Final Results

RNS Number : 8595I

URU Metals Limited

31 July 2012

 



31 July 2012

URU Metals Limited

("URU Metals", "URU" or "the Company")

Consolidated Annual Financial Statements

for the year ended 31 March 2012

URU Metals Limited, (AIM:URU), the  base metals and uranium explorer and development company, announces its audited results for the year ended 31 March 2012.   A copy of this announcement is available on the Company's website, www.urumetals.com. The report and accounts will be posted to shareholders in due course, and the date of posting will be notified at that time.

Highlights

·    Due diligence between Southern African Nickel ("SAN") and Umnex Mineral Holdings ("Umnex") relating to the acquisition of the Zebediela Nickel Project, South Africa, is successfully completed. Zebediela becomes part of SAN's asset portfolio.

·    Drilling re-commences at URU Metals' In Gall and Irhazer uranium licences, Niger.

·    Initial drilling results for the Zebediela and Burgersfort Nickel Projects are announced confirming the presence of potentially large disseminated nickel resources at both project sites.

·    UrAmerica, the private exploration company active in Argentina, Paraguay and Colombia in which URU Metals has a substantial interest, enters a strategic alliance agreement with Cameco Global South America Inc.

·    Drilling at Zebediela and Burgersfort continues to produce good results; both have potential to host considerable sized open pit disseminated sulphide nickel resources.

·    Roger Lemaitre, a professional engineer and geologist with over 20 years experience working with such mining companies as Cameco Corporation, is appointed as Chief Executive Officer.

Post year end highlights

·    First phase drilling is completed at the Zebediela and Burgersfort Nickel Projects. URU Metals satisfies the terms of the Joint Venture Agreement and has fully vested its interest in both projects. MSA Group is engaged to complete a Preliminary Economic Assessment (PEA) for Zebediela.

·    The NI 43-101-compliant PEA for Zebediela is completed, projecting a pre-tax and royalty net present value of $1,018 million and an internal rate of return of 25.7%. Indicated resources are announced at 485.4 million tonnes Indicated at a grade of 0.245% Ni and 1,115.1 million tonnes Inferred at a grade of 0.248% Ni.

·    URU has become aware through its discussion with its partners on the Zebediela Nickel Project, SAN and Umnex, that a dispute has arisen between them that has the potential to force these two parties to enter arbitration proceedings.  Both parties are alleging that the other party has failed in its obligations under their agreement.  Primarily, Umnex has alleged that SAN has failed in its obligation to achieve a public listing for the joint venture project by July 6, 2012, and thus Umnex can leave the joint venture with ownership of the mineral rights in exchange for payment of historical exploration costs, whereas SAN alleges that Umnex has not facilitated the required transfer of the mineral license into the correct corporate vehicle first, which was necessary to allow the public listing to proceed.  URU's interest in the Zebediela project was negotiated through an agreement with SAN exclusively, and URU has fulfilled all of its obligations under that separate agreement.  URU has been in active discussions between Umnex and SAN to facilitate a resolution to the dispute.  However, should negotiations fail, Umnex and SAN would proceed to arbitration under the terms of their joint venture agreement.

Commenting on the results, Paul Loudon, Executive Chairman of URU Metals said:

"URU Metals has achieved a series of major milestones over the past 12 months as the Company develops a strong presence in the South Africa nickel sector.  The policy of diversification into selected non-uranium interests that commenced in the previous reporting year picked up pace during 2011 and has continued into 2012.

"Based upon the excellent results obtained at the Zebediela Nickel Project throughout the year, URU decided to place a priority emphasis on the development of our joint venture with Southern Africa Nickel (SAN). We are hopeful that the dispute between SAN and Umnex will be resolved and we will update the market in due course."

Contact details:

URU Metals Limited Roger Lemaitre, CEO	+ 1 416 892 2870
Fairfax I.S. PLC (Nominated Adviser and Joint Broker) Ewan Leggat / Laura Littley	+ 44 207 598 5368
Daniel Stewart & Company Plc (Joint Broker) Sean Lunn / Noelle Greenaway	+ 44 207 776 6590
Ribeiro Communications Ana Ribeiro	[phone]

 Forward-Looking Statements:

This press release contains statements that are 'forward-looking'. Generally, the words 'expect,' 'intend,' 'estimate,' 'will' and similar expressions identify forward-looking statements. By their very nature, forward-looking statements are subject to known and unknown risks and uncertainties that may cause our actual results, performance or achievements, or that of our industry, to differ materially from those expressed or implied in any of our forward-looking statements. Statements in this press release regarding the Company's business or proposed business, which are not historical facts, are 'forward looking' statements that involve risks and uncertainties, such as estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements.

These forward-looking statements speak only as of the date they are made.

Qualified Person 

The technical information contained in this announcement has been reviewed and approved by Dr Brendan Clarke Pr.Sci.Nat., Geology Operation Manager at The MSA Group and Mr Rob Croll, Head of Consulting at The MSA Group. Dr Clarke is a member of the Geological Society of South Africa and a Professional Natural Scientist (Pr. Sci. Nat) registered with the South African Council for Natural Scientific Professions. Mr Croll is a Fellow of the Southern African Institute of Mining and Metallurgy.  Dr Clarke has sufficient experience relevant to the style of mineralisation under consideration to qualify as a Qualified Person (QP) and verifies that exploration data has been acquired by URU Metals using best practice quality assurance and quality control protocols. Mr Croll has sufficient experience to qualify as a Qualified Valuator (QV).  Dr Clarke and Mr Croll are consultants to URU Metals with no interest in the Company.  Both Dr Clarke and Mr Croll have consented to the inclusion in this announcement of their names in the form and context in which they appear.

Chairman's Statement

I am pleased to present URU Metals Limited's Annual Report for the year to 31 March 2012.  The year has been one of the substantial challenges to the global natural resources sector, due to a combination of particular sector-specific issues (the impact of Fukishima on uranium stocks, for example) and wider investor concerns tied to the European Sovereign Debt Crisis and other macro-economic factors.

Our industry faced a challenging environment.  Nickel prices fell from US$26,000 per metric tonne in March 2011 to US$17,500 in March 2012;  prices for U3O8 dropped from over US$70 per pound to US$55 in the same period.  URU Metals, however, has continued to work positively to develop our key nickel and uranium projects. Looking forward, we believe that the long-term fundamentals for the industry remain positive.

Strategic planning is key to the long-term success of our enterprise.  The Board has been taking an active role, working closely with management, to develop our strategy priorities and near-term operational focus areas.

URU Metals has achieved a series of major milestones over the past 12 months as the Company develops a strong presence in the South Africa nickel sector.

The policy of diversification into selected non-uranium interests that commenced in the previous reporting year picked up pace during 2011 and has continued into 2012.  Based upon the excellent results obtained at the Zebediela Nickel Project throughout the year, URU decided to place a priority emphasis on the development of our joint venture with Southern Africa Nickel (SAN).

The past year has seen the Company drill define and issue a maiden NI 43-101-compliant mineral resources at the Zebediela Nickel Project of 485.4 million tonnes Indicated Resources and 1.115.1 million tonnes Inferred Resources.  An independent PEA completed in June 2012 projects a long-life mine with attractive production fundamentals.  Options for progressing the Zebediela Project to feasibility stage are now being investigated, including the potential for listing the nickel joint venture as a separate entity.

Subsequent to the end of the financial reporting period, a dispute has arisen between our partners on the Zebediela Nickel Project, Southern African Nickel ("SAN") and Umnex Mineral Holdings ("Umnex"), which has the potential to force these two parties to enter arbitration proceedings. URU has been in active discussions between the disputing partners with the objective of facilitating a resolution and your Company is confident that a successful resolution will be found.  However, should the negotiations chaired by URU Management fail, Umnex and SAN would proceed to arbitration as required under the terms of their joint venture agreement.

Uranium remains an important element in your Company's portfolio; exploration undertaken in the year under review continued our work to discover and delineate a large-scale, economically recoverable uranium resource.

On the subject of management, 2012 saw a change of Chief Executive Officer at URU Metals, with Roger Lemaitre stepping into the role previously held by Anton Esterhuizen in February.

Roger brings a wealth of experience into the position, including high-level engineering and geological knowledge that fits well with the Company's strategy of identifying and developing world-class mineral deposits.  I take this opportunity to thank Anton, who remains involved as an advisor to the Board, for his efforts over a critical 18 months for URU Metals and, particularly, for his identification of our prospective South African nickel projects.

Despite the challenging market conditions, I believe that URU Metals is consistently adding value to the portfolio and that our share performance in the medium and long term will reflect the wisdom of our strategy to develop large-scale, low-cost in-demand metals projects.

Paul Loudon

Non-Executive Chairman

30 July 2012

Consolidated statement of financial position

US$'000	Note	Year ended 31 March 2012	Year ended 31 March 2011
Assets Non-current assets
Plant and equipment	7	69	136
Intangible assets	8	4 705	4 705
Investment in jointly controlled asset	9	3 703	1 775
		8 477	6 616
Current assets
Receivables	10	94	174
Cash and cash equivalents	11	4 035	7 964
		4 129	8 138
Total assets		12 606	14 754
Equity and liabilities
Equity
Share capital and premium	12	46 857	46 852
Reserves	13	3 612	3 502
Accumulated deficit		(38 185)	(35 794)
		12 284	14 560
Current liabilities
Trade and other payables	17	322	194
Total equity and liabilities		12 606	14 754

The notes below are an integral part of these consolidated financial statements.

Consolidated statement of comprehensive income

US$'000		Note	Year ended 31 March 2012		Year ended 31 March 2011
Research expenses			(498)		(335)
Fair value reserve realised on disposal of available-for-sale investment			-		26  063
Administrative expenses			(1 893)		(1 256)
Other income			-		1 077
Operating (loss)/profit		18	(2 391)		25 549
Net finance income			-		1
Finance income		19	-		1
(Loss)/profit before income tax			(2 391)		25 550
Income tax expense		20	-		-
(Loss)/profit for the year			(2 391)		25 550
Other comprehensive income
Foreign currency translation differences for foreign operations				(1)	(1)
Transfer to profit on realisation of fair value of available-for-sale financial investment				-	(26 063)
Other comprehensive income for the year, net of income tax				(1)	(26 064)
Total comprehensive income for the year				( 2 392)	(514)
Total comprehensive income attributable to:
Owners of the Company				(2 392)	(514)
Basic (loss)/earnings per share	21			(2.11)	22.6
Diluted (loss)/earnings per share	21			(2.11)	22.6

The notes below are an integral part of these consolidated financial statements.

Consolidated statement of changes in equity
US$'000	Share  capital			Share premium				Foreign currency translation reserve		Share option reserve				Fair value reserve	Accumulated deficit	Total
Balance at 1 April 2010	1 132			45 720				(123)		5 126				26 063	(34 063)	43 855
Total comprehensive income for the year
Profit	-			-				-		-				-	25 550	25 550
Other comprehensive income
Foreign currency translation differences			-			-		(1)		-				-	-	(1)
Realisation of fair value in available-for-sale financial assets reserve, net of tax			-			-		-		-				(26 063)	-	(26 063)
Total comprehensive income for the year			-			-		(1)		-				(26 063)	25 550	(514)
Transactions with owners, recognised directly in equity
Contributions by and distributions to owners
Dividends to equity holders			-			-			-	-			-		(27 281)	(27 281)
Share-based payment transactions			-			-			-	(1 500)			-		-	(1 500)
Total contributions by and distributions to owners			-			-			-	(1 500)			-		(27 281)	(28 781)
Balance at 31 March 2011			1 132			45 720			(124)	3 626			-		(35 794)	14 560
Balance at 1 April 2011			1 132			45 720			(124)	3 626			-		(35 794)	14 560
Total comprehensive income for the year
Loss			-			-			-	-			-		(2 391)	(2 391)
Other comprehensive income
Foreign currency translation differences			-			-			(1)	-			-		-	(1)
Total comprehensive income for the year			-			-			(1)	-			-		(2 391)	(2 392)
Transactions with owners, recognised directly in equity
Contributions by and distributions to owners
Issue of ordinary shares		1			4				-	-	-				-	5
Share-based payment transactions		-			-				-	111	-				-	111
Total contributions by and distributions to owners		1			4				-	111	-				-	116
Balance at 31 March 2012		1 133					45 724		(125)	3 737	-				(38 185)	12 284

The notes below are an integral part of these consolidated financial statements.

Consolidated statement of cash flows

US$'000	Note	Year ended 31 March 2012	Year ended 31 March 2011
Cash flows from operating activities
Cash utilised by operating activities	23	(1 980)	(1 869)
Finance income	19	-	1
Net cash from operating activities		(1 980)	(1 868)
Cash flows from investing activities
Acquisition of  plant and equipment	7	(5)	(14)
Investment in jointly controlled asset	9	(1 928)	(1 775)
Proceeds from sale of investment		-	8 801
Proceeds from sale of plant and equipment		-	18
Net cash (used)/generated by investing activities		( 1 934)	7 030
Cash flows from financing activities
Proceeds from issue of share capital	12	5	-
Net cash from financing activities		5	-
Net (decrease)/increase in cash and cash equivalents		(3 908)	5 162
Cash and cash equivalents at beginning of year		7 964	2 522
Effect of exchange rate fluctuations on cash held		(21)	280
Cash and cash equivalents at 31 March	11	4 035	7 964

The notes below are an integral part of these consolidated financial statements.

Notes to the Consolidated Financial Statements

1. Reporting Entity

URU Metals Limited (the "Company"), formerly known as Niger Uranium Limited, and before that, as UraMin Niger Limited was incorporated in the British Virgin Islands on 21 May 2007. The Company's shares were admitted to trading on AIM, a market operated by the London Stock Exchange on 12 September 2007. The address of the Company's registered office is Walkers Chambers, P.O. Box 92, Road Town, Tortola, British Virgin Islands. The consolidated financial statements of the Company as at and for the year ended 31 March 2012 comprise the Company and its subsidiaries (together referred to as the "Group").

The Group is primarily involved in seeking out mining opportunities around the world as an active investor and project developer. 

2. Basis of preparation

a) Statement of compliance

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs).

b) Basis of measurement

The consolidated financial statements have been prepared on a historical cost basis except for available-for-sale financial assets which wee measured at fair value.

c) Functional and presentation currency

Items included in the consolidated financial statements of each entity in the Group are measured using the currency that best reflects the economic substance of the underlying events and circumstances relevant to that entity ("the functional currency"). These consolidated financial statements are presented in United States Dollars, which is the Company's functional currency.  All financial information presented in United States Dollars has been rounded to the nearest thousand.

d) Use of estimates and judgements

The preparation of the consolidated financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. The Group makes estimations and assumptions concerning the future. The resulting accounting estimates will by definition, rarely equal the related actual results.

Information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most significant risk and effect on the carrying amounts recognised in the consolidated financial statements within the next financial year, are included in the following notes:

Note 8  - intangible assets

Note 15 - measurement of share options

e) Change in accounting policies

Overview

The Group has adopted the accounting policies detailed below which became effective as indicated:

 IAS 24 Related Party Disclosures

Related Party Disclosures

From 1 April 2011 the Group has applied IAS 24 (revised) for the first time for its financial reporting period ended 31 March 2012. The new accounting standard has been applied retrospectively.

IAS 24 (revised) addresses the disclosure requirements in respect of related parties, with the changes relating to the definition of a related party.

3. Significant accounting policies

The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements except as explained in note 2 (e), which addresses changes in accounting policies.

a) Basis of consolidation

Subsidiaries

Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that currently are exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group.

The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any non-controlling interest. The excess of the cost of acquisition over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in profit or loss.

Jointly controlled asset

A jointly controlled asset is a joint venture carried on by each venturer using its own assets in pursuit of the joint venture. The consolidated financial statements include the assets that the Group controls and the liabilities that it incurs in the course of pursuing the joint venture and the expenses that the Group incurs and its share of the income that it earns from the joint venture.

Transactions eliminated on consolidation

Intra-group balances and transactions and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements.

(b) Foreign currency transactions

(i) Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising on the retranslation of available-for-sale equity instruments, which are recognised directly in other comprehensive income.

Changes in the fair value of monetary securities denominated in foreign currency classified as available-for-sale are analysed between translation differences arising from changes in amortised cost of the security and other changes in the carrying amount of the security. Translation differences related to changes in amortised cost are recognised in profit or loss, and other changes are recognised in equity.

(ii) Foreign operations

The assets, equity and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to United States Dollars at exchange rates at the reporting date. The income and expenses of foreign operations, excluding foreign operations in hyperinflationary economies, are translated to United States Dollars at exchange rates at the average exchange rates, unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction rates, in which case income and expenses are translated at the rate on the dates of the transactions.

Foreign currency differences are recognised directly in other comprehensive income and such differences have been recognised in the foreign currency translation reserve (FCTR). When a foreign operation is disposed of, in part or in full, the relevant amount in the FCTR is transferred to profit or loss.

Foreign exchange gains and losses arising from a monetary item receivable from or payable to a foreign operation, the settlement of which is neither planned nor likely in the foreseeable future, are considered to form part of a net investment in a foreign operation and are recognised directly in other comprehensive income in the FCTR.

 (c) Plant and equipment

Recognition and measurement

Items of plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. The cost of plant and equipment was determined by reference to the cost at the date of acquisition.

Cost includes expenditure that is directly attributable to the acquisition of the asset.

Gains and losses on disposal of an item of plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of plant and equipment, and are recognised net within profit or loss.

Subsequent costs

The cost of replacing part of an item of plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of plant and equipment are recognised in profit or loss as incurred.

Depreciation

Depreciation is calculated over the depreciable amount, which is the cost of the asset, or other amount substituted for cost, less its residual value. As the useful lives and depreciation methods are the same for significant parts of assets, these are not depreciated on a component basis.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of plant and equipment.

The estimated useful lives for the current and comparative periods are as follows:

   exploration plant and equipment - 3 years

   motor vehicles - 3 years

   computer equipment - 5 years

   furniture and office equipment - 5 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(d) Exploration costs

Exploration costs incurred prior to determination of the feasibility of mining operations are expensed as incurred.  Once technical feasibility and commercial viability have been established, all evaluation expenditure is capitalised and amortised over the estimated life of the commercial ore reserves on a unit of production basis. Mineral property acquisition costs, and exploration and development expenditures incurred subsequent to the determination of the feasibility of mining operations and approval of development by the Company, are capitalised until the property to which they relate is placed into production, sold, allowed to lapse or abandoned.

Mineral property acquisition costs include the cash consideration and the fair market value of shares to be issued in future mineral reserves interests, pursuant to the terms of the relevant agreements.  In accordance with the full cost method, all costs associated with the exploration and evaluation of mineral resources are expensed as incurred and only capitalised on a project-by-project basis subsequent to the determination of the feasibility of the project. These costs will be amortised over the estimated life of the property following commencement of commercial production, or written off if the property is sold, allowed to lapse or abandoned, or when an impairment of value has been determined to have occurred.

(e) Intangible assets

Intangible assets that are acquired by the Group are measured at cost less accumulated amortisation and impairment losses.

Intangible assets are reviewed for impairment as disclosed in note 3(g)(ii).

Subsequent costs

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognised in profit or loss as incurred.

Amortisation

Amortisation is based on the cost of an asset less its residual value.

Amortisation is recognised in profit and loss on a straight-line basis over the estimated useful lives of intangible assets from the date that they are available for use.

The Group's intangible assets are considered to have  indefinite lives in the current and comparative years.

Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(f) Financial instruments

(i) Non-derivative financial assets 

The Group initially recognises receivables and deposits on the date that they are originated. All other financial assets are recognised initially on the trade date at which the Group becomes a party to the contractual provisions of the instrument. The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. The Group has the following non-derivative financial assets: receivables.

Non-derivative financial assets are recognised initially at fair value plus any directly attributable costs. Subsequent to initial recognition non derivative financial assets are measured as described below.

Available-for-sale financial assets

Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale and that are not classified in any of the other categories. The Group's investments in equity securities are classified as available-for-sale financial assets. Subsequent to initial recognition, they are measured at fair value and changes therein, other than impairment losses (see note 3(g)(i)) and foreign currency differences on available-for sale equity instruments (see note 3(b)(i)), are recognised in other comprehensive income and presented within equity in the fair value reserve. When an investment is derecognised, the cumulative gain or loss in other comprehensive income is reclassified to profit or loss.

For available-for-sale financial assets that are not monetary items, the gain or loss that is recognised in other comprehensive income includes any foreign exchange related component. The fair values of quoted investments are based on current bid prices. When an investment is derecognised, the cumulative gain or loss in other comprehensive income is transferred to profit or loss.

Receivables

Receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Receivables comprise cash and cash equivalents, deposits, and other receivables. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition receivables are measured at amortised cost using the effective interest method, less any impairment losses.

Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less.

(ii) Non-derivative financial liabilities

The Group initially recognises financial liabilities  on the trade date at which the Group becomes a party to the contractual provisions of the instrument. The Group derecognises a financial liability when its contractual obligations are discharged or cancelled or expire. The Group has the following non-derivative financial liabilities: trade and other payables.             

Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition these financial liabilities are measured at amortised cost using the effective interest method.

(iii) Ordinary Shares

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects.

(g) Impairment of assets

(i) Financial assets

Non-derivative financial assets are recognised initially at fair value plus any directly attributable costs. Subsequent to initial recognition non derivative financial assets are measured as described below.

A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired.

The Group considers evidence of impairment for financial assets measured at amortised cost at both a specific assets and collective level. All individually significant assets are assessed for specific impairment. Those found not to be specifically impaired are then collectively assessed for any impairment that has been incurred but not yet identified. Assets that are not individually significant are collectively assessed for impairment by grouping together assets with similar risk characteristics.

In assessing collective impairment, the Group uses historical trends of the probability of default, the timing of recoveries and the amount of the loss incurred, adjusted for management's judgement as to whether current economic and credit conditions are such that the actual losses are likely to be greater or less than suggested by historical trends.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the assets original effective interest rate. Losses are recognised in profit or loss and reflected in an allowance account against receivables. Interest on the impaired asset continues to be recognised. When an event occurring after the impairment was recognised causes the amount of impairments loss to decrease, the decrease in impairment loss is reversed through profit or loss.

Impairment losses on available-for-sale financial assets are recognised by reclassifying the losses accumulated in the fair value reserve in equity, to profit or loss. The cumulative loss that is reclassified from equity to profit and loss is the difference between the acquisition cost, net of any principal repayment and amortisation, and the current fair value, less any impairment loss recognised previously in profit and loss.

An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. For available-for-sale financial assets that are equity securities, the reversal is recognised directly in other comprehensive income.

(ii) Non-financial assets

The carrying amounts of the Group's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.

The recoverable amount of an asset or cash-generating unit ("CGU") is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss.

Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(h) Leased assets and lease payments

Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. Other leases are considered to be operating leases and the leased assets are not recognised in the Group's Statement of financial position.

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

 (i) Income tax

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that it relates to items recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries  to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognised for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the associated unused tax losses and deductible temporary differences can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

(j) Finance income

Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit and loss, using the effective interest method.

(k) Earnings per share

The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted earnings or loss per share is similar to basic earnings or loss per share, except that the denominator is adjusted to include the dilutive potential ordinary shares that would have been outstanding assuming that options and warrants with an average market price for the year greater than their exercise price are exercised and the proceeds used to repurchase ordinary shares. 

(l) Segment reporting

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group's other components. All operating segments' operating results are reviewed regularly by the Group's CEO to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.

(m) Employee benefits

Pension obligations and other post-employment benefits

The Group does not offer any pension and/or post-employment benefits to employees.

Short-term employee benefits

Short-term employee benefits obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus of profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

Share-based compensation

The Group operates an equity-settled, share-based compensation plan, The Niger Uranium Limited Share Option Plan 2008. The grant date fair value of the employee services received in exchange for the grant of the options is recognised as an expense with a corresponding increase in equity, over the period that the employees become unconditionally entitled to the awards. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each reporting date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

(n) Standards, amendments and interpretations, which are not yet effective for reporting periods beginning after the date of these financial statements which have not been adopted early:

There are new or revised Accounting Standards and Interpretations in issue that are not yet effective.  These include the following Standards and Interpretations that are applicable to the business of the entity and may have an impact on future financial statements:

	Standard or Interpretation	Effective date
·      IFRS 7 amendment	Disclosures - Transfers of Financial Assets	1 July 2011*
·
·      IAS 1	Presentation of Financial Statements: Presentation of Items of Other Comprehensive Income	1 July 2012*
·      IFRS 10	Consolidated Financial Statements	1 January 2013*
·      IFRS 11	Joint Arrangements	1 January 2013*
·      IFRS 12	Disclosure of Interests in Other Entities	1 January 2013*
·      IFRS 13	Fair Value Measurement	1 January 2013*
·
·      IAS 27	Separate Financial Statements  (2011)	1 January 2013*
·      IAS 28	Investments in Associates and Joint Ventures (2011)	1 January 2013*
·      IFRS 7 amendment	Disclosures - Offsetting Financial Assets and Financial Liabilities	1 January 2013*
·      IAS 32 amendments	Offsetting Financial Assets and Financial Liabilities	1 January 2014*
·      IFRS 9	Financial Instrument:	1 January 2015*

* All Standards and Interpretations will be adopted at their effective date (except for those Standards and Interpretations that are not applicable to the entity).    

Amendments to IFRS 7 Financial Instruments: Disclosures

The amendments to IFRS 7 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2013.

In terms of the amendments additional disclosure will be provided regarding transfers of financial assets that are:

- not derecognised in their entirety and

- derecognised in their entirety but for which the Group retains continuing involvement.

The adoption of IFRS 7 will not have a significant impact on the company's separate financial statements.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012

 

Amendment to IAS 1 Presentation of Financial Statements

The amendment to IAS 1 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2013.

The company will present those items of other comprehensive income that may be reclassified to profit or loss in the future separately from those that would never be reclassified to profit or loss. The related tax effects for the two sub-categories will be shown separately.

This is a change in presentation and will have no impact on the recognition or measurement of items in the financial statements.

This amendment will be applied retrospectively and the comparative information will be restated. The adoption of IAS 1 will not have a significant impact on the company's separate financial statements

 

IFRS 10 Consolidated Financial Statements

IFRS 10 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014. The standard will be applied retrospectively if there is a change in the control conclusion between IAS 27/SIC 12 and IFRS 10.

IFRS 10 introduces a single control model to assess whether an investee should be consolidated. This control model requires entities to perform the following in determining whether control exists:

Identify how decisions about the relevant activities are made,

Assess whether the entity has power over the relevant activities by considering only the entity's substantive rights,

Assess whether the entity is exposed to variability in returns, and

Assess whether the entity is able to use its power over the investee to affect returns for its own benefit

Control should be assessed on a continuous basis and should be reassessed as facts and circumstances change.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

 

IFRS 11 Joint Arrangements

IFRS 11 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014. The standard will be applied retrospectively, subject to certain transitional provisions.

IFRS 11 establishes that classification of the joint arrangement depends on whether parties have rights to and obligations for the underlying assets and liabilities.

According to IFRS 11, joint arrangements are divided into two types, each having its own accounting model.

Joint operations whereby the jointly controlling parties, known as joint operators, have rights to assets and obligations for the liabilities, relating to the arrangement.

Joint ventures whereby the joint controlling parties, known as joint venturers, have rights to the net assets of the arrangement.

In terms of IFRS 11, all joint ventures will have to be equity accounted.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

 

IFRS 12 Disclosure of Interests in Other Entities

IFRS 12 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014.

IFRS 12 combines, in a single standard, the disclosure requirements for subsidiaries, associates and joint arrangements, as well as unconsolidated structured entities.

The required disclosures aim to provide information to enable user to evaluate:

The nature of, and risks associated with, an entity's interests in other entities, and

The effects of those interests on the entity's financial position, financial performance and cash flows.

The adoption of the new standard will increase the level of disclosure provided for the entity's interests in subsidiaries, joint arrangements, associates and structured entities.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

 

IFRS 13 Fair Value Measurement

IFRS 13 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014. The standard will be applied prospectively and comparatives will not be restated.

IFRS 13 introduces a single source of guidance on fair value measurement for both financial and non-financial assets and liabilities by defining fair value, establishing a framework for measuring fair value and setting out disclosures requirements for fair value measurements. The key principles in IFRS 13 are as follows:

- Fair value is an exit price

- Measurement considers characteristics of the asset or liability and not entity-specific characteristics

- Measurement assumes a transaction in the entity's principle (or most advantageous) market between market participants

- Price is not adjusted for transaction costs

- Measurement maximises the use of relevant observable inputs and minimises the use of unobservable inputs

- The three-level fair value hierarchy is extended to all fair value measurements

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

 

IAS 27 (2011) Separate Financial Statements

IAS 27 (2011) will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014.

IAS 27 (2011) supersedes IAS 27 (2008). IAS 27 (2011) carries forward the existing accounting and disclosure requirements for separate financial statements, with some minor clarifications.

The adoption of IAS 27 (2011) will not have a significant impact on the company's separate financial statements.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

 

IAS 28 (2011) Investments in Associates and Joint Ventures

IAS 28 (2011) will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014.

IAS 28 (2011) supersedes IAS 28 (2008) and carries forward the existing accounting and disclosure requirements with limited amendments.  These include:

-       IFRS 5 is applicable to an investment, or a portion of an investment, in an associate or a joint venture that meets the criteria to be classified as held-for-sale; and

On cessation of significant influence or joint control, even if an investment in an associate becomes an investment in a joint venture or vice versa, the company does not re-measure the retained interest.

The adoption of IAS 28 (2011) will have a significant impact on the company's separate financial statements.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

Amendments to IFRS 7 Financial Instruments: Disclosures: Offsetting Financial Assets and Financial Liabilities

The amendments to IFRS 7 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2014.

The amendments contain new disclosure requirements for financial assets and financial liabilities that are offset in the statement of financial position; or are subject to enforceable master netting arrangements or similar agreements.

The adoption of IFRS 7 will not have a significant impact on the company's separate financial statements.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

Amendments to IAS 32 Financial Instruments: Presentation: Offsetting Financial Assets and Financial Liabilities

The amendments clarify that an entity currently has a legally enforceable right to set-off if that right is:

- not contingent on a future event; and

- enforceable both in the normal course of business and in the event of default, insolvency or bankruptcy of the entity and all counterparties

The adoption of IAS 32 will not have a significant impact on the company's separate financial statements.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

IFRS 9 (2009) Financial Instruments

IFRS 9 will be adopted by the Group for the first time for its financial reporting period ending 31 March 2016. The standard will be applied retrospectively, subject to transitional provisions.

IFRS 9 addresses the initial measurement and classification of financial assets and will replace the relevant sections of IAS 39.

Under IFRS 9 there are two options in respect of classification of financial assets, namely, financial assets measured at amortised cost or at fair value. Financial assets are measured at amortised cost when the business model is to hold assets in order to collect contractual cash flows and when they give rise to cash flows that are solely payments of principal and interest on the principal outstanding. All other financial assets are measured at fair value. Embedded derivatives are no longer separated from hybrid contracts that have a financial asset host.

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

IFRS 9 (2010) Financial Instruments

IFRS 9 (2010) will be adopted by the Group for the first time for its financial reporting period ending 31 March 2016. The standard will be applied retrospectively, subject to transitional provisions.

IFRS 9 (2010) addresses the measurement and classification of financial liabilities and will replace the relevant sections of IAS 39.

Under IFRS 9 (2010), the classification and measurement requirements of financial liabilities are the same as per IAS 39, except for the following two aspects:

- fair value changes for financial liabilities (other than financial guarantees and loan commitments) designated at fair value through profit or loss, that are attributable to the changes in the credit risk of the liability will be presented in other comprehensive income (OCI). The remaining amount of the fair value change is recognised in profit or loss. However, if this requirement creates or enlarges an accounting mismatch in profit or loss, then the whole fair value change is presented in profit or loss. The determination as to whether such presentation would create or enlarge an accounting mismatch is made on initial recognition and is not subsequently reassessed. 

- Under IFRS 9 (2010) derivative liabilities that are linked to and must be settled by delivery of an unquoted equity instrument whose fair value cannot be reliably measured, are measured at fair value. 

IFRS 9 (2010) incorporates, the guidance in IAS 39 dealing with fair value measurement and accounting for derivatives embedded in a host contract that is not a financial asset, as well as the requirements of IFRIC 9 Reassessment of Embedded Derivatives. 

The impact on the financial statements for the Group cannot be reasonably estimated as at 31 March 2012.

The directors are of the opinion that the impact of the application of the above Standards and Interpretations will not be material, on the assumption that the nature of the business is not expected to change in the foreseeable future.

4. Determination of fair values

A number of the Group's accounting policies and disclosures require the determination of fair value. Fair values have been determined for measurement and / or disclosure purposes based on the following method. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

Equity securities

The fair value of publicly traded securities is based on quoted market prices at the reporting date.

The actual disclosed values of the financial instruments all approximate the fair values of these instruments - refer note 24.

5. Financial risk management

The Group has exposure to the following risks from its use of financial instruments:

- credit risk

- liquidity risk

- market risk.

This note presents information about the Group's exposure to each of the above risks, the Group's objectives, policies and processes for measuring and managing risk, and the Group's management of capital. Further quantitative disclosures are included throughout these consolidated financial statements.

Risk management framework

The Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework. Risk management is carried out by the finance department under policies approved by the Board of Directors and reports regularly to the Board of Directors.

The Group's risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group's activities. The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The finance department oversees and monitors compliance with the Group's risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Group does not have an Internal Audit department.  

Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's deposits and other receivables.

Deposits and other receivables

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However management also considers the demographics of the customer base, including the default risk of the industry and country in which the customers operate, as these factors have an impact on credit risk. There is no significant concentration of credit risk.

The Group has established a credit policy under which each new customer is analysed individually for creditworthiness before the Group's standard payment and delivery terms and conditions are offered.

More than 85 per cent. of the Group's customers have been transacting with the Group since its establishment, and no impairment loss has been recognised against these customers.

The Group has no allowance for impairment that might represent an estimate of incurred losses on deposits, prepayments or other receivables.

The Group held cash and cash equivalents of US$ 4, 035 million on 31 March 2012 (2011: US$7, 964 million) which represents the maximum credit exposure on these assets. The majority of the cash and cash equivalents are held with Citibank N.A. 

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.

 Typically the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 24 months, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. Management monitors the rolling forecasts of the Group's liquidity reserve on the basis of expected cash flows.

Market risk

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

The Group incurs financial liabilities in order to manage market risks. All such transactions are carried out within the guidelines set by the Board of Directors. The Group does not apply hedge accounting in order to manage volatility in profit or loss.

Currency risk

The Group, operating internationally, is exposed to currency risk on purchases that are denominated in a currency other than the respective functional currencies of the Group entities, primarily the US Dollar (US$), Pound Sterling (GBP), the Canadian Dollar (C$), the Franc (CFA) and the South African Rand (ZAR). The currencies in which these transactions primarily are denominated are US$, GBP, C$, CFA ad ZAR.

The Group does not hedge its exposure to currency risk.

In respect of other monetary assets and liabilities denominated in foreign currencies, the Group's policy is to ensure that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short term imbalances.

The Group's investment in its Nigerien subsidiary is not hedged.

 Interest rate risk

The financial assets and liabilities of the Group are subject to interest rate risk, based on changes in the prevailing interest rate. The Group does not enter into interest rate swaps or derivative contracts.

Other market price risk

Equity price risk arises from available-for-sale equity securities held as investments at fair value through profit and loss. The investments are managed on an individual basis and all buy and sell decisions are approved by the Board of Directors.

The primary goal of the Group's investment strategy is to make timely investments in listed or unlisted mining and mineral development companies to optimise shareholder value. Where appropriate the Group will act as an active investor and will strive to advance corporate actions that deliver value adding outcomes. The Group will undertake joint ventures with companies that have the potential to realise value through mineral project development, and invest substantially in those joint ventures to advance asset development over the near term.

Capital risk management

The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of share capital and share premium and retained earnings. The Board of Directors monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Board's target is for all employees and directors of the Group to hold a maximum of 10 per cent. the Company's ordinary shares. At present directors and employees hold 0.34 per cent of ordinary shares or 9.82 per cent assuming that all outstanding options vest and are exercised. Directors and employees are awarded share options in terms of the Share Option Plan, 2008.

The Group's income and operating cash flows are substantially independent of changes in market interest rates. At the year end the Group had no debt (2011: Nil).  Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.

The Group does not have a defined share buy-back plan.

In order to maintain or adjust the capital structure, the Group may issue new shares or sell assets to generate cash.

The Group is not subject to externally imposed capital requirements.

As the Group only has exploration expenditure nor debt there is no return on capital calculation and thus the net debt to adjusted equity ratio is not provided.

There were no changes in the Group's approach to capital management during the year.

6. Segment information

The Group has three reportable segments, as described below, which are the Group's strategic business units. The strategic business units offer different services, and are managed separately because they require different strategies. For each of the strategic business units, the Group's CEO reviews internal management reports on at least a quarterly basis.

The following summary describes the operations in each of the Group's reportable segments:

- Exploration. Includes obtaining licenses and exploring these licence areas.

- Investment. Includes making investments based on group investment criteria

- Corporate office. Includes all group administration and procurement

There are no other operations that meet any of the quantitative thresholds for determining reportable segments in 2012 or 2011.

There are varying levels of integration between the Exploration, Investment and Corporate Office reportable segments. This integration includes shared administration and procurement services. The accounting policies of the reportable segments are the same as described in notes 2 and 3.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management reports that are reviewed by the Group's CEO. Segment profit or loss is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm's length basis.

US$'000					Operating Segments
	Exploration					Investment			Corporate Office					Total
	2012		2011			2012		2011	2012			2011		2012			2011
Revenues from external customers	-		-			-		-	-			-		-			-
Inter-segment revenues	-		-			-		-	-			-		-			-
Finance income	-		-			-		-	-			(1)		-			(1)
Depreciation	20		77			-		-	51			72		71			149
Reportable segment (loss)/ profit before tax	(1 017)		(893)			-		26  063	(1 374)			380		(2 391)			25 550
Other material non-cash items:
- Share-based payments expense	-		-			-		-	132			109		132			109
- Share-based payments reversal on cancellation	-		-			-		-	(21)			(1 448)		(21)			(1 448)
- warrant option reversal on expiry	-		-			-		-	-			(161)		-			(161)
- impairment of intangibles	-		-			-		-	-			120		-			120
Reportable segment assets	4 759		6 633			-		-	7 847			8 121		12 606			14 754
- Capital expenditure	(2)		(2)			-		-	(3)			(12)		(5)			(14)
Reportable segment liabilities	(186)		(160)			-		-	(136)			(34)		(322)			(194)
Geographical segments
31 March 2012
For the year ended 31 March 2012, exploration activities took place in both South Africa and Niger, the investments were controlled from the British Virgin Islands, whilst all accounting and administration activities were conducted from the South African administration office.
In presenting information based on the geographical segments, segment assets are based on the geographical location of the assets.
US$'000											Revenues			Non- current  assets
31 March 2012
Niger											-			4 759
South Africa											-			3 718
											-			8 477
31 March 2011
Niger											-			4 841
South Africa											-			1 775
											-			6 616
7. Plant and equipment
US$'000
31 March 2012								Cost				Accumulated depreciation				Carrying amount
Exploration plant and equipment								162				(155)				7
Motor vehicles								184				(184)				-
Computer equipment								195				(150)				45
Furniture and equipment								100				(83)				17
								641				(572)				69
31 March 2011
Exploration plant and equipment								170				(155)				15
Motor vehicles								192				(190)				2
Computer equipment								194				(111)				83
Furniture and equipment								102				(66)				36
								658				(522)				136
Reconciliation of carrying amount - 31 March 2012
US$'000		Exploration plant and equipment				Motor vehicles		Computer equipment				Furniture and office equipment			Total
Balance at 1 April 2011		15				2		83				36			136
Additions		-				-		3				2			5
Depreciation		(8)				(2)		(40)				(21)			(71)
Foreign exchange differences		-				-		(1)				-			(1)
Balance at 31 March 2012		7				-		45				17			69
Reconciliation of carrying amount - 31 March 2011
Balance at 1 April 2010		38					85	118				53			294
Additions		12					-	-				2			14
Disposals		-					(29)	(1)				(29)			(59)
Depreciation		(35)					(54)	(40)				(20)			(149)
Foreign exchange differences		-					-	6				30			36
Balance at 31 March 2011		15					2	83				36			136

None of the plant and equipment is pledged to any third party, nor are there any restrictions as to title. At the reporting date there are no capital commitments.

8. Intangible assets
US$'000
31 March 2012	Cost	Accumulated amortisation and impairments		Carrying amount
Exploration licences	4 825	(120)		4 705
31 March 2011
Exploration licences	4 825	(120)		4 705

With regards to its intangible assets held in Niger, and given the past security issues within that country, the Group considers that it has fully complied with its commitments under the terms of the licences that it currently holds.

Whilst it still awaits approval for the extension of the two licences held at Irhazer and In Gall, the Group remains confident that such confirmations will be forthcoming. Until such time as the Group either fails to meet its financial commitments or elects to forfeit any or all of the licences, intangible assets will continue to be reviewed for impairment as described in the accounting policies.

The Irhazer and Ingall licences initially carried at a total acquisition cost of US$ 4.705 million were registered in the name of NWT Uranium Corporation ("NWT). The  Kamas 1, Kamas 2, Kamas 3, Kamas 4, Dabala 3 and Dabala 4 licences initially carried at an acquisition cost of US$ 120 000 were registered in the name of UraMin. In terms of the policy these licences have been impaired in full. All of the Niger exploration licences were acquired from NWT and UraMin Inc. in terms of the asset purchase agreement.

With regards to its intangible assets held in Niger, and given the past security issues within that country, the

9. Investment in jointly controlled asset
US$'000			31 March 2012						31 March 2011
			Non-current asset		Ownership				Non-current asset	Ownership
Investment in Nickel Joint Venture			3 703		45%				1 775	45%
Reconciliation of the movement in the Nickel Joint Venture
Balance at 1 April			1 775						-
Additions			1 928						1 775
Balance at 31 March			3 703						1 775
On 5 October 2010, the Group announced that it had entered into a joint venture (the "Nickel Joint Venture") with Southern African Nickel ("SAN"), the joint owner and current developer of a portfolio of large nickel projects in Southern Africa. Under the agreement, the Company committed to provide funding to the Joint Venture of, in aggregate, up to US$3.6 million over a period of 20 months from 5 October 2010. Capital commitments of the jointly controlled asset                                                                            31 March 2012         31 March 2011                                                                   Total               URU share     Total     URU share URU Metals incurred                                   450                         206      1 825     1 825 On 6 April 2011 the Company announced the satisfactory and successful conclusion of all due diligence activities between SAN and Umnex Holdings in relation to the acquisition of the Zebediela Nickel Project close to the mining town of Mokopane in the Limpopo province of South Africa. The Zebediela project is an addition to the portfolio of nickel assets held by the SAN-URU Metals exploration Joint Venture. The acquisition involved no additional cash consideration to be made by either the Company or SAN and did not increase the Company's original committed contribution to the Joint Venture of US$3.6 million, which during the year was spent.  In the year under review, URU Metals has satisfied all its obligations under the Joint Venture Agreement and has now a fully vested a 50% interest in the Nickel Joint Venture.  As announced on 6 April 2011, the Joint Venture is seeking to continue the development of the Zebediela Nickel Project, Umnex Mineral Holdings (Pty) Ltd. ("Umnex"), the vendor of the Zebediela Nickel Project, will receive a direct interest in the Joint Venture from both Southern African Nickel and URU Metals, following which the effective interest of each party in the Joint Venture will be: URU Metals 45 per cent., Southern African Nickel 40 per cent. and Umnex 15 per cent. As a consequence of the positive results from the drilling programme and the progress made in metallurgical testing phases, the Joint Venture partners have committed a further US$685,000 in order to complete a Preliminary Economic Assessment study ("PEA") on the Zebediela Nickel Project and to continue with metallurgical testing of the Burgersfort Nickel Project mineralization. The results of the PEA were announced after the year end and are shown herein under "Events after the Reporting Date"
10. Receivables
US$'000								31 March 2012			31 March 2011
Deposits								28			139
Other prepayments								30			11
Other receivables								36			24
								94			174
11. Cash and cash equivalents
US$'000								31 March 2012			31 March 2011
Cash on hand								2			2
Call and notice deposits								4 033			7 962
								4 035			7 964
12. Share capital and premium
Ordinary shares
		Number of shares		Share capital US$'000			Share premium US$'000				Total US$'000
Authorised share capital:
300 000 000 shares of US$ 0.01 each		300 000 000		3 000			-				3 000
Issued share capital:
113 276 722 shares of US$ 0.01 each		113 276 722		1 133			45 724				46 857
Reconciliation of the movements in share capital and share premium - 31 March 2012
	Number of shares			Share capital US$'000			Share premium US$'000				Total US$'000
Issued share capital:
Balance at 31 March 2011	113 210 056			1 132			45 720				46 852
Issue of shares	66 666			1			4				5
Balance at 31 March 2012	113 276 722			1 133			45 724				46 857

Issued shares

All issued shares are fully paid up.

Unissued shares

In terms of the BVI Business Companies Act the unissued shares are under the control of the directors.

Dividends
The following dividends were declared and paid by the Group:
US$'000			31 March 2012		31 March 2011
Dividend in specie of 10.912million Kalahari Minerals plc shares			-		27 281
13. Reserves
US$000		31 March 2012		31 March 2011
Share option reserve		3 737		3 626
Foreign currency translation reserve (refer Note 16)		(125)		(124)
		3 612		3 502

14.  Share Option Reserve

 (a) Share Options

The Share Option Plan is administered by the Board of Directors, which determines individual eligibility under the plan for optioning to each individual. Below is disclosure of the movement of the Group's share options as well as a reconciliation of the number and weighted average exercise price of the Group's share options outstanding on 31 March 2012. 

The terms and conditions of the grants are as follows: all options are to be settled by physical delivery of shares, against payment to the Group of the option price:
Grant date/ employees entitled		Number of options		Vesting conditions		Contractual life of options
Option grant to directors - 12 September 2007		2 602 400		Immediate		5 years
Options grant to directors - 15 December 2007		2 200 000		Over 3 years		5 years
Options grant to key management and employees - 15 December 2007		1 730 000		3 years service		10 years
Options grant to directors, key management and employees - 16 October 2008		3 607 000		3 years service		10 years
Options grant to directors, key management and employees - 9 October 2009		2 510 000		3 years service		10 years
Options grant to directors, key management and employees - 21 October 2010		7 950 000		3 years service		10 years
Options grant to directors, key management and employees -21 February 2012		1 850 000		3 years service		10 years
		22  449 400
The number and weighted average exercise prices of share options is as follows:
	31 March 2012				31 March 2011
	Number of options		Weighted average exercise price (GBP)		Number of options		Weighted average exercise price (GBP)
Outstanding at 1 April	10 452 400		0.16		5 702 400		0.48
Granted during the year	1 850 000		0.07		7 950 000		0.05
Exercised during the year	(66 666)		0.05		-		-
Forfeited during the year	(1 500 000)		0.05		(3 200 000)		0.45
Outstanding at 31 March	10 735 734		0.15		10 452 400		0.16
Exercisable at 31 March	4 585 734		0.30		2 502 400		0.50

The options outstanding at 31 March 2012 have an exercise price in the range of between 4.88p and 50p and a weighted average contractual life of 6.27 years. The options outstanding at 31 March 2011 had exercise prices in the range of between 4.88p and 50p and had a weighted average contractual life of 7.35 years.

In the current year 66 666 options were exercised (2011: Nil) at a weighted average price of 4.88p. 

Reconciliation of share options outstanding - 31 March 2012
							Options exercisable
Range of exercise prices	Number outstanding at 31 March 2012		Weighted average remaining life (years)		Weighted average price (GBP)		Number exercisable as at 31 March 2012	Weighted average exercise price (GBP)
0.50	2 502 400		0.50		0.50		2 502 400	0.50
0.0488	6 383 334		7.50		0.0488		2 083 334	0.0488
0.07	1 850 000		9.92		0.07		-	-
	10 735 734		6.27		0.15		4 585 734	0.30
Reconciliation of share options outstanding - 31 March 2011
						Options exercisable
Range of exercise prices	Number outstanding at 31 March 2011	Weighted average remaining life (years)		Weighted average price (GBP)		Number exercisable as at 31 March 2011		Weighted average exercise price (GBP)
0.50	2 502 400	1.50		0.50		2 502 400		0.50
0.0488	7 950 000	8.50		0.0488		-		-
	10 452 400	6.81		0.16		2 502 400		0.50

The fair value of services received in return for share options granted is based on the fair value of share options granted, based on the closing share price at the close of business on the previous day, using the following inputs:

		Directors and key management personnel		Senior employees
	31 March 2012		31 March 2011	31 March 2012	31 March 2011
Fair value at grant date		0.07	0.0488	0.07	0.0488
Share price		0.07	0.0488	0.07	0.0488
Exercise price		0.07	0.0488	0.07	0.0488
Expected volatility		54.9%	34.8%	54.9%	34.8%
Option life (expected weighted average life - 10 years)		9.84	9.5	9.84	9.5
Expected dividends		0%	0%	0%	0%
Risk free interest rate		3.16%	3.69%	3.16%	3.69%

Expected volatility is estimated by considering historic average share price volatility.

Share options expensed
US$'000					Note		31 March 2012	31 March 2011
Share options granted - current year							132	109
Share option expense reversal on forfeiture							(21)	(1 448)
Total expense recognised in employee costs							111	(1 339)
The share options expense was as follows:
-       Directors					19		66	63
-       Employees					19		66	46
							132	109
Aggregate un-expensed fair value of options granted							178	218
(b) Warrant options
The following is a summary of the Group's warrant options granted under its Share Incentive Scheme. As at 31 March 2012, the following warrant options, issued in respect of capital raising, had been granted but not exercised.
Name	Date Granted	Date Vested	Number of warrants	Exercise Price (GBP)		Expiry Date			Fair Value at Grant Date (GBP)
Beaumont Cornish	9 Oct 2009	9 Oct 2009	100 000	0.345		9 Oct 2019			0.345

No warrant options lapsed during the year under review (2011: 250 000 lapsed). No reversal of expenses from prior years took place, whilst in the comparative period, as a result of the lapsing of these warrant options, a reversal of the expenses in the previous years of US$ 161 000 was recognised in profit or loss. No warrant options were cancelled or were exercised during the year.

(c)Share-based payments

The fair value of the options vested during the year ended 31 March 2012 is calculated at US$ Nil (2011: US$ Nil). The assessed fair value at grant date is determined using the Black-Scholes Model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.

15. Fair value reserve
US$'000
The fair value reserve includes the cumulative net change in fair value of available-for-sale investments until the investment is derecognised.
	31 March 2012		31 March 2011
Opening balance	-		26 063
Movement for the year (refer note 10)	-		(26 063)
Closing balance	-		-

16. Foreign currency translation reserve
US$'000
The foreign currency translation reserve comprises all foreign currency differences arising from the translation of the financial results of foreign operations.
	31 March 2012	31 March 2011
Opening balance	(124)	(123)
Movement for the year	(1)	(1)
Closing balance	(125)	(124)

17. Trade and other payables
US$'000			31 March 2012			31 March 2011
Other payables			22			18
Unclaimed dividends			17			-
Accruals			283			176
			322			194
18. Operating (loss)/profit
US$'000		31 March 2012			31 March 2011
The following items have been charged in arriving at the operating (loss)/profit for the year:
Auditors remuneration		78			64
Directors fees		47			56
Legal fees		26			110
Operating lease payments		100			86
Depreciation		71			149
Foreign exchange loss/(gain)
-realised		30			7
-unrealised		21			(280)
Impairment of  intangible assets		-			120
Loss on disposal of plant and equipment		-			4
Fair value reserve realised on disposal of available-for-sale investment		-			(26 063)
Salaries and wages
Share options expensed - directors (equity settled)		66			63
Share options expensed - staff (equity settled)		66			46
Share options reversal - directors		(21)			(1 245)
Share options reversal - staff		-			(203)
Staff cost - salaries		623			641
Warrant options reversal on expiry		-			(161)
19. Finance income
US$'000	31 March 2012			31 March 2011
Finance income on funds on deposit	-			1

20. Income tax expense and deferred taxation

No taxation has been provided due to calculated losses in the current and prior year in the jurisdictions in which it operates.

The British Virgin Islands under the IBC imposes no corporate or capital gains taxes. However the Company as a Group may be liable for taxes in the jurisdictions where it develops mining properties.

No deferred tax asset has been recognised because there is insufficient evidence of the timing of suitable

future profits against which they can be recovered. No deferred tax liability has been recognised as a result

of the losses in the periods to date.

21. Basic and diluted (loss)/earnings  per share
	31 March 2012	31 March 2011
The basic (loss)/earnings per share is calculated using:
(Loss)/profit for the year (US$'000)	(2 391)	25 550
Weighted average number of ordinary shares in issue	113 217 160	113 210 056
Basic (loss)/earnings per share (US cents)	(2.11)	22.6
Reconciliation of the weighted average number of ordinary shares in issue:
Number of ordinary shares in issue at beginning of the year	113 210 056	113 210 056
Exercise of options - 28 February 2012	7 104	-
	113 217 160	113 210 056
The diluted (loss)/earnings per share is calculated using:
(Loss)/profit for the year (US$'000)	(2 391)	25 550
Weighted average number of ordinary shares in issue	113 217 160	113 210 056
Effect of share options on issue	-	-
Effect of warrant options on issue	-	-
Weighted average number of ordinary shares (diluted) at 31 March	113 217160	113 210 056
Diluted (loss)/earnings per share (US cents)	(2.11)	22.6

At 31 March 2012, 10 735 743 share options ( 2011: 10 452 400) and 100 000 warrant options (2011:100 000) were excluded from the diluted weighted average number of ordinary shares calculations as their effect would be anti-dilutive.

The average market value of the Group's shares for purposes of calculating the dilutive effect of share options was based on quoted market prices for the period during which the options were outstanding.

22.Contingent liabilities and commitments
US$'000	31 March 2012	31 March 2011
Operating lease commitments The future minimum lease payments under non-cancellable leases are:
Less than 1 year	42	78
Later than 1 year but less than 5 years	68	123
	110	201

The operating lease commitments relate to one property lease in Sandton which commenced in December 2010. The lease expires in November 2013, with an option to negotiate an extension. The initial lease payment amounted to US$ 4,916 per month and escalates at 8% per annum. In the prior year the Company also held an operating lease in Morningside which was terminated during the year under review. 

23. Notes to the statement of cash flows
Cash utilised by operating activities
US$'000	31 March 2012	31 March 2011
(Loss)/profit before income tax	(2 391)	25  550
Adjusted for:
-Depreciation	71	149
-Realised fair value adjustment	-	(26 063)
-Share-based payments expense	132	109
-Share-based payments reversal on cancellation	(21)	(1 448)
-Warrant options reversal on expiry	-	(161)
-Loss on disposal of plant and equipment	-	4
-Impairment of intangible assets	-	120
-Net finance income	-	(1)
-Unrealised foreign exchange loss/(gain)	21	(280)
	(2 188)	(2 021)
Movements in working capital:
-Decrease in receivables	80	45
-Increase in trade and other payables	128	107
Cash flows from operating activities	(1 980)	(1 869)

24. Financial Instruments

Credit risk

(i)Exposure to credit risk

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

US$'000	Note	Carrying amount 31 March 2012	Carrying amount 31 March 2011
Receivables	11	64	163

Liquidity risk

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements:

31 March 2012
US$'000	Carrying amount		Contractual cash flows		6 months or less	6-12 months	1-2 years	2-5 years
Non-derivative financial liabilities
Trade and other payables	322		322		322	-	-	-
31 March 2011
US$'000		Carrying amount		Contractual cash flows	6 months or less	6-12 months	1-2 years	2-5 years
Non-derivative financial liabilities
Trade and other payables		194		194	194	-	-	-

Market risk

As the Group has disposed of all its available-for-sale assets the exposure to market risk is limited to currency risk described herein.

i) Exposure to currency risk

The Group's exposure to foreign currency risk, based on notional amounts, was as follows:

31 March 2012 US$'000's			US Dollars	British Pounds Sterling	South African Rand	Franc CFA	Canadian Dollars
Receivables			18	22	35	19	-
Trade and other payables			(4)	(78)	(1)	(187)	(52)
Net exposure			14	(56)	34	(168)	(52)
31 March 2011 US$'000's			US Dollars	British Pounds Sterling	South African Rand	Franc CFA	Canadian  Dollars
Receivables			8	13	31	119	-
Trade and other payables			(19)	(7)	(8)	(160)	-
Net exposure			(11)	6	23	(41)	-

The following significant exchange rates applied during the period:

	31 March 2012		31 March 2011
US$	Average rate	Reporting date	Average rate	Reporting date
British Pounds Sterling	0.6264	0.6254	0.6435	0.6238
South African Rand	7.3774	7.6805	7.2159	6.8456
Franc CFA	486.00	502.89	506.57	474.92
Canadian Dollar	0.9930	0.9972	-	-

(ii) Sensitivity analysis

A 10 per cent. strengthening of the US Dollar against the following currencies at 31 March 2012 would have increased/ (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant.

Effect in US$'000	31 March 2012		31 March 2011
	Equity	Profit or loss	Equity	Profit or loss
British Pounds Sterling	-	(6)	-	1
South African Rand	-	3	-	2
Franc CFA	-	(17)	-	(4)
Canadian Dollar	-	(5)	-	(4)

A 10 per cent. weakening of the US Dollar against the above currencies at 31 March 2012 and 31 March 2011 would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

Fair values

(i) Fair values versus carrying amounts

The fair values of financial assets and financial liabilities, together with the carrying amounts shown in the statement of financial position, are as follows:

US$'000	31 March 2012		31 March 2011
	Carrying amount	Fair value	Carrying amount	Fair value
Assets and liabilities carried at amortised cost
Receivables	64	64	174	174
Cash and cash equivalents	4 035	4 035	7 964	7 964
Trade and other payables	(322)	(322)	(194)	(194)
	3 777	3 777	7 944	7 944
The carrying amounts of receivables, cash and cash equivalents and trade and other payables approximate fair value due to the short maturities of these instruments.

Interest rates used for determining fair value

The interest rates used to determine estimated cash flows, when applicable, are based on the government yield curve at the reporting date plus an adequate credit spread.

Fair value hierarchy

During the year ended 31 March 2011 available-for-sale financial assets were valued using unadjusted quoted prices in active markets for identical assets, which were defined as level 1 within fair value hierarchy. 

25. Subsidiaries

The Group financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policies described in note 1:
	Country of incorporation		31 March 2012 %	31 March 2011 %
Niger Uranium S.A.	Niger		100	100
URU (Management) Limited*	British Virgin Islands		100	100
URU (Africa) Limited*	British Virgin Islands		100	100
Namaqua Uranium (Proprietary) Limited*	Namibia		100	100
URU Metals (Zambia) Ltd*	Zambia		100	-
*- dormant

26. Events after the reporting date

(i)Nickel Joint Venture PEA

On 7 June 2012 the Company announced a positive NI 43-101-compliant PEA of the Zebediela Project in the Nickel Joint Venture

The PEA of the Zebediela Project projects a pre-tax and pre-royalty net present value of $1,018 million, an internal rate of return of 25.7% and a 3.8 year payback period at an 8% discount rate.

Indicated resources stand at 485.4 million tonnes at a grade of 0.245% Ni with additional inferred resources of 1,115.1 million tonnes at a grade of 0.248% Ni.

Using indicated resources only, a proposed open-pit mine is envisioned with a 25 year mine life producing 56,600,000 lbs of recoverable nickel per annum.

The project is projected to a lowest-quartile cost nickel producer.

Substantial opportunities are available to the Nickel Joint Venture to increase the project value through resource accretion and the addition of a magnetite concentrate revenue stream.

(ii) Changes to the Board of Directors

On 12 July 2012, URU Metals announced that Mr. David Subotic has been appointed to the Board as a Non-Executive Director with immediate effect. Mr. Subotic was nominated to join the Board by NWT Uranium Corporation ("NWT"), the Company's largest shareholder, pursuant to the terms of the relationship agreement between the Company and NWT dated 20 April 2010 (the "Relationship Agreement"). Mr. Subotic is the interim President and Chief Executive Officer of NWT.

Mr. Subotic is a former vice president of Haywood Securities, an international investment firm specialising in the resource sector, where he helped raise more than $2 billion in financing for commodities and oil and gas companies. Previously, Mr. Subotic was a vice president of Canada's Yorkton Securities, a national full-service firm that provides services to institutional investors, issuing companies and retail clients. More recently Mr. Subotic was the founder and chief executive officer of Asian Coast Development Ltd., an international resort developer planning the $4.2 billion Ho Tram Strip integrated resort destination in Southern Viet Nam. Mr. Subotic is currently the CEO and CIO of DAS Capital, a Singapore- and Toronto-based hedge fund and a director of NWT.

Mr. Subotic is directly interested in 3,250,000 ordinary shares in URU, which represents 2.8% of the issued share capital of the Company. Mr Subotic is also directly interested in 4,360,000 ordinary shares in NWT, which represents 3.27% of the issued share capital of NWT.

Following his resignation from his position as president and chief executive officer of NWT on 23 April 2012, John Lynch will remain on the Board of URU, but as a Non-Executive Director rather than an appointed board representative of NWT. It should be noted that Mr. Lynch no longer has any relationship with NWT and is therefore not considered by the Company to be a representative of NWT pursuant to the Relationship Agreement.

(iii) Zebediela Nickel Project

URU has become aware through its discussion with its partners on the Zebediela Nickel Project, Southern African Nickel (SAN) and Umnex Mineral Holdings ("Umnex"), that a dispute has arisen between SAN and Umnex that has the potential to force these two parties to enter arbitration.  Both parties are alleging that the other party has failed in its obligations under their agreement.  Primarily, Umnex has alleged that SAN has failed in its obligation to achieve a public listing for the joint venture project by July 6, 2012, and thus Umnex can leave the joint venture with ownership of the mineral rights in exchange for payment of historical exploration costs, whereas SAN alleges that Umnex has not facilitated the required transfer of the mineral license into the correct corporate vehicle first, which was necessary to allow the public listing to proceed.  URU's interest in the Zebediela project was negotiated through an agreement with SAN exclusively, and URU has fulfilled all of its obligations under that separate agreement.  URU has been in active discussions between Umnex and SAN to facilitate a resolution to the dispute.  However, should negotiations fail, Umnex and SAN would proceed to arbitration under the terms of their joint venture agreement.

27.    Related party disclosure

Transactions with key management personnel

During the period to 31 March 2012, 1 850 000 (2011: 7 950 000) share options were issued to directors and employees of the Company. The options were granted under recommendation of the Remuneration Committee and were granted at an exercise price of GBP 0.07 each (2011: GBP 0.0488 each). As part of the settlement with the former finance director's estate, 1 500 000 (2011: 3 200 000) share options were cancelled. In the prior year the options were cancelled following the conclusion/termination of the individuals involvement with the Group.

During the same period, no share warrants were issued, exercised or cancelled (2011: 250 000 warrants lapsed).

Directors

The following transactions were carried out with directors:

(i) Share options outstanding and exercised by Directors are as follows:

Under IFRS 2 Share-based payments, the Company determines the fair value of options issued to directors and employees as remuneration and recognises the amount as an expense in profit or loss with a corresponding increase in equity. The Remuneration Committee is responsible for the granting of options at its discretion.

Details of share options outstanding and exercised by Directors, and past Directors, are as follows:
	Balance at 31 March 2011	Granted during the period		Forfeited or lapsed during the period		Balance at 31 March 2012			Allocated price of options on hand  31 March 2012 (GBP)		First exercise date
Executive directors:
G. Cassidy	1 500 000	-		(1 500 000)		-			-		-
Non-executive directors:
J. Lynch	1 500 000	-		-		1 500 000			0.0488		21 Oct 2011
	-	500 000		-		500 000			0.0700		21 Feb 2013
P. Loudon	1 500 000	-		-		1 500 000			0.0488		21 Oct 2011
	-	500 000		-		500 000			0.0700		21 Feb 2013
Past Directors
I. Stalker	480 000	-		-		480 000			0.5000		12 Sept 2007
N. Herbert	435 000	-		-		435 000			0.5000		12 Sept 2007
J. Sanders	100 000	-		-		100 000			0.5000		12 Sept 2007
J. Mellon	350 000	-		-		350 000			0.5000		12 Sept 2007
M. Kreczmer	1 037 400	-		-		1 037 400			0.5000		12 Sept 2007
W. Beach	100 000	-		-		100 000			0.5000		12 Sept 2007
	7 002 400	1 000 000		(1 500 000)		6 502 400			0.2100
(ii)Directors remuneration
								Short term employee benefits		Share-based payment expense		Total
Executive directors:
G. Cassidy								150		(8)		142
Non-executive directors:
J. Lynch								19		33		52
P. Loudon								19		33		52
Total for the year ended 31 March 2012								188		58		246
Total for the year ended 31 March 2011								277		63		340

 

END

 

 

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