fluctuated widely, particularly in recent years. The marketability of minerals is also affected by numerous other factors beyond the control of the Company, including government regulations relating to royalties, allowable production and importing and exporting of minerals, the effect of which cannot be accurately predicted.
Funding Requirements
Mining exploration and development involves financial risk and capital investment. The capital development of the Sukari Gold Project and the continuance of the Company's development and exploration activities depend upon the Company's ability to generate positive cash flows, obtain financing through the joint venturing of projects, private and public equity project financing, debt and/or other means. There is no assurance that the Company will be successful in obtaining additional financing on a timely basis, or at all.
Uninsured Risks
The mining business is subject to a number of risks and hazards including environmental hazards, industrial accidents, labour disputes, encountering unusual or unexpected geologic formations or other geological or grade problems, encountering unanticipated ground or water conditions, cave-ins, pit wall failures, flooding, rock bursts, periodic interruptions due to inclement or hazardous weather conditions and other acts of God. Such risks could result in damage to, or destruction of, mineral properties or facilities, personal injury or death, environmental damage, delays in mining, monetary losses and possible legal liability. The Company maintains insurance against certain risks associated with its business in amounts that it believes to be reasonable. Such insurance, however, contains exclusions and limitations on coverage. There can be no assurance that such insurance will continue to be available, will be available at economically acceptable premiums or will be adequate to cover any resulting claim.
Foreign Operations
Operations, development and exploration activities carried out by the Company are or may be affected to varying degrees by taxes and government regulations relating to such matters as environmental protection, land use, water use, health, safety, labor, restrictions on production, price controls, currency remittance, maintenance of mineral rights, mineral tenure, and expropriation of property. There is no assurance that future changes in taxes or such regulation in the various jurisdictions in which the Company operates will not adversely affect the Company's operations. Industrial disruptions, work stoppages and accidents in the course of the Company's operations can result in future production losses and delays, which may adversely affect future profitability. The Company's principal asset is held outside of Australia in Egypt, North Africa. Although the operating environment in Egypt is considered favorable compared to that in other developing countries there are still political risks. The risks include, but are not limited to, terrorism, hostage taking, military repression, expropriation, extreme fluctuations in currency exchange rates, high rates of inflation and labor unrest. Changes in mining or investment policies or shifts in political attitudes may also adversely affect the Company's business. Operations may be affected in varying degrees by government regulations with respect to, but not limited to, restrictions on production, price controls, export controls, currency remittance, income taxes, maintenance of claims, environmental legislation, expropriation of property, land use, land claims of local people, water use and safety. The effect of these factors cannot be accurately predicted.
Exploration and Development Risks
The successful exploration and development of mineral properties is speculative and subject to a number of uncertainties which even a combination of careful evaluation, experience and knowledge may not eliminate. There is no certainty that the expenditures made or to be made by the Company in the exploration and development of its mineral properties or properties in which it has an interest will result in the discovery of mineralized materials in commercial quantities. Most exploration projects do not result in the discovery of commercially mineable deposits. While discovery of a base metal or precious metal bearing structure may result in substantial rewards, few properties that are explored are ultimately developed into producing mines. Major expenses may be required to establish reserves by drilling and to construct mining and processing facilities at a site. It is impossible to ensure that exploration programs carried out by the Company will result in profitable commercial mining operations. The Company's operations are subject to all of the hazards and risks normally incident to mineral exploration, mine development and operation, any of which could result in damage to life or property, environmental damage and possible legal liability for any or all damage. Hazards such as unusual or unexpected formations, pressures or other conditions may also be encountered.
Environmental and Other Regulatory Requirements
The current or future operations of the Company, including development activities and, if warranted, commencement of production on properties in which it has an interest, require permits from various governmental authorities, and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labour standards, occupational health and safety, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. Companies engaged in the development and operation of mines and related facilities generally experience increased costs and delays in production and other schedules as a result of the need to comply with applicable laws, regulations and permits. The Company believes it is in substantial compliance with all material laws and regulations that currently apply to its activities. However, there can be no assurance that all permits which the Company may require for the conduct of mineral exploration and development can be obtained or maintained on reasonable terms or that such laws and regulations would not have an adverse effect on any such mineral exploration or development which the Company might undertake. Amendments to current laws, regulations and permits governing operations and activities of mineral exploration companies, or more stringent interpretation, implementation or enforcement thereof, could have a material adverse impact on the Company.
Mining and Investment Policies
Changes in mining or investment policies or shifts in political attitude may adversely affect the Company's business. Operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, income taxes, expropriation of property, maintenance of claims, environmental legislation, land use, land claims of local people, water use and safety regulations. The effect of these factors cannot be accurately predicted.
Hedging and Foreign Exchange
While hedging of commodity prices and exchange rates is possible, there is no guarantee that appropriate hedging will be available at an acceptable cost should the Company choose or need to enter into these types of transactions.
RELATED PARTY TRANSACTIONS
The related party transactions for financial year ended 30 June 2008 are summarised below:
Mr S El-Raghy and Mr J El-Raghy are also directors and shareholders of El-Raghy Kriewaldt Pty Ltd ('El-Raghy Kriewaldt'). El-Raghy Kriewaldt provides office premises to the Company. All dealings with El-Raghy Kriewaldt are in the ordinary course of business and on normal terms and conditions. Rent and office outgoings paid to El-Raghy Kriewaldt during the year were A$62,118 (2007: A$56,384).
Mr S El-Raghy provides office premises in Alexandria, Egypt to the Company. All dealings with Mr S El-Raghy are in the ordinary course of business and on normal terms and conditions. Rent and office outgoings paid to Mr S El-Raghy during the year were GBP7,800 (2007: GBP7,800).
A director of the Company, Mr C Cowden has an interest as a director and shareholder of Cowden Limited, Insurance Brokers. This Company provides insurance broking services to the Company. All dealings with this Company are in the ordinary course of business and on normal terms and conditions. Cowden Limited was paid A$32,994 during the year (2007: A$20,708) for these services. In addition, amounts of A$203,259 (2007: A$114,109) were paid to Cowden Limited to be passed on to underwriters for premiums during the year.
A director of the Company, Mr G B Speechly is also a director and shareholder of Speechly Mining Pty Ltd, a mining consultancy company. During the financial year, invoices totalling A$91,881 (2007: Nil) were paid to Speechly Mining Pty Ltd for work on the Sukari underground potential.
For further details of the related party transactions see Note 31 of the Notes to Financial Statements.
SUBSEQUENT EVENTS
Other than as set out above there has not risen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely in the opinion of the Directors of the Company to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial years.
|
Deloitte Touche Tohmatsu |
|
Woodside Plaza |
The Board of Directors Centamin Egypt Limited 57 Kishorn Road Mt Pleasant WA 6153 |
DX 206 |
22 September 2008
Dear Board Members
Centamin Egypt Limited
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Centamin Egypt Limited.
As lead audit partner for the audit of the financial statements of Centamin Egypt Limited for the financial year ended 30 June 2008, I declare that to the best of my knowledge and belief, there have been no contraventions of:
Yours sincerely
DELOITTE TOUCHE TOHMATSU
Keith Jones
Partner
Chartered Accountants
http://www.rns-pdf.londonstockexchange.com/rns/0346E_16-2008-9-22.pdf
CORPORATE GOVERNANCE STATEMENT
The Board of Directors of Centamin Egypt Limited is responsible for the corporate governance of the consolidated entity. The Board guides and monitors the business and affairs of Centamin Egypt Limited on behalf of the shareholders by whom they are elected and to whom they are accountable.
To ensure the Board is well equipped to discharge its responsibilities, it has established guidelines for the nomination and selection of Directors, and for the operation of the Board.
Unless disclosed below, the best practice recommendations of both the ASX Corporate Governance Council, the AIM Rules for Companies (The Alternative Investment Market of the London Stock Exchange), the Combined Code On Corporate Governance and the best practice recommendations of the Toronto Stock Exchange and those prescribed under National Policy 58-201 -Corporate Governance Guidelines ('NP 58-201') have been applied for the entire financial year ended 30 June 2008. Where there has been any variation from the recommendations it is because the Board believes that the Company is not as yet of a size, nor are its financial affairs of such complexity to justify some of those recommendations and as such those practices continue to be the subject of the scrutiny of the full Board.
The Company is in the process of reviewing the Corporate Governance policies to ensure compliance with the ASX Corporate Governance Principles and Recommendations 2nd Edition, as well as the Combined Code on Corporate Governance and National Policy 58-201 - Corporate Governance Guidelines. Upon the completion of this review and subsequent Board approval of the new and amended policies and charters, it is anticipated that the Company will create a separate 'Corporate Governance' section on the Company's website.
Board Composition:
The Board comprises eight Directors, of whom the Chairman, the Managing Director/CEO and the Executive Director of Operations are the only Executive Directors. Both the ASX Listing Rules, the Combined Code on Corporate Governance and NP 58-201 favour that the Chairman be an independent Director, however as Mr Sami El-Raghy has been primarily based in Egypt during this stage of the Company's development, where his knowledge of the Company's projects, the Egyptian language, culture and government contacts are invaluable, the Board believe that his role and status be both as an Executive and as Chairman.
The skills, experience and expertise relevant to the position of each Director who is in office at the date of the annual report, their attendances at meetings and their term of office are detailed in the Directors' Report. The majority of the Board are independent Directors, the names of the Directors of the Company in office at the date of this statement are:
Name |
Position |
Committees |
Sami El-Raghy |
Chairman - Executive Director |
- |
Josef El-Raghy |
Managing Director/CEO |
- |
Trevor Schultz |
Executive Director of Operations |
- |
Colin N Cowden |
Independent Director |
Audit Committee Remuneration Committee |
G Brian Speechly |
Independent Director |
- |
Thomas G Elder |
Independent Director |
Remuneration Committee Compliance/Corporate Governance Committee |
H Stuart Bottomley |
Independent Director |
Audit Committee Compliance/Corporate Governance Committee |
G Robert T Bowker |
Independent Director |
Audit Committee Remuneration Committee Compliance/Corporate Governance Committee |
When determining whether a Director is independent, the Board has determined that the Director must not be an Executive and:
is not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company;
within the last three years has not been employed in an executive capacity by the Company or another group member, or been a Director after ceasing to hold any such employment;
within the last three years has not been a principal or employee of a material professional adviser or a material consultant to the Company or another group member, or an employee materially associated with the service provided;
is not a material supplier or customer of the Company or other group member, or an officer of or otherwise associated directly or indirectly with a significant supplier or customer;
has no material contractual relationship with the Company or Group other than as a Director of the Company;
is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director's ability to act in the best interests of the Company.
Independent Directors have the right to seek independent professional advice in the furtherance of their duties as Directors, at the Company's expense. Written approval must be obtained from the Managing Director prior to incurring expenses on behalf of the Company.
S El-Raghy, J El-Raghy, C Cowden and G B Speechly are also Directors of the wholly owned subsidiary companies, Pharaoh Gold Mines NL, Viking Resources Ltd, and North African Resources NL. J El-Raghy and T Elder are also Directors of the subsidiary Company, Centamin Limited.
The Board and Board Nominations:
The Company does not presently operate a nomination committee however as the Company approaches the development of the Sukari project and as it shifts its corporate profile increasingly towards the capital markets of Europe, the Board is establishing guidelines for the future nomination and selection of potential new directors. In the interim, the full Board (subject to members voting rights in general meeting) is responsible for selection of new members and has regard to a candidate's experience and competence in areas such as mining, exploration, geology, finance and administration that can assist the Company in meeting its corporate objectives and plans.
Under the Company's Constitution:
the maximum number of Directors on the Board is ten;
a Director (other than the Managing Director) may not retain office for more than three years without submitting for re-election; and
at the Annual General Meeting each year effectively one third of the Directors in office (other than the Managing Director) retire by rotation and must seek re-election by shareholders.
Meetings of Independent Directors:
The independent directors do not hold regularly scheduled meetings at which non-independent directors and members of management are not in attendance. Although the Corporation has not implemented formal structures or procedures for the independent functioning of the board of directors, the board of directors believes that it operates independently of management. Individual directors may engage outside advisors at the expense of the Corporation upon approval by the board of directors in appropriate circumstances.
Position Descriptions:
The board of directors has not developed written position descriptions for the Chairman of the board of directors, the Chair of each board committee or the Chief Executive Officer.
Orientation and Continuing Education:
The Corporation does not provide a formal orientation or education program for new directors; however, new board members receive an orientation package which includes reports on operations and results and public disclosure filings by the Corporation. Board of directors' meetings is combined with presentations by the Corporation's management and employees to give the directors additional insight into the Corporation's business. In addition, management of the Corporation makes itself available for discussion with all members of the board of directors.
Securities Trading Policy:
The Company has not as yet adopted a formal securities trading policy however the Directors and employees are restricted from acting on material information until it has been released to the market in accordance with the ASX requirements of continuous disclosure. Furthermore the ability of Directors and certain employees of AIM listed companies to deal in the Company's securities is restricted in a number of ways, by statute, common law and by Rule 21 of the AIM Rules. This rule imposes restrictions beyond those imposed by law in that the Directors and certain employees and persons connected with them do not abuse and do not place themselves under suspicion of abusing price-sensitive information that they have or are thought to have, especially in periods leading up to announcement of results (close periods).
Remuneration Committee and Policies:
The Remuneration Committee comprises Dr Tom Elder (Chairman), Mr Colin Cowden and Professor Robert Bowker, all independent Directors.
All compensation arrangements for Directors and Senior Executives are determined by the Remuneration Committee and approved by the Board, after taking into account the current competitive rates prevailing in the market.
The amount of remuneration for all Directors including the full remuneration packages, comprising all monetary and non-monetary components of the Executive Directors and Executives, are detailed in the Directors' Report.
All Executives receive base salary and superannuation (if applicable) and in some cases, performance incentives and fringe benefits. Executives and staff, if invited by the Board of Directors, may participate in the Employee Option Plan. These packages are reviewed on an ongoing basis and in some cases are reviewed against predetermined performance criteria.
All remuneration paid to executives is valued at the cost to the Company and is measured in accordance with the applicable accounting standards. Shares issued 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-Scholes methodology.
The Board expects that the remuneration structure that is implemented will result in the Company being able to attract and retain the best Executives to manage the economic entity. It will also provide the Executives with the necessary incentives to work to grow long-term shareholder value.
The Board can exercise its discretion in relation to approving incentives, bonuses and options and can recommend changes to the Committee's recommendations.
There are no schemes for retirement benefits other than statutory superannuation for independent Directors.
External auditors:
The auditors of the Company, Deloitte Touche Tohmatsu ('Deloitte'), have open access to the Board of Directors at all times. Deloitte have audited the Company and its subsidiaries for a number of years and have adopted a policy of rotating audit partners every five years. The last rotation of the audit partner occurred during the financial year ended 30 June 2003.
Deloitte do attend the Company's Annual General Meeting and it is consistent with their current business practice, and is in accordance with s250RA of the Corporations Act 2001.
Audit Committee:
The Audit Committee comprises Mr Colin Cowden (Chairman), Mr Stuart Bottomley and Professor Robert Bowker, all independent Directors of the Company.
The Company has a duly constituted Audit Committee which comprises two Australia based independent Directors and one UK resident director whose names, qualifications and attendances are included in the Directors' Report. The responsibilities of the Audit Committee are laid out in its Charter, and amongst other things, includes the responsibility to ensure that an effective internal control framework exists within the entity, and to produce quarterly, half yearly and annual financial statements. This includes the safeguarding of assets, the maintenance of proper accounting records, and the reliability of financial information as well as non-financial considerations. A copy of the charter is available by request.
Compliance/Corporate Governance Committee:
The Compliance/Corporate Governance Committee was established on 28 May 2008, and comprises Mr Stuart Bottomley (Chairman), Professor Robert Bowker and Dr Tom Elder.
The Committee shall assist the Board in fulfilling its fiduciary responsibilities by making recommendations to the Board with respect to the formulation or re-formulation of and implementation, maintenance and monitoring of the Company's Corporate Compliance Program and Code of Conduct as may be modified, supplemented or replaced from time to time, designed to ensure compliance with Corporate policies and legal rules and regulations. Fundamental to the Company's corporate governance policy and practice is that all directors and employees reflect Centamin's key values of accountability, fairness, integrity and openness. The Committee shall oversee the Company's activities in the area of corporate compliance that may impact the Company's business operations or public image, in light of applicable government and industry standards, legal and business trends and public policy issues. It will pay particular attention to health and safety, environmental, archaeological and social responsibility issues addressed by the Company.
Mandate of the Board of Directors:
The board of directors supervises the management of the business and affairs of the Corporation. The board of directors assumes responsibility for the stewardship of the Corporation, including the areas described below:
Strategic Planning: The board of directors regularly reviews and approves strategic plans and initiatives of the Corporation at board of directors meetings, and otherwise as required.
Risk Assessment: The board of directors has primary responsibility to identify principal risks in the Corporation's business and ensure the implementation of appropriate systems to manage these risks. See 'Managing Risks' below.
Succession Planning: The board of directors is responsible for succession planning, including the appointment, training and monitoring of senior management.
Communications: The board of directors oversees the Corporation's public communications with shareholders and others interested in the Corporation.
Internal Controls: The board of directors and the audit committee of the board of directors oversees the Corporation's internal control and management information systems.
In addition to its general oversight responsibilities, significant transactions out of the ordinary course of the Corporation's business or which may be material to the Corporation are considered and approved by the board of directors. The board of directors generally has at least six regularly scheduled meetings in each financial year. Additional meetings may be held depending upon opportunities or issues to be dealt with by the Corporation from time to time. During the financial year ended 30 June 2008, the board of directors held seven (7) meetings, and considered and passed eleven (11) circular resolutions pursuant to Clause 15.10 of the Company' Constitution.
Managing risks:
The Board meets regularly to evaluate, control, review and implement the Company's operations and objectives.
Regular controls established by the Board include:
detailed monthly financial reporting;
delegation of authority to the Managing Director to ensure approval of expenditure obligations;
implementation of operating plans, cash flows and budgets by management and Board monitoring of progress against projections; and
procedures to allow Directors, and management in the furtherance of their duties, to seek independent professional advice via the utilisation of various external technical consultants.
Though the Board does not yet have a formal policy on risk oversight and management, the Board recognises the need to identify areas of significant business risk and to develop and implement strategies to mitigate these risks.
Commitment to stakeholders & ethical standards:
The Board supports the highest standards of corporate governance and requires its members and the management and staff of the Company to act with integrity and objectivity in relation to:
Compliance with laws and regulations affecting the Company's operations;
ASX Corporate Governance, the AIM Rules for Companies, the Combined Code On Corporate Governance, and NP 58-201;
Employment practices;
Responsibilities to the community;
Responsibilities to the individual;
The environment;
Conflict of interests;
Confidentiality;
Ensure that shareholders and the financial community are at all times fully informed in accordance with the spirit and letter of the ASX's continuous disclosure requirements, the AIM Rules for Companies and the Canadian Securities Administrators' National Instrument 51-102;
Corporate opportunities or opportunities arising from these for personal gain or to compete with the Company;
Protection of and proper use of the Company's assets; and
Active promotion of ethical behaviour.
The Company has a formal Code of Conduct, which all directors, employees and contractors are required to observe, and a range of corporate policies which detail the framework for acceptable corporate behaviour. These set out the procedures that personnel are required to follow in a range of areas, including compliance with the law, dealing with conflicts of interest, use of knowledge and information, gifts and entertainment etc. The Company's policy is reviewed periodically. A copy of the Code of Conduct is available by request.
Monitoring of the Board's Performance and Communication to Shareholders:
In order to ensure that the Board continues to discharge its responsibilities in an appropriate manner, the performance of all Directors is constantly reviewed by the Chairman. The Company does not presently have an evaluation of the Board, and all the Board members, performed by an independent consultant.
The Board of Directors aims to ensure that the shareholders, on behalf of whom they act, are informed of all information necessary to assess the performance of the Directors. Information is communicated to the shareholders through:
the Annual Report which is distributed to all shareholders;
the availability of the Company's Quarterly Report to shareholders so requesting;
the Half-Yearly Report distributed to shareholders so requesting;
adherence to continuous disclosure requirements;
the Annual General Meeting and other meetings so called to obtain shareholder approval for Board action as appropriate; and
the provision of the Company's website containing all of the above mentioned reports and its constant update and maintenance.
The Board recognises the importance of keeping the market fully informed of the Company's activities and of communicating openly and clearly with all stakeholders. The Company has a formal Continuous Disclosure Policy in place to ensure that this occurs. A copy of this Policy is available by request. In accordance with the Policy, Company information considered to be material is announced immediately through the ASX, AIM and TSX. All key communications are placed immediately on the Company website, and when necessary, provided directly to shareholders.
Statement by the Managing Director and Chief Financial Officer
The Managing Director and Chief Financial Officer confirm to the board that the group's financial position presents a true and fair view and that the financial statements are founded on a sound system of risk management, internal compliance and control. Further, it is confirmed that the groups risk management and internal compliance is operating efficiently and effectively.
|
Deloitte Touche Tohmatsu |
Independent Auditor's Report to the Members of Centamin Egypt Limited |
Woodside Plaza |
|
DX 206 |
Report on the Financial Report
We have audited the accompanying financial report of Centamin Egypt Limited, which comprises the balance sheet as at 30 June 2008, and the income statement, cash flow statement and statement of changes in equity for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the year's end or from time to time during the financial year as set out on pages 61 to 96.
Directors' Responsibility for the Financial Report
The directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 3, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the financial statements and notes, complies 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. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial report 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 entity'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.
Auditor's Independence Declaration
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
Auditor's Opinion
In our opinion:
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 35 to 39 of the directors' report for the year ended 30 June 2008. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Auditor's Opinion
In our opinion the Remuneration Report of Centamin Egypt Limited for the year ended 30 June 2008, complies with section 300A of the Corporations Act 2001.
DELOITTE TOUCHE TOHMATSU
Keith Jones
Partner
Chartered Accountants
Perth, 22 September 2008
http://www.rns-pdf.londonstockexchange.com/rns/0346E_15-2008-9-22.pdf
DIRECTORS' DECLARATION
The directors declare that:
Signed in accordance with a resolution of the directors made pursuant to s. 295(5) of the Corporations Act 2001.
On behalf of the Directors
__________________________
Sami El-Raghy
Chairman
Perth, 22 September 2008
income STATEMENT
for the FINANCIAL YEAR ENDED 30 JUNE 2008
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
|
|
|
|
|
Revenue |
5 |
6,789,038 |
2,815,271 |
8,211,137 |
3,753,074 |
|
|
|
|
|
|
Other income |
5 |
201,780 |
443,468 |
- |
- |
|
|
|
|
|
|
Foreign exchange gain |
6 |
3,427,047 |
9,655,400 |
4,273,590 |
9,336,613 |
|
|
|
|
|
|
General and administration |
6 |
(3,431,643) |
(2,262,901) |
(3,077,627) |
(2,027,104) |
|
|
|
|
|
|
Depreciation |
6 |
(308,761) |
(384,198) |
(25,645) |
(22,813) |
|
|
|
|
|
|
Share based payments |
6 |
(2,030,473) |
(3,376,854) |
(2,030,473) |
(3,376,854) |
|
|
|
|
|
|
Profit before tax |
|
4,646,988 |
6,890,186 |
7,350,982 |
7,662,916 |
|
|
|
|
|
|
Income tax expense |
7 |
(443,869) |
- |
(488,772) |
- |
|
|
|
|
|
|
Net profit for the year |
|
4,203,119 |
6,890,186 |
6,862,210 |
7,662,916 |
|
|
|
|
|
|
Earnings Per Share: |
|
|
|
|
|
Basic (cents per share) |
25 |
0.514 |
1.113 |
|
|
Diluted (cents per share) |
25 |
0.510 |
1.097 |
|
|
Notes to the financial statements are included on pages 67 to 96
balance sheet
AS AT 30 JUNE 2008
|
Consolidated |
Company |
|||
|
Note |
2008 |
2007 |
2008 |
2007 |
|
|
$ |
$ |
$ |
$ |
CURRENT ASSETS |
|
|
|
|
|
Cash and cash equivalents |
26(a) |
182,328,604 |
136,501,015 |
154,197,815 |
132,492,403 |
Trade and other receivables |
9 |
24,753 |
86,894 |
11,831 |
29,042 |
Inventories |
10 |
2,584,430 |
140,400 |
- |
- |
Prepayments |
11 |
591,518 |
7,406 |
- |
- |
Total current assets |
|
185,529,305 |
136,735,715 |
154,209,646 |
132,521,445 |
|
|
|
|
|
|
NON-CURRENT ASSETS |
|
|
|
|
|
Trade and other receivables |
9 |
- |
- |
201,756,582 |
79,528,283 |
Plant and equipment |
12 |
37,801,586 |
12,067,244 |
37,027 |
61,401 |
Other financial assets |
13 |
- |
- |
4,501,853 |
4,501,853 |
Exploration, evaluation and development |
14 |
137,166,299 |
69,915,454 |
293,425 |
270,235 |
Total non-current assets |
|
174,967,885 |
81,982,698 |
206,588,887 |
84,361,772 |
|
|
|
|
|
|
Total assets |
|
360,497,190 |
218,718,413 |
360,798,533 |
216,883,217 |
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
Trade and other payables |
15 |
5,687,063 |
5,910,093 |
8,987 |
13,048 |
Current tax liabilities |
|
443,869 |
- |
488,772 |
- |
Provisions |
16 |
737,192 |
457,876 |
50,727 |
35,599 |
Total current liabilities |
|
6,868,124 |
6,367,969 |
548,486 |
48,647 |
|
|
|
|
|
|
NON-CURRENT LIABILITIES |
|
|
|
|
|
Trade and other payables |
15 |
150,000 |
150,000 |
- |
- |
Provisions |
16 |
522,236 |
- |
- |
- |
Total non-current liabilities |
|
672,236 |
150,000 |
- |
- |
|
|
|
|
|
|
Total liabilities |
|
7,540,360 |
6,517,969 |
548,486 |
48,647 |
|
|
|
|
|
|
Net assets |
|
352,956,830 |
212,200,444 |
360,250,047 |
216,834,570 |
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
Issued capital |
17 |
352,947,841 |
217,915,069 |
352,947,841 |
217,915,069 |
Reserves |
18 |
7,568,235 |
6,047,740 |
8,058,351 |
6,537,856 |
Accumulated losses |
|
(7,559,246) |
(11,762,365) |
(756,146) |
(7,618,355) |
Total equity |
|
352,956,830 |
212,200,444 |
360,250,047 |
216,834,570 |
Notes to the financial statements are included on pages 67 to 96
STATEMENT OF CHANGES IN EQUITY
for the FINANCIAL YEAR ENDED 30 JUNE 2008
|
Consolidated 2008 |
||||||
|
Issued Capital $ |
Other Reserves $ |
Share Options Reserve $ |
Accumulated Losses $ |
Total $ |
||
Balance as at 30 June 2007 |
217,915,069 |
2,294,794 |
3,752,946 |
(11,762,365) |
212,200,444 |
||
Profit for the year |
- |
- |
- |
4,203,119 |
4,203,119 |
||
Total recognised income and expense |
- |
- |
- |
4,203,119 |
4,203,119 |
||
Recognition of share based payments |
- |
- |
4,083,371 |
- |
4,083,371 |
||
Transfer from share options reserve |
2,562,876 |
- |
(2,562,876) |
- |
- |
||
Issues of shares under ESOP* |
1,959,061 |
- |
- |
- |
1,959,061 |
||
Issues of shares |
139,851,635 |
- |
- |
- |
139,851,635 |
||
Share issue costs |
(9,340,800) |
- |
- |
- |
(9,340,800) |
||
Balance as at 30 June 2008 |
352,947,841 |
2,294,794 |
5,273,441 |
(7,559,246) |
352,956,830 |
||
|
Consolidated 2007 |
||||||
|
Issued Capital $ |
Other Reserves $ |
Share Options Reserve $ |
Accumulated Losses $ |
Total $ |
||
Balance as at 30 June 2006 |
94,219,681 |
2,294,794 |
433,192 |
(18,646,792) |
78,300,875 |
||
Exchange rate differences on translation of foreign operations |
- |
- |
- |
(5,759) |
(5,759) |
||
Net income recognised directly in equity |
- |
- |
- |
(5,759) |
(5,759) |
||
Profit for the year |
- |
- |
- |
6,890,186 |
6,890,186 |
||
Total recognised income and expense |
- |
- |
- |
6,884,427 |
6,884,427 |
||
Recognition of share based payments |
- |
- |
3,386,642 |
- |
3,386,642 |
||
Transfer from share options reserve |
66,888 |
- |
(66,888) |
- |
- |
||
Issues of shares under ESOP* |
378,315 |
- |
- |
- |
378,315 |
||
Issues of shares |
130,949,999 |
- |
- |
- |
130,949,999 |
||
Share issue costs |
(7,699,814) |
- |
- |
- |
(7,699,814) |
||
Balance as at 30 June 2007 |
217,915,069 |
2,294,794 |
3,752,946 |
(11,762,365) |
212,200,444 |
* Employee share option plan
STATEMENT OF CHANGES IN EQUITY
for the FINANCIAL YEAR ENDED 30 JUNE 2008 (cont')
|
Company 2008 |
||||||
|
Issued Capital $ |
Other Reserves $ |
Share Options Reserve $ |
Accumulated Losses $ |
Total $ |
||
Balance as at 30 June 2007 |
217,915,069 |
2,784,910 |
3,752,946 |
(7,618,355) |
216,834,570 |
||
Profit for the year |
- |
- |
- |
6,862,210 |
6,862,210 |
||
Total recognised income and expense |
- |
- |
- |
6,862,210 |
6,862,210 |
||
Recognition of share based payments |
- |
- |
4,083,371 |
- |
4,083,371 |
||
Transfer from share options reserve |
2,562,876 |
- |
(2,562,876) |
- |
- |
||
Issues of shares under ESOP* |
1,959,061 |
- |
- |
- |
1,959,061 |
||
Issues of shares |
139,851,635 |
- |
- |
- |
139,851,635 |
||
Share issue costs |
(9,340,800) |
- |
- |
- |
(9,340,800) |
||
Balance as at 30 June 2008 |
352,947,841 |
2,784,910 |
5,273,441 |
(756,145) |
360,250,047 |
||
|
Company 2007 |
||||||
|
Issued Capital $ |
Other Reserves $ |
Share Options Reserve $ |
Accumulated Losses $ |
Total $ |
||
Balance as at 30 June 2006 |
94,219,681 |
2,784,910 |
433,192 |
(15,273,878) |
82,163,905 |
||
Exchange rate differences on translation of foreign operations |
- |
- |
- |
(7,393) |
(7,393) |
||
Total recognised income and expense |
- |
- |
- |
(7,393) |
(7,393) |
||
Profit for the year |
- |
- |
- |
7,662,916 |
7,662,916 |
||
Total recognised income and expense |
- |
- |
- |
(7,655,523) |
(7,655,523) |
||
Recognition of share based payments |
- |
- |
3,386,642 |
- |
3,386,642 |
||
Transfer from share options reserve |
66,888 |
- |
(66,888) |
- |
- |
||
Issues of shares under ESOP* |
378,315 |
- |
- |
- |
378,315 |
||
Issues of shares |
130,949,999 |
- |
- |
- |
130,949,999 |
||
Share issue costs |
(7,699,814) |
- |
- |
- |
(7,699,814) |
||
Balance as at 30 June 2007 |
217,915,069 |
2,784,910 |
3,752,946 |
(7,618,355) |
216,834,570 |
* Employee share option plan
Notes to the financial statements are included on pages 67 to 96
cash flow STATEMENT
for the FINANCIAL YEAR ENDED 30 JUNE 2008
|
|
Consolidated |
Company |
||
|
Note |
2008 |
2007 |
2008 |
2007 |
|
|
$ |
$ |
$ |
$ |
Cash flows from operating activities |
|
|
|
|
|
Interest received |
|
6,789,038 |
2,815,271 |
6,564,638 |
2,709,620 |
Other income |
|
201,780 |
- |
1,840 |
- |
Receipts from subsidiaries |
|
- |
- |
1,644,659 |
1,043,454 |
Payments for exploration & evaluation |
|
(12,804,980) |
(10,351,370) |
(23,290) |
- |
Payments to suppliers and employees |
|
(3,436,495) |
(2,803,357) |
(3,049,249) |
(2,042,999) |
Net cash (used in)/generated by operating activities |
26(b) |
(9,250,657) |
(10,339,456) |
5,138,598 |
1,710,075 |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Payment for plant and equipment |
|
(27,168,103) |
(11,936,084) |
(1,271) |
(28,713) |
Advances to subsidiaries |
|
- |
- |
(122,224,880) |
(45,549,839) |
Payments for development |
|
(56,129,332) |
(18,945,744) |
- |
- |
Net cash used in investing activities |
|
(83,297,435) |
(30,881,828) |
(122,226,151) |
(45,578,552) |
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Proceeds from the conversion of options |
|
1,959,061 |
378,315 |
1,959,061 |
378,315 |
Proceeds from issues of shares |
|
139,851,635 |
130,949,999 |
139,851,635 |
130,949,999 |
Share issue costs |
|
(7,287,901) |
(7,548,091) |
(7,287,901) |
(7,548,091) |
Net cash provided by financing activities |
|
134,522,795 |
123,780,223 |
134,552,795 |
123,780,223 |
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
41,974,703 |
82,558,939 |
17,435,242 |
78,911,746 |
|
|
|
|
|
|
Cash and cash equivalents at the beginning of the financial year |
|
136,501,015 |
44,513,500 |
132,492,403 |
45,803,343 |
Effect of exchange rate changes on the balance of cash held in foreign currencies |
|
3,852,886 |
9,428,576 |
4,270,170 |
9,497,398 |
Cash and cash equivalents at the end of the financial year |
|
182,328,604 |
136,501,015 |
154,197,815 |
132,492,403 |
Notes to the financial statements are included on pages 67 to 96
NOTES TO THE FINANCIAL STATEMENTS
for the FINANCIAL YEAR ENDED 30 JUNE 2008
1. General information
Centamin Egypt Limited (the Company) is a listed public company, incorporated in Australia and operating in Egypt.
Registered Office 57 Kishorn Road Mount Pleasant WA 6153 Australia Tel: + 61 8 9316 2640 |
Principal Place of Business 361 El-Horreya Road Sedi Gaber Alexandria, Egypt Tel: + 203 5411 259 |
2. Adoption of new and revised accounting standards
In the current year, the Group 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. Details of the impact of the adoption of these new accounting standards are set out in the individual accounting policy notes set out below. The Group has also adopted the following Standards as listed below which only impacted on the Group's financial statements with respect to disclosure:
AASB 101 'Presentation of Financial Statements (revised October 2006)
AASB 7 'Financial Instruments: Disclosures'
At the date of authorisation of the financial report, the following Standards and Interpretations were in issue but not yet effective.
Initial application of the following Standards will not affect any of the amounts recognised in the financial report, but will change the disclosures presently made in relation to the Group and the Company's financial report:
Standard |
Effective for annual reporting periods beginning on or after |
Expected to be initially applied in the financial year ending |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 January 2009 |
30 June 2010 |
|
Initial application of the following Standards is not expected to have any material impact on the financial report of the Group and the Company: |
|||
Standard/Interpretation |
Effective for annual reporting periods beginning on or after |
Expected to be initially applied in the financial year ending |
|
|
1 January 2009 |
30 June 2010 |
|
|
AASB 3 (business combinations occurring after the beginning of annual reporting periods beginning 1 July 2009), AASB 127 and AASB 2008-3 (1 July 2009) |
30 June 2010 |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 July 2009 |
30 June 2010 |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 January 2008 |
30 June 2009 |
|
|
1 July 2008 |
30 June 2009 |
|
|
1 January 2008 |
30 June 2009 |
|
|
1 January 2009 |
30 June 2010 |
|
|
1 October 2008 |
30 June 2010 |
3. Summary of significant accounting policies
Statement of Compliance
The financial report is a general purpose financial report which has been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. The financial report includes the separate financial statements of the company and the consolidated financial statements of the Group. Accounting Standards include Australian equivalents to International Financial Reporting Standards
('A-IFRS'). Compliance with A-IFRS ensures that the financial statements and notes of the company and the Group comply with International Financial Reporting Standards ('IFRS').
The financial statements were authorised for issue by the directors on 22 September 2008.
(A) BASIS OF PREPARATION
This financial report is denominated in United States Dollars (unless otherwise stated).
The financial report has been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets.
In the application of A-IFRS management is required to make judgments, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may different from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Judgments made by management in the application of A-IFRS that have significant effects on the financial statements and estimates with a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant notes to the financial statements.
Accounting policies are selected and applied in a manner which ensures that the resulting financial information satisfies the concepts of relevance and reliability, thereby ensuring that the substance of the underlying transactions or other events is reported.
The following significant policies have been adopted in the preparation and presentation of the financial report:
(B) CASH AND CASH EQUIVALENTS
Cash comprises cash on hand and demand deposits. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
(C) FINANCIAL INSTRUMENTS ISSUED BY THE COMPANY
Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement. An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.
Other financial liabilities
Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis. The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.
(D) EMPLOYEE BENEFITS
A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave when it is probable that settlement will be required and they are capable of being measured reliably.
Liabilities recognised in respect of employee benefits expected to be settled within 12 months, are measured at their nominal values using the remuneration rate expected to apply at the time of settlement. Liabilities recognised in respect of employee benefits which are not expected to be settled within 12 months are measured as the present value of the estimated future cash flows to be made by the consolidated entity in respect of services provided by employees up to reporting date.
Superannuation
The Company contributes to, but does not participate in, compulsory superannuation funds on behalf of the Employees and Directors in respect of salaries and directors' fees paid. Contributions are charged against income as they are made.
(E) EXPLORATION, EVALUATION AND DEVELOPMENT EXPENDITURE
Exploration and evaluation expenditures in relation to each separate areas of interest, are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploration drilling, trenching and sampling and associated activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances (as defined in AASB 6 'Exploration for and Evaluation of Mineral Resources') suggest that the carrying amount of exploration and evaluation assets may exceed its recoverable amount. The recoverable amount of the exploration and evaluation assets (or the cash-generating unit(s) to which it has been allocated, being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.
Where a decision is made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment, reclassified to development properties, and then amortised over the life of the reserves associated with the area of interest once mining operations have commenced.
Development expenditure is recognised at cost less accumulated amortisation and any impairment losses. When commercial production in an area of interest has commenced, the associated costs are amortised over the estimated economic life of the mine on a units of production basis.
Changes in factors such as estimates of proved and probable reserves that affect unit-of-production calculations are dealt with on a prospective basis.
(F) FINANCIAL ASSETS
Investments are recognised and derecognised on trade date where the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, net of transaction costs except for those financial assets classified as at fair value through the profit or loss which are initially measured at fair value
Subsequent to initial recognition, investments in subsidiaries are measured at cost in the company financial statements.
Other financial assets are classified into the following specified categories: financial assets 'at fair value through profit or loss', 'held to maturity investments', available for sale' financial assets, and 'loans and receivables'. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.
Effective interest method
The effective interest method is a method of calculating the amortised cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimate future cash receipts through the expected life of the financial asset, or, where appropriate, a shorter period.
Interest income is recognised on an effective interest rate basis for debt instruments other than those financial assets 'at fair value through profit and loss'.
Loans and receivables
Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest rate method less impairment.
Interest is recognised by applying the effective interest rate.
Impairment of financial assets
Financial assets, other than those at fair value through profit or loss, are assessed for indicators of impairment at each balance sheet date. Financial assets are impaired where there is objective evidence that as a result of one or more events that occurred after the initial recognition of the financial asset the estimated future cash flows of the investment have been impacted. For financial assets carried at amortised cost, the amount of the impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate.
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables where the carrying amount is reduced through the use of an allowance account. When a trade receivable is uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.
With the exception of available-for-sale equity instruments, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.
In respect of available-for-sale equity instruments, any subsequent increase in fair value after an impairment loss is recognised directly in equity.
(G) FOREIGN CURRENCY
The individual financial statements of each group entity are presented in its functional currency being the currency of the primary economic environment in which the entity operates. For the purpose of the consolidated financial statements, the results and financial position of each entity are expressed in United States dollars, which is the functional currency of Centamin Egypt Limited and the presentation currency for the consolidated financial statements.
The presentation currency for the consolidated financial statements was changed from Australian dollars to United States dollars effective 01 July 2007 and comparative disclosures have been made translated and presented in United States dollars accordingly.
In the prior financial year, the functional currency for the Company and its subsidiaries changed to United States Dollars effective from 01 April 2007, following successful listing on the Toronto Stock Exchange thereby enabling the Company to complete a substantial capital raising providing the majority of the funds required to commence construction activity for the Sukari Gold Project in Egypt. This change in functional currency from Australian Dollars to United States Dollars was applicable to all entities within the consolidated group.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity's functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences are recognised in profit or loss in the period in which they arise.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity on or after the date of transition to A-IFRS are treated as assets and liabilities of the foreign entity and translated at exchange rates prevailing at the reporting date. Goodwill arising on acquisitions before the date of transition to A-IFRS is treated as an Australian dollar denominated asset.
(H) GOODS AND SERVICES TAX
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables.
Cash flows are included in the cash flow statement on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operation cash flows.
(I) IMPAIRMENT OF ASSETS (OTHER THAN EXPLORATION AND EVALUATION AND FINANCIAL ASSETS)
At each reporting date, the consolidated entity reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the consolidated entity estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. 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 assessment of the time value of money and the risks specific to the asset for which the estimates of future flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. Each cash generated unit is determined on an area of interest basis.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash generating unit) in prior years.
(J) INVENTORIES
Inventories are valued at the lower of cost and net realisable value. Costs including an appropriate portion of fixed and variable overhead expenses, are assigned to inventory on hand by the method appropriate to each particular class of inventory, with the majority being valued on a weighted average cost basis. Net realisable value represents the estimated selling price less all estimated costs of completion and costs necessary to make the sale.
(K) JOINT VENTURE ARRANGEMENTS
Jointly controlled assets
Interests in jointly controlled assets in which the Group is a venturer (and so has joint control) are included in the financial statements by recognising the Group's share of jointly controlled assets (classified according to their nature), the share of liabilities incurred (including those incurred jointly with other venturers) and the Group's share of expenses incurred by or in respect of each joint venture.
The Group's interests in assets where the Group does not have joint control are accounted for in accordance with the substance of the Group's interest. Where such arrangements give rise to an undivided interest in the individual assets and liabilities of the joint venture, the Group recognises its undivided interest in each asset and liability and classifies and presents those items according to their nature.
Jointly controlled operations
Where the Group is a venturer (and so has joint control) in a jointly controlled operation, the Group recognises the assets that it controls and the liabilities that is incurs, along with the expenses that it incurs and the Group's share of the income that it earns from the sale of goods or services by the joint venture.
(L) LEASED ASSETS
Leased assets are classified as finance leases when the terms of the lease transfer substantially all the risks and rewards incidental to ownership of the leased asset to the lessee. All other leases are classified as operating leases.
Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except where other systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.
(M) PLANT AND EQUIPMENT
Plant and equipment, and equipment under finance lease are stated at cost less accumulated depreciation and impairment. Plant and equipment will include capitalised development expenditure. Cost includes expenditure that is directly attributable to the acquisition of the item as well as the estimated cost of abandonment. In the event that settlement of all or part of the purchase consideration is deferred, cost is determined by discounting the amounts payable in the future to their present value as at the date of acquisition.
Depreciation is provided on plant and equipment. Fixed assets are calculated on a straight line basis so as to write off the net cost or other re-valued amount of each asset over its expected useful life to its estimated residual value.
The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period, with the affect of any changes recognised on a prospective basis.
The following estimated useful lives are used in the calculation of depreciation:
Plant & Equipment & Office Equipment |
- |
4 - 10 years |
|
|
|
Motor Vehicles |
- |
2 - 8 years |
|
|
|
Land & Buildings |
- |
4 - 20 years |
N) REVENUE
Revenue is measured at the fair value of the consideration received or receivable.
Interest revenue
Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.
(O) PRINCIPLES OF CONSOLIDATION
The consolidated financial statements are prepared by combining the financial statements of all the entities that comprise the consolidated entity, being the company (the parent entity) and its subsidiaries as defined in Accounting Standard AASB 127 'Consolidated and Separate Financial Statements'. Consistent accounting policies are employed in the preparation and presentation of the consolidated financial statements.
The consolidated financial statements include the information and results of each subsidiary from the date on which the company obtains control and until such time as the company ceases to control such entity. Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
In preparing the consolidated financial statements, all intercompany balances and transactions, and unrealised profits arising within the consolidated entity are eliminated in full.
(P) SHARE-BASED PAYMENTS
Equity-settled share-based payments granted are measured at fair value at the date of grant. Fair value is measured under the Black and Scholes model. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the consolidated entity's estimate of shares that will eventually vest.
The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. Further details on how the fair value of equity-settled share-based transactions has been determined can be found in note 28. At each reporting date, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss over the remaining vesting period, with corresponding adjustment to the equity-settled employee benefits reserve.
(Q) TAXATION
Current tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).
Deferred tax
Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit.
Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the company/consolidated entity intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax for the period
Current and deferred tax is recognised as an expense or income in the income statement, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess.
Tax Consolidation
The Company and all its wholly-owned Australian resident entities are part of a tax-consolidated group under Australian taxation law. Centamin Egypt Limited is the head entity in the tax-consolidated group. Tax expense/income, deferred tax liabilities and deferred tax assets arising from temporary differences of the members of the tax-consolidated group are recognised in the separate financial statements of the members of the tax-consolidated group using the 'separate taxpayer within group' approach. Current tax liabilities and assets and deferred tax assets arising from unused tax losses and tax credits of the members of the tax-consolidated group are recognised by the company (as the head entity in the tax-consolidated group).
Due to the existence of a tax funding arrangement between the entities in the tax-consolidated group, amounts are recognised as payable to or receivable by the company and each member of the group in relation to the tax contribution amounts paid or payable between the parent entity and the other members of the tax-consolidated group in accordance with the arrangement. Further information about the tax funding arrangement is detailed in Note 7 to the financial statements. Where the tax contribution amount recognised by each member of the tax-consolidated group for a particular period is different to the aggregate of the current tax liability or asset and any deferred tax asset arising from unused tax losses and tax credits in respect of that period, the difference is recognised as a contribution to (or distribution to) equity participants.
(R) RESTORATION AND REHABILITATION
A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of exploration, development and production activities undertaken, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the provision can be measured reliably. The estimated future obligations include the costs of dismantling and removal of facilities, restoration and monitoring of the affected areas. The provision for future restoration costs is the best estimate of the present value of the expenditure required to settle the restoration obligation at the reporting date. Future restoration costs are reviewed annually and any changes in the estimate are reflected in the present value of the restoration provision at each reporting date.
The initial estimate of the restoration and rehabilitation provision relating to exploration, development and mining production activities is capitalised into the cost of the related asset and amortised on the same base as the related asset, unless the present obligation arises from the production of the inventory in the period, in which case the amount is included in the cost of production for the period. Changes in the estimate of the provision of restoration and rehabilitation are treated in the same manner, except that the unwinding of the effect of discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of the related asset.
4. Critical accounting judgements and key sources of estimation uncertainty
In the application of the Group's accounting policies, which are described in Note 3, management is required to make judgements, estimates, and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical Judgements in Applying the Entity's Accounting Policies
The following are the critical judgements that management has made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements:
(a) Impairment of Inter Company Loans
The Company made loans and advances to its subsidiaries as detailed in Note 9 to the financial statements. These loans and advances were established for the purpose of routing funds out of Australia to fund exploration and resource development in Egypt. The recovery of these loans and advances is entirely dependent upon returns from the successful development of mining operations in Egypt or from surpluses from the sale of either the subsidiary companies or their projects.
(b) Recovery of Capitalised Exploration Evaluation and Development Expenditure
The Group capitalises exploration, evaluation and development expenditure incurred on ongoing projects. The recoverability of this capitalised exploration expenditure is entirely dependent upon returns from the successful development of mining operations or from surpluses from the sale of the projects or the subsidiary companies that control the projects. At the point that it is determined that any capitalised exploration expenditure is definitely not recoverable, it is written off.
(c) Provision for restoration and rehabilitation costs
The Group is required to decommission, rehabilitate and restore mines and processing sites at the end of their producing lives to a condition acceptable to the relevant authorities. The provision has been calculated taking into account the estimated future obligations including the costs of dismantling and removal of facilities, restoration and monitoring of the affected areas. The provision for future restoration costs is the best estimate of the present value of the expenditure required to settle the restoration obligation at the reporting date
5. Revenue
An analysis of the consolidated entity's and Company's revenue for the year, from continuing operations, is as follows:
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Interest revenue: |
|
|
|
|
|
Bank deposits |
|
6,789,038 |
2,815,271 |
6,564,638 |
2,709,595 |
|
|
6,789,038 |
2,815,271 |
6,564,638 |
2,709,595 |
Other revenue: |
|
|
|
|
|
Intercompany management fees |
|
- |
- |
1,644,659 |
1,043,479 |
Other |
|
201,780 |
443,468 |
1,840 |
- |
|
|
201,780 |
443,468 |
1,646,499 |
1,043,479 |
|
|
6,990,818 |
3,258,739 |
8,211,137 |
3,753,074 |
6. Profit for the year
Profit for the year has been arrived at after charging the following gains and expenses:
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Gains and Losses |
|
|
|
|
|
Foreign exchange gain |
|
3,427,047 |
9,655,400 |
4,273,590 |
9,336,613 |
|
|
3,427,047 |
9,655,400 |
4,273,590 |
9,336,613 |
Expenses |
|
|
|
|
|
General and administration: |
|
|
|
|
|
Employee entitlements |
|
(238,080) |
(186,844) |
(9,515) |
(2,290) |
Salary and wages |
|
(204,990) |
(217,893) |
(176,653) |
(181,494) |
Travel and accommodation |
|
(203,885) |
(399,247) |
(200,586) |
(399,247) |
Director fees |
|
(136,726) |
(132,652) |
(136,726) |
(132,652) |
Auditor fees |
|
(236,499) |
(74,908) |
(236,499) |
(74,908) |
Other Administration expenses |
|
(464,539) |
(278,748) |
(380,700) |
(266,682) |
Minimum lease (office) payments |
|
(48,582) |
(45,061) |
(48,453) |
(45,061) |
Corporate consultants |
|
(1,078,856) |
(230,047) |
(1,069,892) |
(227,269) |
General expenses |
|
(3,360) |
(216,846) |
(3,332) |
(216,846) |
Investor relations |
|
(283,091) |
(175,284) |
(283,091) |
(175,284) |
Corporate compliance |
|
(497,165) |
(208,157) |
(496,310) |
(208,157) |
Insurance |
|
(35,870) |
(97,214) |
(35,870) |
(97,214) |
|
|
(3,431,643) |
(2,262,901) |
(3,077,627) |
(2,027,104) |
Depreciation: |
|
|
|
|
|
Depreciation |
|
(308,761) |
(384,198) |
(25,645) |
(22,813) |
|
|
(308,761) |
(384,198) |
(25,645) |
(22,813) |
|
|
|
|
|
|
Share based payments: |
|
|
|
|
|
Employee settled share based payments |
|
(2,030,473) |
(1,371,449) |
(2,030,473) |
(1,371,449) |
Non-employee settled share based payments |
|
- |
(2,005,405) |
- |
(2,005,405) |
|
|
(2,030,473) |
(3,376,854) |
(2,030,473) |
(3,376,854) |
7. Income taxes
Income tax expense recognised in the profit:
|
Consolidated
|
Company
|
|||||||
|
2008
$
|
2007
$
|
2008
$
|
2007
$
|
|||||
(a) Income tax expense
|
|
|
|
|
|||||
Current tax expense/(income)
|
917,221
|
491,666
|
976,695
|
390,511
|
|||||
Deferred tax expense/(income) relating to the origination and reversal of temporary differences
|
1,770,581
|
(3,947,485)
|
2,020,103
|
(4,078,139)
|
|||||
Benefit of tax losses recouped in the current year not previously recognised
|
(473,352)
|
(491,666)
|
(487,923)
|
(390,511)
|
|||||
Benefits arising from previously unrecognised tax losses, tax credits or temporary differences not recognised
|
(1,770,581)
|
3,947,485
|
(2,020,103)
|
4,078,139
|
|||||
Total tax expense/(income)
|
443,869
|
-
|
488,772
|
-
|
|||||
Income tax expense/(income) attributable to profit from continuing operations
|
443,869
|
-
|
488,772
|
-
|
|||||
|
|
|
|
|
|||||
The prima facie income tax expense/(benefit) on the profit/loss before income tax reconciles to the income tax in the financial statements as follows:
|
|||||||||
Profit before income tax
|
4,646,988
|
6,890,186
|
7,350,982
|
7,662,916
|
|||||
Tax expense / (income) calculated at 30% of Profit before income tax (2007 30%)
|
1,394,096
|
2,067,056
|
2,205,295
|
2,298,875
|
|||||
Tax effect of amounts which are not deductible/taxable in calculating taxable income:
|
|
|
|
|
|||||
Non-deductible expenses
|
1,293,706
|
1,388,859
|
791,503
|
1,388,859
|
|||||
Tax benefit / (expense) of temporary differences not brought to account
|
(1,770,581)
|
(2,964,249)
|
(2,020,103)
|
(3,297,223)
|
|||||
Unused tax losses and tax offsets not recognised as deferred tax assets
|
|
-
|
|
-
|
|||||
Tax benefit of losses utilised from prior year
|
(473,352)
|
(491,666)
|
(487,923)
|
(390,511)
|
|||||
Tax (expense)/income
|
443,869
|
-
|
488,772
|
-
|
The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits under the Australian tax law. There has been no change in the corporate tax rate when compared to the previous reporting period.
|
Consolidated |
Company |
|||||||||||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
||||||||
(b) Income tax recognised directly in equity |
|
|
|
|
|||||||||
Current and deferred amounts were charged directly to equity during the period |
- |
- |
- |
- |
|||||||||
|
|
|
|
|
|||||||||
(c) Current tax liabilities |
|
|
|
|
|||||||||
Current tax payable |
443,869 |
- |
488,772 |
- |
|||||||||
|
443,869 |
- |
488,772 |
- |
|||||||||
|
|
|
|||||||||||
Unrecognised deferred tax balances |
|
|
|||||||||||
The following deferred tax assets have not been brought to account as assets: |
|
|
|
|
|||||||||
Tax Losses - revenue |
4,286,557 |
4,091,859 |
4,286,557 |
4,091,859 |
|||||||||
Tax Losses - capital |
509,220 |
509,208 |
509,220 |
509,208 |
|||||||||
Temporary Differences |
5,263,881 |
1,648,619 |
4,467,670 |
1,648,619 |
|||||||||
|
10,059,658 |
6,249,686 |
9,263,447 |
6,249,686 |
|||||||||
Tax Effect at 30% |
3,017,897 |
1,874,906 |
2,779,034 |
1,874,906 |
TAX CONSOLIDATION
Relevance of tax consolidation to the consolidated entity
The company and its wholly-owned Australian resident entities have formed a tax-consolidated group with effect from 01 July 2003. The head entity within the tax-consolidated group is Centamin Egypt Limited. The members of the tax-consolidated group are identified at Note 22.
Nature of tax funding arrangements and tax sharing agreements
Entities within the tax-consolidated group have entered into a tax funding arrangement and a tax-sharing agreement with the head entity. Under the terms of the tax funding agreement, Centamin Egypt Limited and each of the entities in the tax-consolidated group has agreed to pay a tax equivalent payment to or from the head entity, based on the current tax liability or current tax asset of the entity. Such amounts are reflected in amounts receivable from or payable to other entities in the tax-consolidated group.
The tax sharing agreement entered into between members of the tax-consolidated group provides for the determination of the allocation of income tax liabilities between the entities should the head entity default on its tax payment obligations. No amounts have been recognised in the financial statements in respect of this agreement as payment of any amounts under the tax sharing agreement is considered remote.
8. Segment reporting
Primary reporting - Business Segments
The economic entity is engaged in the business of exploration for precious and base metals only, which is characterised as one business segment only. As the consolidated entity has only one business segment, all the necessary reporting disclosures are disclosed elsewhere in the notes to the financial statements.
Secondary reporting - Geographical Segments
The principal activity of the consolidated entity during the year was the exploration for precious and base metals in Egypt.
9. Trade and other receivables
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Current |
|
|
|
|
|
Other Receivables |
|
- |
47,247 |
- |
- |
GST receivable |
|
24,753 |
39,647 |
11,831 |
29,042 |
|
|
24,753 |
86,894 |
11,831 |
29,042 |
Non-current |
|
|
|
|
|
Loans and advances to subsidiaries |
|
- |
- |
204,294,075 |
82,013,366 |
Less: Allowance for doubtful debts |
|
- |
- |
(2,537,493) |
(2,485,083) |
|
|
- |
- |
201,756,582 |
79,528,283 |
The intercompany loans receivable are interest free and have no set terms of repayment. The recoverability of the loans from the controlled entities is dependant on the successful development and economic exploitation of the controlled entities exploration interests.
10. Inventories
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Current |
|
|
|
|
|
Stores inventories at cost |
|
2,584,430 |
140,400 |
- |
- |
|
|
2,584,430 |
140,400 |
- |
- |
11. Prepayments
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Current |
|
|
|
|
|
Other |
|
591,518 |
7,406 |
- |
- |
|
|
591,518 |
7,406 |
- |
- |
12. Property, plant and equipment
|
Consolidated |
||||
|
Office Equipment |
Land and Buildings |
Plant and Equipment |
Motor Vehicles |
Total |
|
$ |
$ |
$ |
$ |
$ |
Gross Carrying Amount |
|
|
|
|
|
Balance at 30 June 2007 |
526,778 |
13,702 |
12,234,146 |
515,137 |
13,289,763 |
Additions |
485,877 |
- |
2,906,607 |
23,775,619 |
27,168,103 |
Disposals |
- |
- |
(265,160) |
- |
(265,160) |
Balance at 30 June 2008 |
1,012,655 |
13,702 |
14,875,593 |
24,290,756 |
40,192,706 |
|
|
|
|
|
|
Accumulated Depreciation |
|
|
|
|
|
Balance at 30 June 2007 |
(160,932) |
(4,709) |
(647,497) |
(409,381) |
(1,222,519) |
Depreciation expense |
(180,428) |
(1,170) |
(185,179) |
(1,066,984) |
(1,433,761) |
Disposals |
- |
- |
265,160 |
- |
265,160 |
Balance at 30 June 2008 |
(341,360) |
(5,879) |
(567,516) |
(1,476,365) |
(2,391,120) |
|
|
|
|
|
|
Net Book Value |
|
|
|
|
|
As at 30 June 2007 |
365,846 |
8,993 |
11,586,649 |
105,756 |
12,067,244 |
As at 30 June 2008 |
671,295 |
7,823 |
14,308,077 |
22,814,391 |
37,801,586 |
|
Company |
||||
|
Office Equipment |
Land and Buildings |
Plant and Equipment |
Motor Vehicles |
Total |
|
$ |
$ |
$ |
$ |
$ |
Gross Carrying Amount |
|
|
|
|
|
Balance at 30 June 2007 |
135,074 |
4,683 |
289,389 |
6,312 |
435,458 |
Additions |
1,271 |
- |
- |
- |
1,271 |
Disposals |
- |
- |
- |
- |
- |
Balance at 30 June 2008 |
136,345 |
4,683 |
289,389 |
6,312 |
436,729 |
|
|
|
|
|
|
Accumulated Depreciation |
|
|
|
|
|
Balance at 30 June 2007 |
(79,038) |
(2,266) |
(289,389) |
(3,364) |
(374,057) |
Depreciation expense |
(23,505) |
(719) |
- |
(1,421) |
(25,645) |
Disposals |
- |
- |
- |
- |
- |
Balance at 30 June 2008 |
(102,543) |
(2,985) |
(289,389) |
(4,785) |
(399,702) |
|
|
|
|
|
|
Net Book Value |
|
|
|
|
|
As at 30 June 2007 |
56,036 |
2,417 |
- |
2,948 |
61,401 |
As at 30 June 2008 |
33,802 |
1,698 |
- |
1,527 |
37,027 |
The following useful lives are used in the calculation of depreciation:
Plant & Equipment |
- |
4 - 10 years |
Office Equipment |
- |
4 - 10 years |
Land and Buildings |
- |
4 - 20 years |
Motor Vehicles |
- |
2 - 8 years |
Aggregate depreciation allocated, whether recognised as an expense or capitalised as part of the carrying amount of other assets during the year:
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Plant & Equipment |
|
185,179 |
107,148 |
- |
- |
Office Equipment |
|
180,428 |
74,859 |
23,505 |
15,816 |
Land and Buildings |
|
1,170 |
1,215 |
719 |
747 |
Motor Vehicles |
|
1,066,984 |
200,976 |
1,421 |
6,250 |
|
|
1,433,761 |
384,198 |
25,645 |
22,813 |
13. Other financial assets
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Non-current |
|
|
|
|
|
Investments in subsidiaries |
|
- |
- |
4,868,040 |
4,868,040 |
Recoverable amount write down |
|
- |
- |
(366,187) |
(366,187) |
|
|
- |
- |
4,501,853 |
4,501,853 |
14. Exploration, evaluation and development expenditure
|
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Exploration and evaluation phase (at cost) |
|
|
|
|
|
Balance at the beginning of the year |
|
4,627,792 |
33,808,721 |
270,235 |
270,235 |
Expenditure for the year |
|
11,607,868 |
13,398,485 |
23,190 |
- |
Transfer to Development Phase |
|
- |
(42,579,414) |
- |
- |
Balance at the end of the year |
|
16,235,660 |
4,627,792 |
293,425 |
270,235 |
|
|
|
|
|
|
Development phase (at cost) |
|
|
|
|
|
Balance at the beginning of the year |
|
65,287,662 |
- |
- |
- |
Transferred from Exploration and Evaluation Phase |
|
- |
42,579,414 |
- |
- |
Expenditure for the year |
|
55,642,977 |
22,708,248 |
- |
- |
Balance at the end of the year |
|
120,930,639 |
65,287,662 |
- |
- |
|
|
|
|
|
|
Net book value of exploration, evaluation and development phase expenditure |
|
137,166,299 |
69,915,454 |
293,425 |
270,235 |
|
|
|
|
|
|
(a) Included within the cost amount of exploration evaluation and development assets is $5,311,744 being the excess of consideration over the net tangible assets acquired on the acquisition of Pharaoh Gold Mines NL in January 1999. This amount has been treated as part of the cost of exploration, evaluation and development. Management believe that the recovery of these amounts will satisfactorily be made through the exploitation of the project in due course. |
|||||
(b) During the prior period the development of the Sukari Gold Project commenced. Items of development phase expenditure relevant to the project are being separately accounted for as development phase expenditure. |
15. Trade and other payables
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Current |
|
|
|
|
|
Trade payables |
(i) |
5,632,333 |
1,739,762 |
- |
- |
Other creditors and accruals |
|
54,730 |
4,170,331 |
8,987 |
13,048 |
|
|
5,687,063 |
5,910,093 |
8,987 |
13,048 |
Non-current |
|
|
|
|
|
Other creditors and accruals* |
|
150,000 |
150,000 |
- |
- |
|
|
150,000 |
150,000 |
- |
- |
(i) Trade payables are interest free for periods ranging from 30 to 180 days. Thereafter interest is charged at commercial rates. The consolidated entity has financial risk management policies in place to ensure that all payables are paid within the credit timeframe.
* This represents an unsecured loan of US$150,000 payable 14 days after commencement of commercial production at the Sukari project. There is no interest payable. The loan is not expected to be settled within the next 12 months.
16. Provisions
|
Consolidated |
Company |
|||||||||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|||||||
Current |
|
|
|
|
|
||||||
Employee benefits |
(i) |
737,192 |
457,876 |
50,727 |
35,599 |
||||||
|
|
737,192 |
457,876 |
50,727 |
35,599 |
||||||
|
|
|
|
|
|
||||||
Non-current |
|
|
|
|
|
||||||
Restoration and rehabilitation |
(ii) |
522,236 |
- |
- |
- |
||||||
|
|
522,236 |
- |
- |
- |
||||||
|
|
|
|
|
|
||||||
|
|
Consolidated |
|||||||||
|
|
|
|
2008 $ |
2007 $ |
||||||
Movement in restoration and rehabilitation provision |
|
|
|
|
|
||||||
Balance at beginning of financial year |
|
|
|
- |
- |
||||||
Provision for the year |
|
|
|
522,236 |
- |
||||||
Balance at end of financial year |
|
|
|
522,236 |
- |
(i) Employee entitlements relate to annual, sick and long service leave entitlements outstanding as at 30 June 2008. The current provision for employee benefits includes $245,731 (Company $16,909) of leave entitlements accrued but not expected to be taken within 12 months. (2007: $156,568 and $15,036 for the Group and Company respectively)
(ii) The provision for restoration and rehabilitation represents the present value of the directors' best estimate of the future sacrifice of the economic benefits that will be required to remove the facilities and restore the affected areas at the Company's sites.
17. Issued capital
|
Consolidated |
Company |
||||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
|
Fully paid ordinary shares |
|
|
|
|
|
|
Balance at beginning of financial year |
|
217,915,069 |
94,219,681 |
217,915,069 |
94,219,681 |
|
|
|
|
|
|
|
|
Issue of shares under Employee option plan |
|
1,959,061 |
378,315 |
1,959,061 |
378,315 |
|
Transfer from share options reserve |
|
2,562,876 |
66,888 |
2,562,876 |
66,888 |
|
Other placements |
|
139,851,635 |
130,949,999 |
139,851,635 |
130,949,999 |
|
Share issue costs |
|
(9,340,800) |
(7,699,814) |
(9,340,800) |
(7,699,814) |
|
|
|
|
|
|
|
|
Balance at end of financial year |
|
352,947,841 |
217,915,069 |
352,947,841 |
217,915,069 |
Change to the then Corporations Law abolished the authorised capital and par value concept in relation to share capital from 01 July 1998. Therefore, the Company does not have a limited amount of authorised capital and issued shares do not have a par value.
Fully Paid Ordinary Shares
|
2008 |
2007 |
||||
|
|
Number |
$ |
Number |
$ |
|
Balance at beginning of financial year |
|
755,734,232 |
217,915,069 |
578,295,369 |
94,219,681 |
|
|
|
|
|
|
|
|
Employee share option plan |
|
4,897,500 |
4,521,937 |
1,545,000 |
445,203 |
|
Other placements (net of share issue costs) |
|
116,787,431 |
130,510,835 |
175,893,863 |
123,250,185 |
|
|
|
|
|
|
|
|
Balance at end of financial year |
|
877,419,163 |
352,947,841 |
755,734,232 |
217,915,069 |
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
Share options granted under the employee share option plan
In accordance with the provisions of the employee share option plans, as at 30 June 2008, executives and employees have options over 11,785,000 ordinary shares (of which 3,625,000 are unvested). The expiry dates of the granted options are detailed in Note 28. Share options granted under the employee share option plan carry no rights to dividends and no voting rights. Further details of the employee share option plan are contained in Note 28 to the financial statements.
Share warrants on issue
As part of the Canadian listing process undertaken during the previous financial year on the Toronto Stock Exchange (TSX) and the subsequent capital raising in November 2007, the Company was required to issue broker warrants as part of the fees. Broker warrants are identical in nature to share options however they are differentiated as such because the latter in Canada typically relates to options issued to employees under employee share plans. As at 30 June 2008 there were 9,607,260 broker warrants (2007: 8,794,691) on issue over an equivalent number of ordinary shares (of which 9,607,260 are vested) (2007: 8,794,691). Further details of the share warrants are contained in Note 29 to the financial statements.
18. Reserves
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Option reserve |
|
1,857,305 |
1,857,305 |
1,857,305 |
1,857,305 |
Asset realisation reserve |
|
437,489 |
437,489 |
437,489 |
437,489 |
Capital reserve |
|
- |
- |
490,116 |
490,116 |
Share option reserve |
|
5,273,441 |
3,752,946 |
5,273,441 |
3,752,946 |
|
|
7,568,235 |
6,047,740 |
8,058,351 |
6,537,856 |
|
|||||
Option reserve |
|||||
Balance at beginning of financial year |
|
1,857,305 |
1,857,305 |
1,857,305 |
1,857,305 |
Movements during the period |
|
- |
- |
- |
- |
Balance at the end of financial year |
|
1,857,305 |
1,857,305 |
1,857,305 |
1,857,305 |
The option reserve has been created from the issuing of options for a consideration greater than their then nominal or par value. |
|||||
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Asset realisation reserve |
|||||
Balance at beginning of financial year |
|
437,489 |
437,489 |
437,489 |
437,489 |
Movements during the period |
|
- |
- |
- |
- |
Balance at the end of financial year |
|
437,489 |
437,489 |
437,489 |
437,489 |
The asset realisation reserve has been created from the realisation of particular assets. |
|||||
|
|||||
Capital reserve |
|||||
Balance at beginning of financial year |
|
- |
- |
490,116 |
490,116 |
Movements during the period |
|
- |
- |
- |
- |
Balance at the end of financial year |
|
- |
- |
490,116 |
490,116 |
The capital reserve has been created from the cancellation of shares in the Company held by Pharaoh Gold mines NL. |
|||||
|
|||||
Share option reserve |
|||||
Balance at beginning of financial year |
|
3,752,946 |
433,192 |
3,752,946 |
433,192 |
Cost of share based payments |
|
4,083,371 |
3,386,642 |
4,083,371 |
3,386,642 |
Transfer to issued capital |
|
(2,562,876) |
(66,888) |
(2,562,876) |
(66,888) |
Balance at the end of financial year |
|
5,273,441 |
3,752,946 |
5,273,441 |
3,752,946 |
The share option reserve arises on the grant of share options to employees under the employee share option plan and on grant of broker warrants. Amounts are transferred out of the reserve and into issued capital when the options are exercised. |
19. Commitments for expenditure
|
Consolidated |
Company |
|||
|
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
(a) Capital expenditure commitments |
|
|
|
|
|
Plant and equipment |
|
|
|
|
|
Not longer than 1 year |
|
6,632,525 |
31,884,161 |
8,987 |
- |
Longer than 1 year and not longer than 5 years |
|
- |
- |
- |
- |
Longer than 5 years |
|
- |
- |
- |
- |
|
|
6,632,525 |
31,884,161 |
8,987 |
- |
(b) Operating Lease commitments |
|
|
|
|
|
Office premises |
|
|
|
|
|
Not longer than 1 year |
|
74,399 |
35,321 |
58,843 |
19,694 |
Longer than 1 year and not longer than 5 years |
|
- |
- |
- |
- |
Longer than 5 years |
|
- |
- |
- |
- |
|
|
74,399 |
35,321 |
58,843 |
19,694 |
20. Contingent liabilities and contingent assets
There are no contingent liabilities and contingent assets to report as at 30 June 2008.
21. Net assets of the consolidated entity
The net asset position of the consolidated entity is lower than that of the Company. This position is a result of fees being charged to the subsidiary through the inter-company account which are expensed within the subsidiary. Management believe that it would be misleading to impair the inter-company receivable and believe that the recovery of these amounts will satisfactorily be made through the exploitation of the project in due course.
22. Particulars in relation to subsidiaries
|
|
Ownership Interest |
|
|
Country of Incorporation |
2008 |
2007 |
Parent entity |
|
% |
% |
Centamin Egypt Limited |
Australia |
|
|
|
|
|
|
Subsidiaries |
|
|
|
Viking Resources Limited |
Australia |
100 |
100 |
North African Resources NL |
Australia |
100 |
100 |
Pharaoh Gold Mines NL |
Australia |
100 |
100 |
Centamin Limited |
Bermuda |
100 |
100 |
The parent entity is the head of the group for tax consolidation purposes and the subsidiaries are all members of this same tax consolidation group.
23. Auditors' remuneration
|
Consolidated |
Company |
||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Auditor of the parent entity |
|
|
|
|
Auditing or review of the financial report |
207,683 |
98,140 |
207,683 |
98,140 |
Preparation of the tax return |
33,298 |
9,413 |
33,298 |
9,413 |
Other non-audit services* |
28,816 |
106,392 |
28,816 |
97,354 |
|
269,797 |
213,945 |
269,797 |
204,907 |
* During the prior period the Company listed on the Toronto Stock Exchange (TSX) of Canada, North America. Deloitte's Perth and Vancouver offices assisted the Company to meet its required disclosure obligations under the TSX listing rules during the listing process.
24. Jointly controlled operations and assets
The consolidated entity has material interests in the following incorporated ventures:-
Name of joint venture |
Principal Activities |
Percentage Interest |
|
|
|
2008 |
2007 |
|
|
% |
% |
Egyptian Pharaoh Investments |
Exploration |
50 |
50 |
Sukari Gold Mines |
Exploration |
50 |
50 |
The consolidated entity's interest as a joint venture partner, in assets employed in the above jointly controlled operations and assets is detailed below. The amounts are included in the consolidated financial statements under their respective asset categories.
Consolidated & Company |
||
|
2008 $ |
2007 $ |
Current assets |
|
|
Cash and cash equivalents |
3,638 |
3,486 |
|
3,638 |
3,486 |
|
|
|
Non-current assets |
|
|
Exploration, evaluation and development |
270,325 |
270,325 |
|
270,325 |
270,325 |
Contingent liabilities and capital commitments arising from the Group's interests in joint ventures are disclosed in Notes 19 and 20.
25. Earnings per share
Consolidated |
||
|
2008 |
2007 |
|
Cents Per Share |
Cents Per Share |
|
|
|
Basic earnings per share |
0.514 |
1.113 |
Diluted earnings per share |
0.510 |
1.097 |
|
|
|
Basic Earnings per Share |
|
|
The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows: |
||
|
2008 $ |
2007 $ |
|
|
|
Earnings used in the calculation of basic EPS |
4,203,119 |
6,890,186 |
|
|
|
|
2008 |
2007 |
|
No. |
No. |
|
|
|
Weighted average number of ordinary shares for the purposes of basic EPS |
817,909,388 |
619,189,469 |
|
|
|
Diluted Earnings per Share |
|
|
The earnings and weighted average number of ordinary shares used in the calculation of diluted earnings per share are as follows: |
||
|
2008 $ |
2007 $ |
Earnings used in the calculation of diluted EPS |
4,203,119 |
6,890,186 |
|
|
|
|
2008 No. |
2007 No. |
Weighted average number of ordinary shares for the purposes of diluted EPS |
824,906,490 |
622,174,862 |
|
|
|
|
|
|
Weighted average number of ordinary shares for the purposes of basic EPS |
817,909,388 |
619,189,469 |
Shares deemed to be issued for no consideration in respect of employee options |
5,103,015 |
2,901,521 |
Shares deemed to be issued for no consideration in respect of broker warrants |
1,894,087 |
83,872 |
Weighted average number of ordinary shares used in the calculation of diluted EPS |
824,906,490 |
622,174,862 |
|
|
|
No potential ordinary shares were excluded from the calculation of weighted average number of ordinary shares for the purposes of diluted earnings per share.
26. Notes to the statements of cash flows
(a) Reconciliation of cash and cash equivalents
For the purposes of the cash flow statement, cash includes cash on hand and at bank and deposits. Cash and cash equivalents as at the end of the financial year as shown in the cash flow statement is reconciled to the related item in the balance sheet as follows:
Consolidated |
Company |
|||
|
2008 $ |
2007 $ |
2008 $ |
2007 $ |
Cash and cash equivalents |
182,328,604 |
136,501,015 |
154,197,815 |
132,492,403 |
|
|
|
|
|
(b) Reconciliation of profit for the year to net cash flows from operating activities |
||||
Profit for the year |
4,203,119 |
6,890,186 |
6,862,210 |
7,662,916 |
Add/(less) non-cash items: |
|
|
|
|
Depreciation of non-current assets |
308,761 |
384,198 |
25,645 |
22,813 |
Foreign exchange rate (gain)/loss |
(3,427,047) |
(9,655,400) |
(4,273,590) |
(9,336,613) |
Equity settled share based payments |
2,030,473 |
3,376,854 |
2,030,473 |
3,376,854 |
Gain on sale of non-current assets |
- |
(443,468) |
- |
- |
Changes in assets and liabilities during the year: |
|
|
|
|
Decrease/(increase) in receivables |
62,141 |
8,444 |
17,211 |
67,915 |
Decrease/(increase) in inventories |
(2,444,030) |
(140,400) |
- |
- |
Decrease/(increase) in prepayments |
(584,112) |
88,834 |
- |
23,785 |
Decrease/(increase) in capitalised exploration |
(11,607,868) |
(11,555,678) |
(23,190) |
- |
Increase/(decrease) in trade creditors and accruals |
1,484,721 |
525,718 |
(4,061) |
(107,169) |
Increase/(decrease) in provisions |
279,316 |
181,256 |
15,128 |
(426) |
Increase/(decrease) in current tax liability |
443,869 |
- |
488,772 |
- |
Net cash generated by/(used in) operating activities |
(9,250,657) |
(10,339,456) |
5,138,598 |
1,710,075 |
(c) Non-cash financing and investing activities
There were no non-cash financing and investing activities during the year other than the issue of 5,600,000 share warrants with an exercise price of C$1.29 each and an expiry date of 23 November 2009. These warrants were issued as partial compensation in relation to the capital raising which closed 23 November 2007.
27. Financial instruments
a) Group risk management
The Group manages its capital to ensure that entities within the Group will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the cash and equity balance. The Group's overall strategy remains unchanged from 2007.
The capital structure consists of cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital and reserves as disclosed in notes 17 and 18. The Group operates in Australia and Egypt. None of the Group's entities are subject to externally imposed capital requirements.
b) Financial risk management and objectives
The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential risk adverse effects and ensure that net cash flows are sufficient to support the delivery of the Group's financial targets whilst protecting future financial security. The Group continually monitors and tests its forecast financial position against these objectives.
The Group's activities expose it to a variety of financial risks: market, credit and liquidity. These risks are managed under Board approved directives through the Audit Committee. The Group's principal financial instruments comprise interest bearing cash and short term deposits. Other financial instruments include trade receivables and trade payables, which arise directly from operations.
It is, and has been throughout the period under review, Group policy that no speculative trading in financial instruments be undertaken.
c) Market risk
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Canadian dollar and Australian dollar. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are denominated in a currency that is not the entity's functional currency. The risk is measured by regularly monitoring, forecasting and performing sensitivity analysis on the Group's financial position. There has been no change to the Group's exposure to market risks or the manner in which it manages and measures the risk from the previous period.
The financial instruments denominated in Canadian dollars and Australian dollars are as follows:
Canadian dollar |
Australia dollar |
|||
|
2008 C$ |
2007 C$ |
2008 A$ |
2007 A$ |
|
|
|
|
|
Financial assets |
|
|
|
|
Cash |
148,737,832 |
134,373,706 |
20,207,709 |
1,676,702 |
Trade and other receivables |
- |
- |
25,133 |
36,472 |
|
148,737,832 |
134,373,706 |
20,232,842 |
1,713,174 |
Financial liabilities |
|
|
|
|
Trade and other payables |
- |
- |
9,357 |
15,391 |
|
- |
- |
9,357 |
15,391 |
Net exposure |
148,737,832 |
134,373,706 |
20,223,485 |
1,697,783 |
The following table summarises the sensitivity of financial instruments held at the balance sheet date to movements in the exchange rate of the Canadian dollar and Australian dollar to the United States dollar, with all other variables held constant. The 5% sensitivity is based on reasonably possible changes, over a financial year, using the observed range of actual historical rates for the proceeding five year period.
Impact on profit |
Impact on equity |
|||
|
2008 US$ |
2007 US$ |
2008 US$ |
2007 US$ |
|
|
|
|
|
Post-tax gain / (loss) |
|
|
|
|
CAD / USD +5% |
7,747,730 |
6,643,777 |
- |
- |
CAD / USD -5% |
(7,009,851) |
(6,011,036) |
- |
- |
AUD / USD +5% |
985,219 |
68,971 |
- |
- |
AUD / USD -5% |
(891,389) |
(62,402) |
- |
- |
The Group's sensitivity to foreign currency has increased during the current period mainly due to the increased foreign currency cash holdings in Canadian dollars and Australian dollars.
The Group has not entered into forward foreign exchange contracts. Natural hedges are utilised wherever possible to offset foreign currency liabilities.
d) Commodity price risk
The Group's future revenue forecasts are exposed to commodity price fluctuations, in particular gold prices.
The Group has not entered into forward gold hedging contracts.
e) Interest rate risk
The Group's main interest rate risk arises from cash and short term deposits and is not considered to be a material risk due to the short term nature of these financial instruments. Cash deposits are placed on term period of no more than 60 days at a time.
The financial instruments exposed to interest rate risk and the consolidated entity's exposure to interest rate risk as at balance sheet date were as follows:
|
Average Interest Rate |
Variable Interest Rate |
Fixed Interest Rate (< 1 yr) |
Non Interest Bearing |
Total |
2008 |
% |
$ |
$ |
$ |
$ |
Financial assets |
|
|
|
|
|
Cash |
3.17 |
178,052,831 |
- |
4,275,773 |
182,328,604 |
Trade and other receivables |
|
- |
- |
24,753 |
24,753 |
|
|
178,052,831 |
- |
4,300,526 |
182,353,357 |
Financial liabilities |
|
|
|
|
|
Trade and other payables |
|
- |
- |
5,687,063 |
5,687,063 |
Current tax liabilities |
|
- |
- |
443,869 |
443,869 |
Employee benefits |
|
- |
- |
737,192 |
737,192 |
|
|
- |
- |
6,868,124 |
6,868,124 |
2007 |
|
|
|
|
|
Financial assets |
|
|
|
|
|
Cash |
4.12 |
135,915,855 |
- |
585,160 |
136,501,015 |
Trade and other receivables |
|
- |
- |
86,894 |
86,894 |
|
|
135,915,855 |
- |
672,054 |
136,587,909 |
Financial liabilities |
|
|
|
|
|
Trade and other payables |
|
- |
- |
5,910,093 |
5,910,093 |
Employee benefits |
|
- |
- |
457,876 |
457,876 |
|
|
- |
- |
6,367,969 |
6,367,969 |
f) Liquidity risk
The Group's liquidity position is managed to ensure that sufficient funds are available to meet its financial commitments in a timely and cost effective manner.
Management monitors rolling forecasts of the Group's liquidity reserve on the basis of expected cash flow. The table below reflects a balanced view of cash inflows and outflows and shows the implied risk based on those values. Trade payables and other financial liabilities originate from the financing of assets used in the Group's ongoing operations. These assets are considered in the Group's overall liquidity risk.
Management continually reviews the Group liquidity position including cash flow forecast to determine the forecast liquidity position and maintain appropriate liquidity levels.
|
|
|
< 6 Months |
< 12 Months |
Total |
2008 |
|
|
$ |
$ |
$ |
Financial assets |
|
|
|
|
|
Cash |
|
|
182,328,604 |
- |
182,328,604 |
Trade and other receivables |
|
|
24,753 |
- |
24,753 |
|
|
|
182,353,357 |
- |
182,353,357 |
Financial liabilities |
|
|
|
|
|
Trade and other payables |
|
|
5,687,063 |
- |
5,687,063 |
Current tax liabilities |
|
|
443,869 |
- |
443,869 |
Employee benefits |
|
|
- |
737,192 |
737,192 |
|
|
|
6,130,932 |
737,192 |
6,868,124 |
Net maturity |
|
|
176,222,425 |
(737,192) |
175,485,233 |
|
|
|
|
|
|
2007 |
|
|
|
|
|
Financial assets |
|
|
|
|
|
Cash |
|
|
136,501,015 |
- |
136,501,015 |
Trade and other receivables |
|
|
86,894 |
- |
86,894 |
|
|
|
136,587,909 |
- |
136,587,909 |
Financial liabilities |
|
|
|
|
|
Trade and other payables |
|
|
5,910,093 |
- |
5,910,093 |
Employee benefits |
|
|
- |
457,876 |
457,876 |
|
|
|
5,910,093 |
457,876 |
6,367,969 |
Net maturity |
|
|
130,677,816 |
(457,876) |
130,219,940 |
g) Credit Risk
Credit risk refers to the risk that counter-party will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with credit-worthy counter-parties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group measures credit risk on a fair value basis.
The Group does not have any significant credit risk exposure to any single counter-party or any Group counter-parties having similar characteristics, except for the cash balances held in Canadian dollars which are held with a financial institution with a high credit rating.
The gross carrying amount of financial assets recorded in the financial statements represents the Group's maximum exposure to credit risk without taking account of the value of collateral or other security obtained.
h) Fair Value
The carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective fair values, determined in accordance with the accounting policies disclosed in Note 3 to the financial statements.
28. Share based payments
The consolidated entity has an Employee Share Option Plan in place for executives and employees.
Options are issued to key management personnel under the Employee Option Plan 2006 (previously the Employee Option Plan 2002) as part of their remuneration. Options are offered to key management personnel at the discretion of the Directors, having regard, among other things, to the length of service with the consolidated entity, the past and potential contribution of the person to the consolidated entity and in some cases, performance.
Each employee share option converts into one ordinary share of the Company on exercise. The options carry neither rights to dividends nor voting rights. Options vest over a period of 12 months, with 50% vesting and exercisable after six months and the other 50% vesting and exercisable after 12 months of issue. All options are issued with a term of three years. At the discretion of the Directors part or all of the options issued to an executive or employee may be subject to performance based hurdles. No performance based hurdles have been applied for issues granted to date.
In addition 4,200,000 options (Series 5) were issued to three employees outside of the Employee Share Option Plan on 31 October 2005. Details of those options were:
2,500,000 of those options were subject to performance based hurdles. Due to the cessation of employment by the employee to whom the options were issued they lapsed in May 2007.
1,000,000 of those options vest and are exercisable over a period of two years, with 50% vesting and exercisable after 12 months and the other 50% vesting and exercisable after 24 months of issue. These options have a term of 5 years.
750,000 of those options vest and are exercisable immediately. These have a term of 5 years.
In addition 2,000,000 options (Series 8) were issued to the Company's share broker in Canada as part compensation for professional services provided during the listing process on the Toronto Stock Exchange in January 2007, and subsequent capital raising in November 2007. Details of those options were:
Exercisable any time within 2 years of grant date.
The following share based payment arrangements were in existence during the current and comparative reporting periods:
Options series |
Number Originally Issued |
Number Outstanding |
Grant date |
Expiry / Exercise Date |
Exercise price A$ |
Fair value at grant date A$ |
Series 3 |
775,000 |
395,000 |
04 Feb 2005 |
04 Feb 2008 |
0.2804 |
0.1357 |
Series 4 |
410,000 |
200,000 |
17 Feb 2005 |
17 Feb 2008 |
0.2804 |
0.1435 |
Series 5 |
4,250,000 |
1,700,000 |
31 Oct 2005 |
31 Oct 2010 |
0.3500 |
0.1753 |
Series 6 |
1,500,000 |
1,500,000 |
08 Dec 2005 |
08 Dec 2008 |
0.4355 |
0.1495 |
Series 7 |
250,000 |
250,000 |
30 Aug 2006 |
30 Aug 2009 |
0.6566 |
0.2785 |
Series 8 |
2,000,000 |
2,000,000 |
09 Jan 2007 |
09 Jan 2010 |
0.8000 |
0.2393 |
Series 9 |
3,615,000 |
3,615,000 |
31 Jan 2007 |
31 Jan 2010 |
0.7106 |
0.3706 |
Series 10 |
2,330,000 |
2,330,000 |
24 May 2007 |
24 May 2010 |
1.0500 |
0.4661 |
Series 11 |
1,500,000 |
1,500,000 |
25 Jun 2007 |
25 Jun 2010 |
1.1636 |
0.3210 |
Series 12 |
250,000 |
250,000 |
15 Oct 2007 |
15 Oct 2010 |
1.4034 |
0.4002 |
Series 13 |
3,500,000 |
3,500,000 |
16 Apr 2008 |
15 Apr 2011 |
1.7022 |
0.4015 |
|
20,380,000 |
17,240,000 |
|
|
|
|
The weighted average fair value of the share options granted during the financial year was A$0.3875 (2007: A$0.3484). The share options granted to executive and employees have been valued internally by the Company using the Black-Scholes option pricing method. Options are offered to executive and employees at the discretion of the Directors, having regard, among other things, to the length of service with the consolidated entity, and to the past and potential contribution of the person to the consolidated entity, and the number of options granted is at the Directors discretion. The weighted average closing price of the shares in Centamin Egypt Limited for the financial year was A$1.3938 (2007: A$0.9526). The volatility input into the model was 52.00% based on the historical share price volatility over the past 3 years (2007: 60.00%) and the government rate similar to the term of the option used was 5.835% (2007: 5.50%).
|
Options series |
|||||
|
Series 3 |
Series 4 |
Series 5 |
Series 6 |
Series 7 |
Series 8 |
Grant date share price |
A$0.3300 |
A$0.3400 |
A$0.3800 |
A$0.4300 |
A$0.7200 |
A$0.8500 |
Exercise price |
A$0.2804 |
A$0.2804 |
A$0.3500 |
A$0.4355 |
A$0.6566 |
A$0.8000 |
Expected volatility |
60.00% |
60.00% |
60.00% |
60.00% |
60.00% |
60.00% |
Option life |
3 year term |
3 year term |
5 year term |
3 year term |
3 year term |
2 year term |
Dividend yield |
0.00 |
0.00 |
0.00 |
0.00 |
0.00 |
0.00 |
Risk-free interest rate |
5.50% |
5.50% |
5.25% |
5.25% |
5.50% |
5.50% |
|
Options series |
|||||
|
Series 9 |
Series 10 |
Series 11 |
Series 12 |
Series 13 |
|
Grant date share price |
A$0.8700 |
A$1.1200 |
A$1.0705 |
A$1.4000 |
A$1.4900 |
|
Exercise price |
A$0.7106 |
A$1.0500 |
A$1.1636 |
A$1.4034 |
A$1.7022 |
|
Expected volatility |
60.00% |
60.00% |
60.00% |
52.00% |
52.00% |
|
Option life |
3 year term |
3 year term |
3 year term |
3 year term |
3 year term |
|
Dividend yield |
0.00 |
0.00 |
0.00 |
0.00 |
0.00 |
|
Risk-free interest rate |
5.50% |
5.50% |
5.50% |
5.835% |
5.835% |
|
|
|
|
|
|
|
|
The following reconciles the outstanding share options granted under the Employee Share Option Plan, and other share based payment arrangements, at the beginning and end of the financial year:
|
2008
|
2007
|
||
|
Number of options
|
Weighted average exercise price
|
Number of options
|
Weighted average exercise price
|
|
|
A$
|
|
A$
|
Balance at beginning of financial year
|
13,490,000
|
0.6256
|
7,840,000
|
0.3490
|
Granted during the financial year
|
3,750,000
|
1.6823
|
9,695,000
|
0.8999
|
Forfeited during the financial year
|
(557,500)
|
1.1169
|
(2,500,000)
|
0.3500
|
Exercised during the financial year (a)
|
(4,897,500)
|
0.7475
|
(1,545,000)
|
0.2883
|
Expired during the financial year
|
-
|
-
|
-
|
-
|
Balance at the end of the financial year (b)
|
11,785,000
|
0.3790
|
13,490,000
|
0.6256
|
Exercisable at the end of the financial year
|
8,160,000
|
0.7130
|
3,420,000
|
0.5953
|
a) Exercised during the financial year
2008 - Options series |
Number exercised |
Exercise Date |
Share price at exercise date A$ |
Series 3 |
20,000 50,000 25,000 50,000 100,000 150,000 |
25 Oct 2007 07 Nov 2007 08 Nov 2007 18 Jan 2008 24 Jan 2008 30 Jan 2008 |
1.4350 1.5000 1.5750 1.4150 1.3450 1.4500 |
Series 4 |
50,000 50,000 100,000 |
18 Jul 2007 09 Nov 2007 30 Jan 2008 |
1.2800 1.5700 1.4500 |
Series 5 |
30,000 |
22 Oct 2007 |
1.4200 |
Series 7 |
1,000,000 1,000,000 |
19 Oct 2007 20 Nov 2007 |
1.4000 1.4200 |
Series 9 |
10,000 15,000 10,000 35,000 20,000 25,000 55,000 25,000 25,000 15,000 15,000 37,500 15,000 10,000 100,000 45,000 45,000 300,000 200,000 110,000 25,000 30,000 25,000 200,000 100,000 40,000 75,000 |
08 Aug 2007 12 Sep 2007 24 Sep 2007 27 Sep 2007 02 Oct 2007 08 Oct 2007 10 Oct 2007 19 Oct 2007 22 Oct 2007 23 Oct 2007 07 Nov 2007 08 Nov 2007 12 Nov 2007 16 Nov 2007 17 Dec 2007 31 Jan 2008 11 Feb 2008 13 Feb 2008 15 Feb 2008 21 Feb 2008 25 Feb 2008 26 Feb 2008 29 Feb 2008 06 Mar 2008 10 Mar 2008 24 Apr 2008 28 May 2008 |
1.2750 1.2100 1.3900 1.3300 1.3700 1.3350 1.3400 1.4000 1.4200 1.4400 1.5000 1.5750 1.5200 1.4650 1.2350 1.4300 1.4900 1.6350 1.6500 1.6200 1.6300 1.6300 1.6900 1.6800 1.6250 1.4300 1.4300 |
Series 10 |
10,000 10,000 10,000 10,000 125,000 |
31 Jan 2008 13 Feb 2008 21 Feb 2008 29 Feb 2008 14 Mar 2008 |
1.4300 1.6350 1.6200 1.6900 1.6100 |
Series 11 |
40,000 43,830 53,000 47,000 46,000 270,170 |
18 Apr 2008 21 Apr 2008 30 Apr 2008 02 May 2008 06 May 2008 07 May 2008 |
1.5500 1.5500 1.3550 1.3500 1.3900 1.4000 |
|
4,897,500 |
|
|
2007 Options series |
Number exercised |
Exercise Date |
Share price at exercise date A$ |
Issued 12 November 2003 |
100,000 100,000 73,000 77,000 100,000 50,000 |
14 Jul 2006 02 Aug 2006 15 Aug 2006 16 Sep 2006 26 Oct 2006 09 Nov 2006 |
0.7200 0.6800 0.6500 0.6650 0.6800 0.6600 |
Issued 15 December 2003 |
250,000 135,000 115,000 |
26 Oct 2006 11 Dec 2006 12 Dec 2006 |
0.6800 0.7550 0.7700 |
Issued 04 February 2005 |
100,000 80,000 200,000 |
02 Aug 2006 31 Jan 2007 30 May 2007 |
0.6800 0.8700 1.1200 |
Issued 17 February 2005 |
10,000 10,000 15,000 30,000 50,000 50,000 |
05 Oct 2006 16 Nov 2006 19 Dec 2006 16 Feb 2007 20 Feb 2007 27 Feb 2007 |
0.6500 0.6500 0.7800 0.9800 0.9500 0.9950 |
|
1,545,000 |
|
|
b) Balance at the end of the financial year
Options series |
Number |
Grant date |
Expiry / Exercise Date |
Exercise price A$ |
Fair value at grant date A$ |
Series 5 |
1,670,000 |
31 Oct 2005 |
31 Oct 2010 |
0.3500 |
0.1753 |
Series 6 |
1,500,000 |
08 Dec 2005 |
08 Dec 2008 |
0.4355 |
0.1495 |
Series 7 |
250,000 |
30 Aug 2006 |
30 Aug 2009 |
0.6566 |
0.2785 |
Series 9 |
1,950,000 |
31 Jan 2007 |
31 Jan 2010 |
0.7106 |
0.3518 |
Series 10 |
2,165,000 |
24 May 2007 |
24 May 2010 |
1.0500 |
0.4661 |
Series 11 |
500,000 |
25 Jun 2007 |
25 Jun 2010 |
1.1636 |
0.3210 |
Series 12 |
250,000 |
25 Jun 2007 |
25 Jun 2010 |
1.1636 |
0.4002 |
Series 13 |
3,500,000 |
16 Apr 2008 |
16 Apr 2011 |
1.7022 |
0.4015 |
|
11,785,000 |
|
|
|
|
The weighted average remaining contractual life of options outstanding is 648 days (2007: 738 days).
29. Share warrants
The following share warrants were in existence during the current and comparative reporting periods:-
Warrants series |
Number |
Grant date |
Expiry Date |
Exercise price C$ |
Fair value at grant date A$ |
Series 1 |
3,751,431 |
05 Apr 2007 |
05 Apr 2009 |
0.8600 |
0.3011 |
Series 2 |
4,429,678 |
13 Apr 2007 |
11 Apr 2009 |
0.8600 |
0.2743 |
Series 3 |
613,582 |
20 Apr 2007 |
20 Apr 2009 |
0.8600 |
0.2868 |
Series 4 |
5,600,000 |
10 Jan 2008 |
23 Nov 2009 |
1.2000 |
0.3782 |
|
14,394,691 |
|
|
|
|
Share warrants are specific to the Company's listing on the Toronto Stock Exchange (TSX) and retain the same characteristics as share options but are referred to separately under the TSX listing rules.
The weighted average fair value of the share warrants granted during the financial year was A$0.3782 (2007: A$0.2866). The share warrants granted have been valued internally by the Company using the Black-Scholes option pricing method. Warrants were offered to the Company's share broker in Canada as part of the listing and equity raising process on the Toronto Stock Exchange. The weighted average closing price of the shares in Centamin Egypt Limited for the financial year was A$1.3938 (2007: A$0.9526). The volatility input into the model was 52% (2007: 60%) (and this was based on the historical share price volatility over the past 2 years) and the government rate similar to the term of the option used was 5.835% (2007: 5.50%).
|
Broker Warrant Series |
|||
|
Series 1 |
Series 2 |
Series 3 |
Series 4 |
Grant date share price |
A$1.0100 |
A$0.9700 |
A$0.9900 |
A$1.4900 |
Exercise price |
A$0.9133 |
A$0.9097 |
A$0.9137 |
A$1.3532 |
Expected volatility |
60.00% |
60.00% |
60.00% |
52.00% |
Option life |
2 year term |
2 year term |
2 year term |
2 year term |
Dividend yield |
0.00 |
0.00 |
0.00 |
0.00 |
Risk-free interest rate |
5.50% |
5.50% |
5.50% |
5.835% |
The following reconciles the outstanding share warrants at the beginning and end of the financial year:
|
2008
|
2007
|
||
|
Number of options
|
Weighted average exercise price
|
Number of options
|
Weighted average exercise price
|
|
|
C$
|
|
C$
|
Balance at beginning of financial year
|
8,794,691
|
0.8600
|
-
|
-
|
Granted during the financial year
|
5,600,000
|
1.2000
|
8,794,691
|
0.8600
|
Forfeited during the financial year
|
-
|
-
|
-
|
-
|
Exercised during the financial year (a)
|
(4,787,431)
|
0.8600
|
-
|
-
|
Expired during the financial year
|
-
|
-
|
-
|
-
|
Balance at the end of the financial year (b)
|
9,607,260
|
1.0582
|
8,794,691
|
0.8600
|
Exercisable at the end of the financial year
|
9,607,260
|
1.0582
|
8,794,691
|
0.8600
|
a) Exercised during the financial year
2008 Broker Warrants - Series |
Number exercised |
Exercise Date |
Share price at exercise date A$ |
Series 1 |
1,000,000 500,000 500,000 1,000,000 751,431 |
28 Nov 2007 03 Dec 2007 07 Dec 2007 10 Dec 2007 13 Dec 2007 |
1.4050 1.3800 1.3600 1.3900 1.3600 |
Series 2 |
1,036,000 |
18 Dec 2007 |
1.2800 |
|
4,787,431 |
|
|
b) Balance at the end of the financial year
Broker Warrants series |
Number |
Grant date |
Expiry / Exercise Date |
Exercise price C$ |
Fair value at grant date A$ |
Series 2 |
3,393,678 |
13 Apr 2007 |
11 Apr 2009 |
0.86 |
0.2743 |
Series 3 |
613,582 |
20 Apr 2007 |
20 Apr 2009 |
0.86 |
0.2868 |
Series 4 |
5,600,000 |
10 Jan 2008 |
23 Nov 2009 |
1.20 |
0.3782 |
|
9,607,260 |
|
|
|
|
The weighted average remaining contractual life of broker warrants outstanding is 363 days (2007: 652 days).
30. Key management personnel compensation
The aggregate compensation made to key management personnel of the consolidated entity and the Company is set out below:-
Consolidated |
Company |
|||
|
2008 A$ |
2007 A$ |
2008 A$ |
2007 A$ |
Short-term employee benefits |
1,928,293 |
1,638,655 |
280,421 |
251,758 |
Post-employment benefits |
16,275 |
73,130 |
16,275 |
13,386 |
Share-based payments |
427,277 |
165,138 |
57,089 |
94,924 |
Total |
2,731,845 |
1,876,923 |
353,785 |
360,068 |
31. Related party transactions
a) Equity interests in related parties
Equity interests in subsidiaries
Details of the percentage of ordinary shares held in subsidiaries are disclosed in Note 22 to the financial statements.
Equity interests in associates and joint ventures
Details of interests in joint ventures are disclosed in Note 24 to the financial statements.
b) Key management personnel compensation
Details of key management personnel compensation are disclosed in Note 30 to the financial statements.
c) Key management personnel equity holdings
The details of the movement in key management personnel equity holdings of fully paid ordinary shares in Centamin Egypt Limited during the financial year are as follows:-
2008 |
Balance at 01 July 07 |
Granted as remuneration |
Received on exercise of options |
Net other change |
Balance at 30 June 08 |
Balance held nominally |
S El-Raghy |
*78,235,754 |
- |
- |
- |
78,235,754 |
- |
C Cowden |
578,626 |
- |
- |
25,000 |
603,626 |
- |
J El-Raghy |
*79,185,754 |
- |
- |
- |
79,185,754 |
- |
H Bottomley |
2,800,000 |
- |
- |
- |
2,800,000 |
- |
T Elder |
250,000 |
- |
- |
- |
250,000 |
- |
G Speechly |
250,000 |
- |
- |
- |
250,000 |
- |
H Brown |
200,000 |
- |
200,000 |
- |
400,000 |
- |
*The total shares held by Mr S El-Raghy and Mr J El-Raghy arise due to them both being directors/trustees of the following personally related entities:
- Nordana Pty Ltd 4,990,668 shares
- Nordana Pty Ltd <Super Fund A/C> 17,595,714 shares
- El-Raghy Kriewaldt Pty Ltd 55,299,372 shares
- S & M El-Raghy <The El-Raghy Family Account> 350,000 shares
The balance of 950,000 shares are held by Mr J El-Raghy being a director of Montana Realty Pty Ltd <Super Fund A/C>
2007 |
Balance at 01 July 06 |
Granted as remuneration |
Received on exercise of options |
Net other change |
Balance at 30 June 07 |
Balance held nominally |
S El-Raghy |
*78,235,754 |
- |
- |
- |
78,235,754 |
- |
C Cowden |
523,026 |
- |
- |
55,600 |
578,626 |
- |
J El-Raghy |
*79,185,754 |
- |
- |
- |
79,185,754 |
- |
H Bottomley |
2,800,000 |
- |
- |
- |
2,800,000 |
- |
T Elder |
- |
- |
250,000 |
- |
250,000 |
- |
G Speechly |
- |
- |
250,000 |
- |
250,000 |
- |
H Brown |
100,000 |
- |
200,000 |
(100,000) |
200,000 |
- |
*The total shares held by Mr S El-Raghy and Mr J El-Raghy arise due to them both being directors/trustees of the following personally related entities:
- Nordana Pty Ltd 4,990,668 shares
- Nordana Pty Ltd <Super Fund A/C> 17,595,714 shares
- El-Raghy Kriewaldt Pty Ltd 55,299,372 shares
- S & M El-Raghy <The El-Raghy Family Account> 350,000 shares
The balance of 950,000 shares are held by Mr J El-Raghy being a director of Montana Realty Pty Ltd <Super Fund A/C>
d) Key management personnel share option holdings
The details of the movement in key management personnel options to acquire ordinary shares in Centamin Egypt Limited are as follows:-
2008 |
Balance at 01 July 07 |
Granted as remuneration |
Exercised |
Other changes |
Balance at 30 June 08 |
Balance vested during the year |
Balance vested and exerciseable at 30 June 08 |
S El-Raghy |
- |
- |
- |
- |
- |
- |
- |
C Cowden |
500,000 |
- |
- |
- |
500,000 |
- |
500,000 |
G Speechly |
- |
- |
- |
- |
- |
- |
- |
T Elder |
500,000 |
- |
- |
- |
500,000 |
- |
500,000 |
J El-Raghy |
- |
- |
- |
- |
- |
- |
- |
H Bottomley |
500,000 |
- |
- |
- |
500,000 |
- |
500,000 |
H Brown |
200,000 |
250,000 |
(200,000) |
- |
250,000 |
200,000 |
- |
M Smith |
1,000,000 |
- |
- |
- |
1,000,000 |
875,000 |
1,000,000 |
J McLeod* |
1,000,000 |
- |
(500,000) |
(500,000) |
- |
1,000,000 |
- |
* Mr McLeod resigned on 12 February 2008. Other change of (500,000) represents options lapsed due to Mr McLeod ceasing employment with the Company prior to the vesting date of these options. Refer to Note 29 to the Financial Statements for details on the Series 11 options.
2007 |
Balance at 01 July 06 |
Granted as remuneration |
Exercised |
Other changes |
Balance at 30 June 07 |
Balance vested during the year |
Balance vested and exerciseable at 30 June 07 |
S El-Raghy |
- |
- |
- |
- |
- |
- |
- |
C Cowden |
500,000 |
- |
- |
- |
500,000 |
250,000 |
500,000 |
G Speechly |
250,000 |
- |
(250,000) |
- |
- |
- |
- |
T Elder |
750,000 |
- |
(250,000) |
- |
500,000 |
250,000 |
500,000 |
J El-Raghy |
- |
- |
- |
- |
- |
- |
- |
H Bottomley |
500,000 |
- |
- |
- |
500,000 |
250,000 |
500,000 |
H Brown |
200,000 |
200,000 |
(200,000) |
- |
200,000 |
- |
- |
W Foote * |
2,500,000 |
- |
- |
(2,500,000) |
- |
- |
- |
M Smith |
- |
1,000,000 |
- |
- |
1,000,000 |
125,000 |
125,000 |
J McLeod |
- |
1,000,000 |
- |
- |
1,000,000 |
- |
- |
* Mr Foote resigned on 22 May 2007. Other change of (2,500,000) represents options held at the date of resignation, of which none had vested due to performance based hurdles not being met. Refer to Note 29 to the financial statements for details on the Series 5 options.
Apart from the details disclosed in this note, no key management personnel has entered into a material contract with the Company or the economic entity since the end of the previous financial year and there were no material contracts involving key management personnel interests at year-end.
During the financial year 700,000 options (2007: 700,000) were exercised by key management personnel. H Brown exercised 200,000 options at a price of A$0.7106 per share for 200,000 ordinary shares in Centamin Egypt Limited. J McLeod exercised 500,000 options at a price of A$1.1636 per share for 500,000 ordinary shares in Centamin Egypt Limited. No amounts remain unpaid on the options exercised during the financial year at year end.
e) Other transactions with key management personnel
Mr S El-Raghy and Mr J El-Raghy are also directors and shareholders of El-Raghy Kriewaldt Pty Ltd ('El-Raghy Kriewaldt'). El-Raghy Kriewaldt provides office premises to the Company. All dealings with El-Raghy Kriewaldt are in the ordinary course of business and on normal terms and conditions. Rent and office outgoings paid to El-Raghy Kriewaldt during the year were A$62,118 (2007: A$56,384).
Mr S El-Raghy provides office premises in Alexandria, Egypt to the Company. All dealings with Mr S El-Raghy are in the ordinary course of business and on normal terms and conditions. Rent and office outgoings paid to Mr S El-Raghy during the year were GBP7,800 (2007: GBP7,800).
A director of the Company, Mr C Cowden has an interest as a director and shareholder of Cowden Limited, Insurance Brokers. This Company provides insurance broking services to the Company. All dealings with this Company are in the ordinary course of business and on normal terms and conditions. Cowden Limited was paid A$32,994 during the year (2007: A$20,708) for these services. In addition, amounts of A$203,259 (2007: A$114,109) were paid to Cowden Limited to be passed on to underwriters for premiums during the year.
A director of the Company, Mr G B Speechly is also a director and shareholder of Speechly Mining Pty Ltd, a mining consultancy company. During the financial year, invoices totaling A$91,881 (2007: Nil) were paid to Speechly Mining Pty Ltd for work on the Sukari underground potential.
f) Transactions with other related parties
Other related parties include:
the parent entity
subsidiaries
other related parties
During the year the Company provided funds to and received funding from subsidiaries. Refer to Note 9.
32. Subsequent events
Other than as set out above there has not risen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely in the opinion of the Directors of the Company to affect significantly the operations of the company, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial years.
ADDITIONAL ASX INFORMATION
Additional information required by the Australian Securities Exchange Limited Listing Rules and not disclosed elsewhere in this report is as follows. The information is as at 01 September 2008.
SUBSTANTIAL SHAREHOLDERS (holding more than 5%)
|
Fully Paid Ordinary Shares |
|
Shareholder |
Ordinary Shares |
Percentage |
CDS & Co |
304,343,589 |
34.64 |
El-Raghy Kriewaldt Pty Ltd |
55,299,372 |
6.29 |
TOP 20 SHAREHOLDERS
(a) Fully Paid Ordinary Shares
|
Quoted Shares |
|
|
Number |
% Held |
CDS & Co |
304,343,589 |
34.64 |
El-Raghy Kriewaldt Pty Ltd |
55,299,372 |
6.29 |
Pershing Nominees Limited |
41,912,275 |
4.77 |
Chase Nominees Limited |
40,457,602 |
4.61 |
State Street Nominees Limited |
34,338,062 |
3.91 |
Nortrust Nominees Limited |
28,498,476 |
3.24 |
Vidacos Nominees Limited |
26,479,563 |
3.01 |
BBHISL Nominees Limited |
24,329,201 |
2.77 |
Credit Suisse Securities (Europe) Limited |
21,289,584 |
2.42 |
Nordana Pty Ltd <Super Fund Account> |
17,575,714 |
2.00 |
James Capel (Nominees) Limited |
17,157,965 |
1.95 |
Mellon Nominees (UK) Limited |
16,000,526 |
1.82 |
Goldman Sachs Securities (Nominees) Limited |
15,989,066 |
1.82 |
Euroclear Nominees Limited |
13,087,000 |
1.49 |
The Bank of New York (Nominees) Limited |
11,138,411 |
1.27 |
Morstan Nominees Limited |
9,770,000 |
1.11 |
Barclayshare Nominees Limited |
9,581,609 |
1.09 |
TD Waterhouse Nominees (Europe) Limited |
9,241,638 |
1.05 |
HSBC Client Holdings Nominee (UK) Limited |
9,148,491 |
1.04 |
Citicorp Nominees Pty Limited |
7,741,517 |
0.88 |
|
713,399,661 |
81.20 |
At 01 September 2008, there were 878,519,163 fully paid ordinary shares held by 2,579 individual shareholders. All issued ordinary shares carry one vote per share.
(b) Options
|
Unquoted Options |
|
|
Number |
% Held |
Issued under Employee Share Option Plan 2002 |
1,500,000 |
13.72% |
Issued under Employee Share Option Plan 2006 |
8,365,000 |
76.50% |
Other |
1,070,000 |
9.78% |
|
10,935,000 |
100.00% |
(c) Broker Warrants
|
Unquoted Broker Warrants |
|
|
Number |
% Held |
Issued to Westwind Partners (UK) Limited |
4,007,260 |
41.71 |
Issued to Ambrian Partners Limited |
329,280 |
3.43 |
Issued to Cormark Securities Inc |
329,280 |
3.43 |
Issued to Macquarie Capital Markets Canada Ltd |
988,400 |
10.29 |
Issued to Thomas Weisel Partners Canada Inc |
3,953,040 |
41.14 |
|
9,607,260 |
100.00 |
DISTRIBUTION OF HOLDERS OF EQUITY SECURITIES
Holding Range |
Ordinary Shares |
Unquoted Options |
Unquoted Broker Warrants |
1 - 1,000 |
326 |
- |
- |
1,001 - 5,000 |
1,032 |
- |
- |
5,001 - 10,000 |
487 |
5 |
- |
10,001 - 100,000 |
576 |
14 |
- |
100,001 and over |
158 |
12 |
5 |
|
2,579 |
31 |
5 |
As at 01 September 2008, there were 83 shareholders with less than marketable parcel.
CLASS OF SHARES AND VOTING RIGHTS
The voting rights attaching to the ordinary shares, set out in Clause 12.8 of the Company's Constitution are: 'Subject to any rights or restrictions for the time being attached to any class or classes of shares -
VENDOR SHARES
There are no vendor securities on issue at the date of this report.