TIDMPGL

RNS Number : 1149U

Peninsular Gold Limited

28 November 2013

Peninsular Gold Limited

(the "Company" or "Peninsular") (AIM: PGL)

FINAL RESULTS FOR THE YEAR ENDED 30TH JUNE 2013

and

NOTICE OF ANNUAL GENERAL MEETING

Peninsular Gold Limited, the gold production and exploration group focused in Malaysia, today releases its Final Results for the year ended 30(th) June 2013.

Financial

   --    Profit after tax (PAT) for the Group of GBP2,312,194 (2012: GBP3,020,411) 
   --    Earnings per share 2.69p (2012: 3.53p) 
   --    EBITDA for the year of GBP8.2m (2012: GBP6.9m) 
   --    GBP22.83m  revenue (2012: GBP18.74m) from unhedged gold sales 

Operations & Exploration

   --     22,383 ounces of gold produced during the year 
   --     Estimated 1.29 million tonnes of a mix of tailings and in-situ material processed 
   --     New mineralised bodies identified at Kekabu 

-- Chunchok gold bearing structure confirmed over an estimated 700 metres with potential to be a narrow but high grade deposit

Post Period

   --     5,836 ounces of gold produced  for the quarter July to Sept 2013 

NOTICE OF ANNUAL GENERAL MEETING

Peninsular announces that it has on 27th November 2013 posted to shareholders notice of

the Annual General Meeting ('AGM') to be held at First Island House, Peter Street, St

Helier, Jersey on 20(th) December 2013 at 9:30 a.m. A copy of the notice of AGM will be

made available on the Company's website.

Enquiries:

 
 Dato' Sri Andrew TY Kam          Patrick Watson 
  Chairman and Chief Executive     Finance Director 
  Peninsular Gold Limited          Peninsular Gold Ltd. 
  Tel: +60 (0)3 2698 8381          Tel: +44 (0)7799 885653 
 Samantha Harrison / Jen Boorer   Colin Rowbury 
  Nominated Advisor                Broker 
  RFC Ambrian Limited              Daniel Stewart & Co. Ltd. 
  Tel: +44 (0)20 3440 6800         Tel: +44 (0)20 7776 6936 
                                 --------------------------- 
 

CHAIRMAN'S STATEMENT 2013

Dear Shareholders,

Once again it is my pleasure to update you all on the performance and progress of the Company over the past year. Despite seeing a further increase in production, the profit performance for the year was lower due largely in part to the fall in the gold price over the period.

The profit after tax for the year was GBP2.3m (2012: GBP3.0m) whilst gold production increased over the year by 24% to 22,383 ounces (2012: 18,100 ounces).

In September 2012, we were pleased to announce the final legal resolution of the long running application for a Judicial Review in relation to the granting of an Environmental Approval for Peninsular's operating subsidiary (Raub Australian Gold Mining Sdn. Bhd.( "RAGM")) at the Federal Court in Kuala Lumpur. The Court's decision was to unanimously dismiss the appellant's case, thereby exhausting the last avenue of appeal available to them in relation to the case.

Financial Year ended 30(th) June, 2013

The profit after tax for the Group for the year ended 30(th) June, 2013 was GBP2,312,194 (2012: GBP3,020,411) from revenues of GBP22,833,501 (2012: GBP18,743,963) whilst the Group EBITDA for the year was GBP8.2m (2012: GBP6.9m).

Operations

Production at Raub for the year ended 30(th) June 2013 increased to 22,383 ounces (2012: 18,100) from the processing of approximately 1,288,000 tonnes of blended tailings and shallow in-situ material.

The focus for the Raub project has remained on the improvement of the front end utilisation and feed arrangements, whilst also continuing to commission the enlarged circuit. This has enabled us to increase both the tonnage through the plant and also the gold produced. The tailings material is principally fed to the plant via a gravel pump system whilst the in-situ material has been mainly fed via the monitoring bay. The new mobile crusher unit has also been utilised to treat some of the harder in-situ ore.

Since the year end, during September 2013, the mining and processing at Raub has shifted to tailings only as the next tailings storage facility is prepared.

Gold production since the year end for the quarter ended 30 September 2013, was 5,836 ounces of gold from an estimated 342,000 tonnes of throughput.

Exploration

During the last year, exploration activity has been principally comprised of the ongoing regional and detailed exploration in the Northern Licence Areas, particularly in the promising Chunchok and Kekabu mineralised zones.

At Kekabu, several mineralized bodies similar in nature and size to the Tersang deposits were identified. They stretched over a distance of approximately 5km to the North and along the same mineralized strike as Tersang.

At Chunchok, located South of Tersang, the main north-south brecciated structure hosts silicified zones with sulphides and extends over an estimated 700 metres. The field work and sampling at Chunchok has confirmed its potential as a narrow but high grade deposit, complementary to Tersang and the recent Kekabu discoveries.

Reserve and Resource Inventory

 
 Project    JORC                    Project       Tonnes      Grade   Contained 
  Area       Classification                                    (g/t    Troy 
                                                               Au)     Ounces 
           ----------------------  ------------  ----------  ------  ---------- 
            Measured 
 RAUB        Resource               East Lode     1,338,000   1.43    62,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
            Indicated 
 RAUB        Resource               East Lode     1,666,000   1.38    74,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
            Measured 
             + 
 RAUB        Indicated Resources    East Lode     3,004,000   1.40    136,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
 RAUB       Inferred Resource       East Lode     1,883,000   1.40    82,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
            Measured, Indicated 
             and                    Total 
 RAUB        Inferred Resources      East Lode    4,887,000   1.39    218,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
 RAUB        Proven Reserves        Tailings      8,600,000   0.73    202,000 
---------  ----------------------  ------------  ----------  ------  ---------- 
 RAUB       Indicated Resource      Tailings      1,600,000   0.74    37,200 
---------  ----------------------  ------------  ----------  ------  ---------- 
 
 
 TERSANG    Indicated Resource        Tersang    1,185,000   0.73   27,800 
           ------------------------  ---------  ----------  -----  -------- 
 TERSANG    Inferred Resource         Tersang    4,058,000   0.71   92,200 
---------  ------------------------  ---------  ----------  -----  -------- 
            Indicated and Inferred 
 TERSANG     Resources                Tersang    5,243,000   0.71   120,000 
---------  ------------------------  ---------  ----------  -----  -------- 
 

Notes:

Stated as prior to production commencing in February 2009. Total production to the end of September 2013 was 83,145 troy ounces, all from the Raub project.

Values have been rounded to two or three significant figures to reflect the relative estimation precision of each resource classification. This rounding has also been applied to summations of raw values.

The information related to the current reserve and resource inventory presented in the above table has all been previously announced to the market. The relevant competent persons for the different projects are as follows:

1. The Raub (East Lode) project resources were compiled in May 2008 by Kevin Lowe, who is a member of the Australasian Institute Of Mining and Metallurgy and a full-time employee of Snowden Mining Industry Consultants, in accordance with the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves known as the JORC Code (JORC, 2004).

2. The Raub (Tailings) project was compiled in September 2007 and June 2008 by Bryan (Mort) Cowan, who is a member of the Australasian Institute of Mining and Metallurgy, in accordance with the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves known as the JORC Code (JORC, 2004).

3. The Tersang project resources were reported in June 2012 by Remi Bosc of Arethuse Geology Sarl, who is a Member of the European Federation of Geologists and an independent consultant in accordance with the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves known as the JORC Code (JORC 2004).

Corporate Social Responsibility

We have continued to develop our engagement and communication activities with local stakeholders via numerous visits to the Raub site of a range of local stakeholders. In addition we have ourselves gone out to visit, engage and provide assistance where we can with local communities. We recognise this work as an essential part of being a good corporate citizen of the broader Raub district community.

Strategy and Outlook

The further development of the Raub mine and operation in terms of its production levels and efficiency remain core to our operational plans. We are currently also focused on improving availability, utilisation, cost effectiveness and throughput of the Raub project.

However, aside from Raub we are also excited about the future opportunities being promised by the new and interesting areas of gold mineralisation being found and delineated in the northern licence areas along the Chunchok, Tersang, Kekabu and Tenggellan trend.

Dato' Sri Andrew Tai Yeow Kam JP

Chairman and Chief Executive

Report of the Directors

For the Year Ended 30(th) June 2013

The directors' present their report and the audited financial statements for the year ended 30(th) June 2013.

Principal Activities

The principal activities of the Company and its subsidiaries during the year were the exploration and development of gold deposits and the production of gold dorébars in the state of Pahang in Peninsular Malaysia. These activities are performed via the Company's two wholly owned subsidiaries, Raub Australian Gold Mining Sdn. Bhd. ("RAGM") and S.E.R.E.M. Malaysia Sdn. Bhd. ("SEREM").

A detailed review of the Group's operations is included in the Chairman's Review on pages 1-3.

Results and Dividends

The Consolidated Statement of Comprehensive Income for the year is set out on page 12. The Group made a profit after tax of GBP2,312,194 (2012: GBP3,020,411). The directors do not recommend the payment of a dividend.

Directors

The names of the directors who held office during the year and to date were:

Dato' Sri Andrew Tai Yeow Kam

Dato' Mohamed Moiz Bin JM Ali Moiz

Dr. Yves Fernand Marcel Cheze

Mr. Timothy Patrick Watson

Directors' Biographies

Dato' Sri Andrew Tai Yeow Kam JP

Chairman and Chief Executive

Dato' Sri Andrew Tai Yeow Kam (age 51) is a British educated, Malaysian citizen with a law degree from the University of Buckingham. He is an advocate and solicitor of the High Court of Malaya having been admitted to the Malaysian Bar in 1988. His business and entrepreneurial experience, in addition to his long involvement in gold mining, has included the development and completion of a large township, development of an orchard project, and the successful management, over many years, of a major palm oil mill and plantation.

Dato' Mohamed Moiz Bin JM Ali Moiz

Non Executive Director

Dato' Mohamed Moiz Bin JM Ali Moiz (age 53), is a Malaysian citizen. He has a degree in Business Administration and International Finance, graduating in 1985. He worked for Timbco Sdn. Bhd., a company involved in timber trading, processing and forestry management as a Project Manager from 1985 to 1986. In 1987 he was appointed CEO of the Tradium Group of companies, which have interests in property development, fashion retailing, manufacturing, food and beverage and equity investments. In 1999, he was appointed Chief Executive Officer of Effective Capital Sdn. Bhd., a company which successfully undertook the migration of the central limit order book of securities traded in an over the counter market in Singapore, from the Central Depository (Pte) Ltd to the Kuala Lumpur Stock Exchange in June 2000. Currently, he is the non-independent non-executive chairman of Bandar Raya Developments Berhad. He also sits on the Boards of Mieco Chipboard Berhad and several other private companies.

Dr. Yves Fernand Marcel Cheze (Ph.D, B.Sc. and M.Sc.)

Non Executive Director

Dr. Yves Cheze (age 63), a French citizen, studied geology at the University of Clermont-Ferrand and has over 30 years' worldwide experience in most aspects of mineral exploration. Most of his experience has been gained in Western and Eastern Africa, South-East Asia (including Irian Jaya, Indonesia and over ten years in Malaysia), Papua New Guinea and both North and South America. Whilst with the French company BRGM, he was responsible for large international exploration projects that led to the discovery of major gold deposits, including the Ariab Gold Belt in Sudan; he was also Project Manager for feasibility study of a 50 million Euro programme in Papua New Guinea, for the European Commission. Dr. Cheze resigned from BRGM in 2001 and subsequently set up his own geological consulting company in Malaysia where he now lives.

Timothy Patrick Watson (BSc.(Hons.), A.R.S.M., A.C.A.)

Finance Director

Mr. Watson (age 50) is a British citizen who started his career working with the Anglo American Corporation of South Africa before attending the Royal School of Mines at Imperial College to read mining engineering. He graduated in 1985 and returned to Anglo in South Africa, to work in the gold division before later changing career to become a Chartered Accountant with KPMG in the UK. His mining career focused on deep level gold mining operations covering both production and development.

As a Chartered Accountant he has over sixteen years' experience in financial and business management in senior roles with KPMG, Nationwide Building Society, PricewaterhouseCoopers and LogicaCMG where he headed their UK Consultancy business. His experience crosses a range of industries, principally focused on advising finance and business executives in the area of financial and cost management. He knows Malaysia and South East Asia well, having previously lived there for many years.

Directors and Directors' Interests

The directors and their families have the following interests in the shares of the Company:

 
                                 1(st) July 2012        30(th) June 2013 
                                 Ordinary Shares        Ordinary Shares 
                                of GBPNil par value    of GBPNil par value 
 
 Dato' Sri Andrew Tai Yeow                        -                      - 
  Kam 
 Dato' Mohamed Moiz Bin 
  JM Ali Moiz                             4,500,000              4,500,000 
 Dr. Yves Fernand Marcel 
  Cheze                                      50,000                 50,000 
 Mr. Timothy Patrick Watson                       -                      - 
 
 
 
 Indirect Interests 
 
 Dato' Sri Andrew Tai Yeow 
  Kam (1)                      21,638,869   21,638,869 
 Dato' Mohamed Moiz Bin                 -            - 
  JM Ali Moiz 
 Dr. Yves Fernand Marcel                -            - 
  Cheze 
 Mr. Timothy Patrick Watson             -            - 
 
 

(1) Dato' Sri Andrew Tai Yeow Kam's indirect interest in Peninsular Gold Limited is via his ownership of 99.9% of the shares of Akay Holdings Sdn. Bhd. and 70% of the shares of Akay Venture Sdn. Bhd. which owned 15.03% and 14.51% (2012: 15.03% and 14.51%) of Peninsular Gold Limited respectively at 30(th) June 2013.

At 27(th) November 2013, the Company was aware of the following holdings of more than 3% of the issued share capital of the Company:

 
                                              Number of            % 
                                                shares 
 
 Akay Holdings Sdn. Bhd.                      12,919,840        15.0 
 Akay Venture Sdn. Bhd.                       12,474,213        14.5 
  Baker Steel Capital Managers LLP             7,616,000         8.9 
 Dato' Mohamed Moiz Bin JM Ali Moiz            4,500,000         5.2 
  Matterhorn Investments Management (Asia)     4,000,000         4.7 
   Limited 
 Phoenix Gold Fund                             3,450,000         4.0 
 Granite Peak Ltd.                             2,920,500         3.4 
 
 
 

The Company is not resident in the United Kingdom and is, therefore, not a close company within the meaning of the United Kingdom Corporation Tax Act 2010.

By order of the Board on 27(th) November 2013

T. P. WATSON

Finance Director

Statement of Directors' Responsibilities

The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.

Jersey Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and applicable law. Under company law, the directors must prepare financial statements that give a true and fair view of the state of affairs of the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the directors are required to:

   --      select suitable accounting policies and then apply them consistently; 
   --      make judgements and accounting estimates that are reasonable and prudent; 

-- state whether the financial statements have been prepared in accordance with IFRS as adopted by the European Union; and

-- prepared the financial statements on the going concern basis unless it is inappropriate to presume that the Company and Group will continue in business.

The directors are responsible for keeping proper accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies (Jersey) Law 1991. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website.

Independent Auditors' Report to the Members of Peninsular Gold Limited

We have audited the Group and Parent Company financial statements ("the financial statements") of Peninsular Gold Limited for the year ended 30(th) June 2013 which comprise the Consolidated and Company Statement of Financial Position, the Consolidated and Company Statement of Comprehensive Income, the Consolidated and Company Statement of Changes in Equity, the Consolidated and Company Statement of Cash Flows and the notes 1 to 26. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards ("IFRSs") as adopted by the European Union.

This report is made solely to the Company's members as a body, in accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Respective responsibilities of directors and auditors

As explained more fully in the Directors' Responsibilities Statement on page 8 the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors.

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group's and the Parent Company's circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

Opinion on financial statements

In our opinion the financial statements:

-- give a true and fair view of the state of the Group's and Parent Company's affairs as at 30(th) June 2013 and of the Group's profit and the Parent Company's loss for the year then ended;

-- have been properly prepared in accordance with IFRSs as adopted by the European Union; and

-- have been properly prepared in accordance with the requirements of Companies (Jersey) Law 1991.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion:

-- proper accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

   --        the financial statements are not in agreement with the accounting records and returns; or 
   --        we have not received all the information and explanations we require for our audit 

Michael Kotsapas

For and on behalf of Moore Stephens LLP

Registered Auditors

Chartered Accountants

150 Aldersgate Street

London

EC1A 4AB

Dated:

Consolidated Statement of Financial Position at 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                    Note    30(th) June          30(th) June 
                                                2013                 2012 
                                                GBP                  GBP 
 Non-Current Assets 
 
 Property, plant and equipment       4        48,699,884            44,906,898 
 Other intangible assets             5        14,411,270            15,265,137 
 Mining development expenditure      6         7,946,387             8,309,636 
 
 
 Total Non-Current Assets                     71,057,541            68,481,671 
 
 Current Assets 
 
 Inventories                         7         4,335,152             2,264,566 
 Other receivables                   8         1,169,982             1,035,807 
 Short-term investments              9           157,873               107,360 
 Cash and cash equivalents           9           264,659               180,238 
 
 
 Total Current Assets                          5,927,666             3,587,971 
 
 Current Liabilities 
 
 Trade and other payables            10     (10,763,097)           (7,236,192) 
                                                                  (15,512,869) 
 Borrowings - current portion        11      (3,427,937)             (231,909) 
  Current tax liability                       (297,334) 
 
 
 Total Current Liabilities                  (14,488,368)          (22,980,970) 
 
 Net Current Liabilities                     (8,560,702)          (19,392,999) 
 
 
 Total Assets Less Current 
  Liabilities                                 62,496,839            49,088,672 
 
 Non-Current Liabilities 
 
 Trade and other payables            10        (480,000)             (420,000) 
 Long-term borrowings                11     (20,751,921)          (10,782,752) 
  Provision for restoration          12        (822,986)                     - 
 
 
 Total Non-Current Liabilities              (22,054,907)          (11,202,752) 
 
 Net Assets                                   40,441,932            37,885,920 
                                           -------------       --------------- 
 
 
 Shareholders' Equity 
 
 Share capital                       13                -                     - 
 Stated capital account              13       40,897,957            40,897,957 
 Reserves                                      (456,025)           (3,012,037) 
 
 
 Total Equity                                 40,441,932            37,885,920 
                                           -------------       --------------- 
 
 
 

The financial statements were approved and authorised for issue by the Board on 27(th) November 2013

and signed on its behalf by

T. P. WATSON

Finance Director

Company Statement of Financial Position at 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                  Note   30(th) June    30(th) June 
                                             2013           2012 
                                             GBP            GBP 
 Non-Current Assets 
 
 Property, plant and equipment                    305           457 
 Investment in subsidiaries        3       19,183,185    19,141,581 
 
 
 Total Non-Current Assets                  19,183,490    19,142,038 
 
 Current Assets 
 
 Other receivables                 8       16,430,361    16,430,361 
 Cash and cash equivalents         9           60,302       141,297 
 
 
 Total Current Assets                      16,490,663    16,571,658 
 
 Current Liabilities 
 
 Trade and other payables          10     (3,876,329)   (3,157,103) 
 
 
 Total Current Liabilities                (3,876,329)   (3,157,103) 
 
 Net Current Assets                        12,614,334    13,414,555 
 
 
 Total Assets Less Current 
  Liabilities                              31,797,824    32,556,593 
 
 Non-Current Liabilities 
 
 Trade and other payables          10       (480,000)     (420,000) 
 Long-term borrowings              11       (803,168)     (761,564) 
 
 
 Total Non-Current Liabilities            (1,283,168)   (1,181,564) 
 
 Net Assets                                30,514,656    31,375,029 
                                        -------------  ------------ 
 
 
 Shareholders' Equity 
 
 Share capital                     13               -             - 
 Stated capital account            13      40,897,957    40,897,957 
 Reserves                                (10,383,301)   (9,522,928) 
 
 
 Total Equity                              30,514,656    31,375,029 
                                        -------------  ------------ 
 
 

The financial statements were approved and authorised for issue by the Board on 27(th) November 2013

and signed on its behalf by

T. P. WATSON

Finance Director

ConsolidatedStatement of Comprehensive Income

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                         Note            30(th) June             30(th) June 
                                                             2013                    2012 
                                                             GBP                     GBP 
 
 
 Revenue                                 2(m)                       22,833,501    18,743,963 
 
 Cost of sales                                                    (12,603,799)   (8,847,209) 
 
 
 Gross Profit                                                       10,229,702     9,896,754 
 
 Other operating expenses                                          (1,563,781)   (1,364,196) 
 Administrative expenses                                           (3,923,266)   (3,404,443) 
 
 
 
 Profit from Operations                   15                         4,742,655     5,128,115 
 
 Financial income                         17                             5,660         3,879 
 Finance costs                            17                       (2,544,705)   (1,410,430) 
 
 Gain / (loss) on foreign exchange                                     345,298     (377,376) 
 Other income                                                            1,829         2,709 
 
 
 Profit before Taxation                                              2,550,737     3,346,897 
 
 Income tax expense                       18                         (238,543)     (326,486) 
 
 Profit for the Year                                                 2,312,194     3,020,411 
 
 Other Comprehensive Income: 
   Exchange difference arising 
    on 
    translation of foreign operations                                  243,818     (181,282) 
 
 Other Comprehensive Income 
  for the year                                                         243,818     (181,282) 
                                               -------------------------------  ------------ 
 
 Total Comprehensive Income 
  for the Year                                                       2,556,012     2,839,129 
                                               ===============================  ============ 
 
 Other Comprehensive Income 
  attributable to shareholders 
  of the Company                                                     2,556,012     2,839,129 
                                               ===============================  ============ 
 
 Profit attributable to shareholders 
  of the Company                          20               2,312,194               3,020,411 
 
 
 Basic earnings per share                 20                             2.69p         3.53p 
                                               ===============================  ============ 
 
 Diluted earnings per share               20                             2.69p         3.53p 
                                               ===============================  ============ 
 

Consolidated Statement of Changes in Equity

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
                                         Stated 
                             Share       capital     Accumulated   Capital    Translation 
                            capital     account        losses      reserve      reserve        Total 
                              GBP         GBP           GBP          GBP         GBP           GBP 
 
 At 1(st) July 
  2011                             -   40,792,957    (8,979,120)   456,303      2,671,651   34,941,791 
 
 Profit for the 
  year                             -            -      3,020,411         -              -    3,020,411 
 Other Comprehensive 
  Income: 
 Exchange difference 
  arising on translation 
  of foreign operations            -            -              -         -      (181,282)    (181,282) 
                           ---------  -----------  -------------  --------  -------------  ----------- 
 Total Comprehensive 
  Income for the 
  Year                             -            -      3,020,411         -      (181,282)    2,839,129 
                           ---------  -----------  -------------  --------  -------------  ----------- 
 
   Placing and 
   subscription 
   of new ordinary 
   shares 
   (Note 13)                       -      105,000              -         -              -      105,000 
 At 30(th) June 
  2012                             -   40,897,957    (5,958,709)   456,303      2,490,369   37,885,920 
                           ---------  -----------  -------------  --------  -------------  ----------- 
 
 
 Profit for the 
  year                       -            -     2,312,194         -            -    2,312,194 
 Other Comprehensive 
  Income: 
 Exchange difference 
  arising on translation 
  of foreign operations      -            -             -         -      243,818      243,818 
                           ---  -----------  ------------  --------  -----------  ----------- 
 Total Comprehensive 
  Income for the 
  Year                       -            -     2,312,194         -      243,818    2,556,012 
                           ---  -----------  ------------  --------  -----------  ----------- 
 
 At 30(th) June 
  2013                       -   40,897,957   (3,646,515)   456,303    2,734,187   40,441,932 
                           ===  ===========  ============  ========  ===========  =========== 
 

Company Statement of Comprehensive Income

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                  Note   30(th) June   30(th) June 
                                             2013          2012 
                                             GBP           GBP 
 
 
 Administrative expenses                   (800,257)     (821,843) 
 
 
 
 Loss from Operations              15      (800,257)     (821,843) 
 
 Financial income                  17             32            64 
 Finance costs                     17       (60,336)      (60,650) 
 
    Profit on foreign exchange                   188           208 
 
 Loss before Taxation                      (860,373)     (882,221) 
 
 Income tax expense                18              -             - 
 
 Loss and Total Comprehensive 
  Expense for the Year                     (860,373)     (882,221) 
                                        ------------  ------------ 
 
 

Company Statement of Changes in Equity

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
 
                               Share       Stated capital       Accumulated     Capital 
                             capital          Account            losses        reserve           Total 
                               GBP              GBP            GBP               GBP             GBP 
 
 At 1(st) July 
  2011                              -        40,792,957        (9,097,010)     456,303            32,152,250 
 
 Loss and Total 
  Comprehensive 
  Expense for the 
  Year                              -                     -     (882,221)            -             (882,221) 
 
 Placing and subscription 
  of new ordinary 
  shares (Note 13)                  -            105,000                  -         -              105,000 
 
 At 30(th) June 
  2012                              -        40,897,957        (9,979,231)     456,303         31,375,029 
 
   Loss and Total 
   Comprehensive 
   Expense for the 
   Year                             -             -              (860,373)         -           (860,373) 
 
 At 30(th) June 
  2013                              -       40,897,957        (10,839,604)     456,303           30,514,656 
                            =========  ====================  ==============  ==========  =================== 
 

Consolidated Statement of Cash Flows

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                                    30(th) June    30(th) June 
                                             Note       2013           2012 
                                                        GBP            GBP 
 Operating Activities 
 Profit before taxation                                2,550,737      3,346,897 
 Adjustments for: 
 Depreciation of property, plant 
  and equipment                               4        2,043,468      1,483,368 
 Profit on disposal of fixed assets           15        (12,812)        (5,790) 
 Amortisation of mining development 
  expenditure                                 6          736,833        465,838 
 Amortisation of other intangible 
  assets                                      5          853,867        585,445 
 Unwinding of discount on restoration        12, 
  provision                                   17          25,287              - 
 Interest income                              17         (5,660)        (3,879) 
 Preference dividend                          17          60,000         60,000 
 (Gain) / Loss on foreign exchange                     (345,298)        377,376 
 Finance costs                                17       2,459,418      1,350,430 
 
 
 Cash inflow before working capital 
  changes                                              8,365,840      7,659,685 
 Taxation paid                                         (173,119)      (128,228) 
 
 Changes in working capital: 
 (Increase)/decrease in other receivables              (134,174)        699,516 
 Increase in inventories                             (2,070,586)    (1,095,378) 
 Increase in trade and other payables                  3,786,752      2,498,705 
 
 
 Cash inflow from operating activities                 9,774,713      9,634,300 
 
 Investing Activities 
 Purchase of property, plant and              4, 
  equipment                                   26     (3,733,208)   (11,547,077) 
 Interest received                                         5,660          3,879 
 Proceeds from disposal of fixed 
  assets                                                 111,307          6,094 
 Mining development expenditure               6        (153,681)    (1,431,891) 
 Placement of fixed deposit                   9         (50,513)        (9,500) 
 
 
 Cash outflow from investing activities              (3,820,435)   (12,978,495) 
 
 Financing Activities 
 Proceeds from issue of ordinary 
  shares                                      13               -        105,000 
 Proceeds from bank loans                     11      25,213,083     10,495,733 
 Repayment of hire purchase obligations                 (69,528)       (71,601) 
 Repayment of bank loans                            (27,469,651)    (7,905,626) 
 Finance costs paid                                  (2,355,658)    (1,061,526) 
 
 
 Cash (outflow)/inflow from financing 
  activities                                         (4,681,754)      1,561,980 
                                                   -------------  ------------- 
 
 
 
 Net increase/(decrease) in cash 
  and cash equivalents                                 1,272,524    (1,782,215) 
 Foreign exchange translation reserve                (1,188,103)      1,220,692 
 
 Cash and cash equivalents at beginning 
  of year                                                180,238        741,761 
 
 
 Cash and cash equivalents at end 
  of year                                     9          264,659        180,238 
                                                   -------------  ------------- 
 
 

Company Statement of Cash Flows

For the Year ended 30(th) June 2013

(Expressed in United Kingdom Sterling)

 
 
                                            Note   30(th) June   30(th) June 
                                                       2013          2012 
                                                       GBP           GBP 
 Operating Activities 
 Loss before taxation                                (860,373)     (882,221) 
 Adjustments for: 
 Depreciation of property, plant 
  and equipment                                            152           153 
 Interest income                             17           (32)          (64) 
 Preference dividends                        17         60,000        60,000 
 Finance costs                               17            336           650 
  Cash outflow before working capital 
   changes                                           (799,917)     (821,482) 
 Changes in working capital 
 Decrease in other receivables                               -            55 
 Increase in trade and other payables                   55,512       288,991 
                                                  ------------  ------------ 
  Cash outflow from operating activities             (744,405)     (532,436) 
  Investing Activities 
 Interest received                                          32            64 
 Repayment from subsidiaries                           663,714       235,623 
  Cash inflow from investing activities                663,746       235,687 
  Financing Activities 
 Proceeds from issue of ordinary 
  shares                                     13              -       105,000 
 Finance costs paid                                      (336)         (650) 
                                                  ------------  ------------ 
  Cash (outflow)/inflow from financing 
   activities                                            (336)       104,350 
                                                  ------------  ------------ 
 Net decrease in cash and cash 
  equivalents                                         (80,995)     (192,399) 
  Cash and cash equivalents at beginning 
   of year                                             141,297       333,696 
                                                  ------------  ------------ 
  Cash and cash equivalents at end 
   of year                                   9          60,302       141,297 
                                                  ------------  ------------ 
 
 

Notes to the Financial Statements for the Year ended 30(th) June 2013

   1.      Group and Company Information 

Peninsular Gold Limited is a limited liability Company, incorporated under the laws of Jersey on 8(th) April 2005. The Company was quoted on AIM from 23(rd) June 2005. Its registered office is First Island House, Peter Street, St. Helier, Jersey. The Company's place of domicile is Jersey.

The Group is engaged in the exploration, development and mining of gold deposits. All of the Group's activities are undertaken in the state of Pahang, Malaysia.

On 17(th) June 2005 under the terms of share swap agreements, the Company acquired the whole of the issued share capital of Raub Australian Gold Mining Sdn. Bhd. ("RAGM") and S.E.R.E.M Malaysia Sdn. Bhd. ("SEREM").

The subsidiaries were acquired via share swap agreements, which valued the Peninsular Gold Limited shares issued as consideration at 50 pence per share. This valuation was provided by an independent valuer and was based on the gold resources and exploration grounds held by RAGM and SEREM.

   2.      Significant Accounting Policies 
   (a)     Basis of preparation 

The financial statements have been prepared in accordance with applicable International Financial Reporting Standards, as adopted by the European Union ("IFRS").

The financial statements have been prepared on the going concern basis. At 30(th) June 2013 the Group had net current liabilities of GBP8.6million (2012: GBP19.4million). Of this total, GBP3.4million (2012: GBP15.5 million) represents the current portion of bank loans repayable within one year. Current liabilities are expected to be settled out of operational cashflows derived from the ramp-up of production and an increase in gold sales in the coming year.

On 27(th) September 2012, the Group obtained an Islamic financing facility for up to RM124 million, from its existing financier Bank Kerjasama Rakyat Malaysia Berhad, which was used to completely refinance the Group's three previously existing Islamic financing facilities with the bank. The new facility is repayable over 72 months from the date of first drawdown.

On 7(th) December 2012, the Group obtained an Islamic financing facility of USD6 million from its existing financier Alkhair International Bank Berhad, which was used to refinance its previously existing Islamic financing facility with the bank. The new facility is repayable over 48 months from the date of first drawdown.

The refinancing of the above facilities has enabled the Group to reduce the current liability portion of bank borrowings from GBP15,450,954 at 30(th) June 2012 to GBP3,382,503 at 30(th) June 2013 (Note 11). The Company is confident of being able to raise additional funds, if required, to provide the Group with sufficient resources to meet all obligations as they fall due within the next 12 months.

The Group's accounting policies have been consistently applied to all the periods presented. The principal policies are set out in notes 2(b) to 2(u) below.

   (b)      Basis of consolidation 

The Group financial statements include the assets, liabilities and results of Peninsular Gold Limited together with its subsidiaries, RAGM and SEREM from the date of acquisition.

All intercompany transactions and balances within the Group are eliminated in the preparation of the consolidated financial statements. The financial statements of subsidiaries acquired are consolidated in the financial statements of the Group from the date that control commences until the date control ceases, using the purchase method of accounting.

   (c)      Property, plant and equipment 

Property, plant and equipment is stated at cost less accumulated depreciation and impairment losses. Depreciation is provided on a straight-line basis at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:

 
 Plant and equipment                                        20% 
 Buildings                                                  20% 
 Motor vehicles                                             20% 
 Furniture, fittings and equipment                          10% 
 Renovation                                                 10% 
  Leasehold land                                            10% 
 Mining assets                              Units of production 
                                                          basis 
 

Leasehold land refers to a piece of land owned by SEREM covered by mining certificate MC511.

Assets in the course of construction are capitalised in the assets under construction account and are not depreciated. Internal costs such as salaries, travelling and accommodation of staff directly involved in the development of construction are capitalised. On completion, the cost of construction is transferred to the appropriate category of property, plant and equipment and depreciated accordingly.

   (d)      Other intangible assets 

Other intangible assets comprise principally measured reserves, indicated and inferred resources and the value of exploration grounds and licences. These assets have arisen as a result of the acquisition of RAGM and SEREM. They were independently valued just prior to the acquisition date of 17th June, 2005. Other intangible assets are recorded at cost and are reviewed annually for any indication that those assets have suffered an impairment loss and any such impairment would then be charged to profit or loss in the statement of comprehensive income for the period.

Once an intangible mining asset is developed into a producing asset, the value of the asset is written off over its producing life using the units of production basis.

The portion of the intangible assets that relate to the Raub projects are currently being amortised. The intangible assets relating to SEREM are not yet amortised, as no production has commenced.

   (e)      Mining development expenditure 

Mining development expenditure is capitalised when it is probable that the projects will be successful and the cost can be measured reliably. Development expenditure that has been capitalised is amortised over the life of the interest to which such costs relate on a units of production basis and will be recognised in profit or loss in the statement of comprehensive income upon the commencement of commercial production.

Mining development expenditure comprises costs directly attributable to:

   --      Researching and analysing existing exploration data; 
   --      Conducting geological studies, exploratory drilling and sampling; 
   --      Examining and testing extraction and treatment methods; 
   --      Compiling pre-feasibility and feasibility studies; and 
   --      Costs incurred in acquiring mineral rights. 

Expenses in the categories above include capitalised salaries of relevant staff according to time spent on a project.

The portion of the mining development expenditure that relates to the Raub projects is currently being amortised.

The mining development expenditure relating to SEREM has not yet been amortised, as production has not yet commenced.

   (f)       Inventories 

Inventories of consumable supplies and spare parts are valued at the lower of cost and net realisable value. Cost comprises direct costs and overheads that have been incurred in bringing the inventories to their present location and condition. The FIFO method is used for determining costs. Gold is valued at net realisable value using market price at the year-end, or where applicable, a forward contract price. Work-in-progress comprises gold concentrates and gold contained in stockpiled ore as determined by production records. The cost of work-in-progress includes the cost of direct materials, labour, and variable and fixed overheads relating to mining activities and is valued at the lower of cost and net realisable value less costs to sell.

   (g)      Trade and other receivables 

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method less appropriate allowances for estimated irrecoverable amounts.

   (h)      Cash and cash equivalents 

Cash and cash equivalents comprise cash in hand and balances and deposits with banks which mature within three months of the date of deposit and have an insignificant risk of changes in value. For the purpose of the cash flow statement, cash and cash equivalents are presented net of bank overdrafts.

   (i)       Impairment 

The carrying amounts of assets, other than inventories, deferred tax assets and financial assets, are reviewed at each financial reporting date to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the asset's recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or the cash-generating unit to which it belongs exceeds its recoverable amount. Impairment losses are recognised in profit or loss in the statement of comprehensive income.

The recoverable amount is the greater of the asset's net selling price and its value in use. In assessing value in use, 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 an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

   (j)       Trade and other payables 

Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method.

   (k)      Borrowings and borrowing costs 

All loans and borrowings are initially recognised at the fair value of the consideration received net of direct issue costs associated with the borrowing. Financing charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis and are expensed as incurred. The interest component of finance lease payments is recognised in profit or loss in the statement of comprehensive income so as to give a constant periodic rate of interest on the outstanding liability.

Interest on borrowings relating to the financing of capital projects under construction is capitalised during the construction phase as part of the cost of the project. Such borrowing costs are capitalised over the period during which the asset is being acquired or constructed and borrowings have been incurred. Capitalisation ceases when the asset is substantially complete and ready for use.

   (l)       Leases 

Leases in which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. Assets acquired by way of finance leases are stated at an amount equal to the lower of their fair values and the present value of the minimum lease payments at the inception of the leases, less accumulated depreciation and impairment losses.

In calculating the present value of the minimum lease payments, the discount rate is the interest rate implicit in the lease, if this is practicable to determine; if not, the Group's incremental borrowing rate is used.

Payments made under operating leases are recognised in profit or loss in the statement of comprehensive income on a straight-line basis over the term of the lease.

   (m)     Revenue 

Revenue is recognised at the fair value of the consideration received or receivable to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Gold sales are recognised when the significant risks and rewards of ownership are transferred to the buyer. Amounts are recorded net of value added tax, rebates and discounts.

   (n)      Retirement benefit costs 

Obligations for contributions to defined contribution plans are recognised as an expense in profit or loss in the statement of comprehensive income as incurred.

    (o)     Income tax 

Current tax is provided based on the results for the period.

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the liability method. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

   (p)      Functional and presentation currency 

The consolidated financial statements have been presented with United Kingdom Sterling as the presentation currency as the Company is incorporated in Jersey with Sterling denominated shares which are traded on AIM, a market operated by the London Stock Exchange.

The functional currency of the subsidiaries RAGM and SEREM is considered to be Malaysian Ringgit, as the major part of financing and expenses in relation to mining activities, overheads and corporation tax are in Malaysian Ringgit.

   (q)      Foreign currency translation 

Foreign exchange differences arising on the settlement of items at rates different from those at which they were initially recorded are recognised in profit or loss in the statement of comprehensive income in the period in which they arise.

Subsidiaries are considered as financially, economically and organisationally autonomous foreign entities. Their reporting currencies are the respective local currencies. Assets and liabilities of foreign subsidiaries are translated to United Kingdom Sterling at the rate of exchange ruling at the financial reporting date. Revenue and expenses are translated at the average exchange rates for the year. All resulting translation differences are included in other comprehensive income.

The closing rates used in the translation of foreign currency assets and liabilities are as follows:

 
 United Kingdom 
  Sterling         1.00    Malaysian Ringgit    4.85370 
                                      (2012:   4.98040) 
 

The average rate used in translation of foreign currency income and expenses during the year is as follows:

 
 United Kingdom   1.00    Malaysian Ringgit 4.8340 
  Sterling 
 
   (r)      Financial assets and liabilities 

Financial assets and liabilities are recognised in the statement of financial position when the Group has become a party to the contractual provisions of the instrument.

   --      Classification as debt or equity 

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement.

   --      Equity instruments 

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

   --      Debt instruments 

Interest bearing bank loans are initially measured at fair value (proceeds received, net of direct issue costs), and are subsequently measured at amortised cost, using the effective interest rate method.

   --      Investments in subsidiaries 

Investments held by the Parent Company in subsidiaries are held at cost less impairment.

   --      Financial guarantee contract liabilities 

Financial guarantee contract liabilities are measured initially at their fair values and subsequently measured at the higher of the amount of the obligation, as determined in accordance with IAS37 and the amount initially recognised less, where appropriate, cumulative amortisation.

   (s)      Deferred stripping costs 

Stripping costs incurred during the production phase to remove waste ore are deferred to the statement of financial position and charged to operating costs on the basis of the average life of the mine stripping ratio.

The average stripping ratio is calculated as the number of cubic metres of waste material removed per tonne of ore mined. The average stripping ratio over the life of the mine is revised annually in the light of additional knowledge and change in estimates.

   (t)      Environment protection, rehabilitation and closure costs 

Provision is made for close down, restoration and for environment clean up costs, where there is a legal or constructive obligation to do so and when it is quantifiable. Any provision is reviewed on an annual basis for any changes in cost estimates or lives of operations.

   (u)      Judgements in applying accounting policies and sources of estimation uncertainty 

Certain amounts included in the financial statements involve the use of judgement and/or estimation. These are based on management's best knowledge of the relevant facts and circumstances, having regard to prior experience. However, judgements and estimations regarding the future are a key source of uncertainty and actual results may differ from the amounts included in the financial statements.

The key areas are summarised below:

(i) Other intangible assets and mining development expenditure

The recoverability of other intangible assets and mining development expenditure, including exploration costs, is assessed based on a judgement about the likely economic feasibility of the projects.

(ii) Carrying values of property, plant and equipment

The Group periodically makes judgements as to whether its property, plant and equipment may have been impaired, based on internal and external factors. Any impairment is based on estimates of future cash flows.

(iii) Recognition of deferred tax assets

The determination of deferred tax assets relating to carried forward taxable losses against future taxable profits is set out in Note 19.

(iv) Environment protection, rehabilitation and closure costs

Such provisions require a judgement on likely future obligations, based on assessment of technical, legal and economic factors. The ultimate cost of such items is uncertain and cost estimates can vary in response to many factors, including changes to the relevant legal requirements and the life of mine.

   3.      Investment in Subsidiaries 
 
 Company                                                2013 
                                                        GBP 
 Cost and net book value 
 
 At 30(th) June 2011                                  19,191,506 
 Amortisation of corporate guarantees                   (49,925) 
                                                   ------------- 
 
 At 30(th) June 2012                                  19,141,581 
 Additions - corporate guarantee for 
  RM104,080,036 bank facility granted 
  to RAGM                                                142,029 
  Additions - corporate guarantee for 
   USD6,000,000 bank facility granted 
   to RAGM                                                17,020 
  Written Off - corporate guarantee 
   for RM169,000,000 bank facility granted 
   to RAGM                                              (89,243) 
  Amortisation of corporate guarantees                  (28,202) 
  At 30(th) June 2013 
                                                      19,183,185 
                                                   ------------- 
 

The Company has issued a corporate guarantees to Bank Kerjasama Rakyat Malaysia Berhad and a corporate guarantee to Alkhair International Islamic Bank Berhad for bank facilities granted to RAGM (Notes 11 and 23). The corporate guarantees are amortised over the expected life of the loans.

The Company's investment in RAGM is GBP12,407,475 and its investment in SEREM is GBP6,775,710.

Subsidiary Companies

The consolidated financial statements include the following subsidiary companies held at 30(th) June 2013:

 
 Subsidiary companies and             Nature of           Place           Ordinary 
  country of incorporation             business            of business     shares 
                                                                           owned 
 
 Raub Australian Gold Mining           Gold mining 
  Sdn. Bhd. ("RAGM")                    and exploration    Malaysia         100% 
 (Malaysia) 
 
                                      Exploration 
                                       and the holding 
                                       of exploration 
 S.E.R.E.M Malaysia Sdn.               and mining 
  Bhd. ("SEREM")                       rights             Malaysia          100% 
  (Malaysia) 
 
   4.       Property, Plant and Equipment 
 
 
                                                     Furniture, 
                                                      fittings                                              Assets 
                 Plant and                 Motor        and                      Mining      Leasehold      under 
                 equipment   Buildings    vehicles   equipment    Renovation     Assets        land      construction       Total 
 Group              GBP         GBP         GBP         GBP          GBP          GBP          GBP           GBP            GBP 
 
 Cost 
 
 At 1(st) July 
  2011           3,219,927     456,558     413,233      384,217      206,129   15,942,474      102,779     20,467,594    41,192,911 
 
 Currency 
  translation 
  difference      (74,738)    (10,597)     (9,591)      (8,883)      (4,784)    (370,041)      (2,386)      (475,073)     (956,093) 
 
 Additions           9,523      12,302     184,613       34,235        2,209    2,937,301            -      8,366,894    11,547,077 
 
  Disposals              -           -    (28,145)            -            -            -            -              -      (28,145) 
 
 
 
 At 30(th) 
  June 2012      3,154,712     458,263     560,110      409,569      203,554   18,509,734      100,393     28,359,415    51,755,750 
 
 Additions          14,183         375           -       18,909            -      853,734            -      3,867,225     4,754,426 
 Disposal                -           -   (140,707)            -            -            -            -              -     (140,707) 
 
   Currency 
   translation 
   difference       82,350      11,962      14,621       10,652        5,314      483,174        2,621        740,288     1,350,982 
  At 30(th) 
   June 2013     3,251,245     470,600     434,024      439,130      208,868   19,846,642      103,014     32,966,928    57,720,451 
                ==========  ==========  ==========  ===========  ===========  ===========  ===========  =============  ============ 
 
 
 
 
                                                    Furniture, 
                   Plant                             fittings                                    Leasehold         Assets           Total 
                    and                   Motor        and                       Mining            land            under 
                 equipment   Buildings   vehicles   equipment    Renovation       Assets                        construction 
 Group              GBP         GBP        GBP         GBP          GBP            GBP             GBP          GBP          GBP 
 
 Accumulated 
  depreciation 
 
 At 1(st) July 
  2011           2,501,411     255,543    169,995      131,566       49,887           2,389,574      41,112                 -      5,539,088 
 
 Currency 
  translation 
  difference      (58,608)     (6,743)    (5,123)      (3,439)      (1,395)            (69,383)     (1,072)                 -      (145,763) 
 
 Charge for 
  the year          47,190      69,869    101,197       35,211       20,445           1,199,299      10,157                 -      1,483,368 
 
 Disposals               -           -   (27,841)            -            -                   -           -                 -       (27,841) 
 
 
 At 30(th) 
  June 
  2012           2,489,993     318,669    238,228      163,338       68,937           3,519,490      50,197                 -      6,848,852 
 
 Currency 
  translation 
  difference        64,795       8,025      5,863        4,088        1,714              84,706       1,268                 -        170,459 
 
 Charge for 
  the year          48,978      72,268     87,662       37,660       20,972           1,765,585      10,343                 -      2,043,468 
 Disposals 
 
  Re                     -           -   (42,212)            -            -                   -           -                 -       (42,212) 
 
 At 30(th) 
  June 
  2013           2,603,766     398,962    289,541      205,086       91,623           5,369,781      61,808                 -      9,020,567 
                ==========  ==========  =========  ===========  ===========  ==================  ==========  ================  ============= 
 
 Net book 
  value 
  at 30(th) 
  June 
  2013             647,479      71,638    144,483      234,044      117,245       14,476,861         41,206        32,966,928     48,699,884 
 
 Net book 
  value 
  at 30(th) 
  June 
  2012             664,719     139,594    321,882      246,231      134,617       14,990,244         50,196        28,359,415     44,906,898 
                ==========  ==========  =========  ===========  ===========  ==================  ==========  ================  ============= 
 
 

Assets under construction refer to the additional expansion construction works in progress for the Carbon-In-Leach plant which, upon completion will be transferred to gold production plant. The plant is expected to be commissioned within the second half of the financial year to 30(th) June 2014. Included in additions to assets under construction for the year are capitalised borrowing costs amounting to GBP223,519 (2012: GBP1,264,120). The rate of capitalisation is 7.9% (2012: 17.8%).

Included in property, plant and equipment are motor vehicles acquired under hire purchase agreements with a net book value of GBP138,773 (2012: GBP313,502).

Leasehold land is land owned by SEREM which relates to the mining certificate MC511 area.

The Company does not hold any property, plant and equipment of significant value.

   5.       Other Intangible Assets - Mining Reserves and Resources 
 
                             SEREM          RAGM          Group 
                              GBP           GBP            GBP 
 Cost 
 
 At 1(st) July 2011 , 
  30(th) June 2012 and 
  30(th) June 2013          7,300,483     10,077,995     17,378,478 
                         ============  =============  ============= 
 
 
 Amortisation 
 
 At 1(st) July 2011                 -      1,527,896      1,527,896 
 Charge for the year                -        585,445        585,445 
 
 At 30(th) June 2012                -      2,113,341      2,113,341 
 
 
 Charge for the year                -        853,867        853,867 
 
 At 30(th) June 2013                -      2,967,208      2,967,208 
                         ============  =============  ============= 
 
 Net book value 
 
                                                             15,265 
 At 30(th) June 2013        7,300,483      7,110,787     14,411,270 
                         ============  =============  ============= 
 
 At 30(th) June 2012        7,300,483      7,964,654     15,265,137 
                         ============  =============  ============= 
 

Other intangible assets comprise mineral properties including mining licences and rights.

The Group's mining assets were valued by independent experts prior to the acquisition of the subsidiaries on 17(th) June 2005 and these valuations were considered to be relevant and unimpaired at the financial reporting date. The valuation was based upon the defined reserves, resources and the Group's prospecting interests. Valuation techniques most relevant to the asset type, as considered by the independent valuer, were applied and included discounted cash flows for the defined reserves, comparable transaction method for the inferred resources and the Geoscience Factor method for mineral titles. The gold price used for the discounted cash flow calculation of the reserves at the time of the original valuation was US$ 420 per ounce. The Group has used a gold price of US$ 1,400 per ounce in the impairment assessment for the current year.

No revenue has been generated in SEREM in the financial years ended 30(th) June 2013 and 30(th) June 2012 from its mineral reserves. Hence, there is no amortisation of mining reserves and resources for SEREM. Management expects this asset to generate a return. This is evident from the Group's efforts in drilling and further exploring on the SEREM tenements. Hence, no impairment is required.

The current profile and amount of gold reserves and resources are disclosed in the Chairman's Statement.

   6.       Mining Development Expenditure 
 
                                  SEREM            RAGM             Group 
                                   GBP              GBP              GBP 
 Cost 
 At 30(th) June 2011            2,004,787        6,211,552        8,216,339 
 Currency translation 
  difference                     (46,534)        (144,175)        (190,709) 
 Additions                        303,498        1,128,393        1,431,891 
                               ----------       ----------       ---------- 
 At 30(th) June 2012            2,261,751        7,195,770        9,457,521 
 Currency translation 
  difference                       59,040          187,837          246,877 
 Additions                        141,970           11,711          153,681 
                               ----------       ----------       ---------- 
 At 30(th) June 2013            2,462,761        7,395,318        9,858,079 
                               ==========       ==========       ========== 
 
 
 
 Amortisation 
 At 30(th) June 2011                    -          703,789          703,789 
 Currency translation 
  difference                            -         (21,742)         (21,742) 
 Charge for the year                    -          465,838          465,838 
                               ----------       ----------       ---------- 
 At 30(th) June 2012                    -        1,147,885        1,147,885 
  Currency translation 
   difference                           -           26,974           26,974 
 Charge for the year                    -          736,833          736,833 
 
 
 At 30(th) June 2013                    -        1,911,692        1,911,692 
                               ==========       ==========       ========== 
 
 Net book value 
 At 30(th) June 2013            2,462,761        5,483,626        7,946,387 
                               ==========       ==========       ========== 
 
 At 30(th) June 2012            2,261,751        6,047,885        8,309,636 
                               ==========       ==========       ========== 
 

Mining development expenditure principally comprises exploration related costs incurred for the Raub and Tersang project areas. No revenue has been generated in SEREM in the financial years ended 30(th) June 2013 and 30(th) June 2012. Hence, there has been no amortisation of mining development expenditure for SEREM. The directors are of the view that future gold production activities will be sufficiently economically viable to offset the mining development expenditure capitalised in the financial statements.

   7.       Inventories 
 
 Group                                  2013             2012 
                                         GBP              GBP 
 
 Spare parts and consumables            895,347          624,248 
 Ore stockpiles                       2,942,331        1,075,599 
  Work-in-progress                      470,008          549,390 
 Finished goods                          27,466           15,329 
 
 
                                      4,335,152        2,264,566 
                                     ==========       ========== 
 
 

Despite the commencement of mining operations during the year ended 30(th) June 2009, the level of deferred stripping relating to the mining operations at Raub has not been significant to date and consequently, no deferred stripping adjustment has been made during the years ended 30(th) June 2013 or 30(th) June 2012.

   8.       Other receivables 
 
                              Group                   Company 
                        2013        2012         2013         2012 
                         GBP         GBP         GBP          GBP 
 
 Other receivables    1,169,982   1,035,807          100          100 
 Amounts due from 
  subsidiaries                -           -   16,430,261   16,430,261 
 
 
                      1,169,982   1,035,807   16,430,361   16,430,361 
                     ==========  ==========  ===========  =========== 
 
 

The amounts due from subsidiaries are unsecured, interest free and repayable on demand.

   9.       Cash and Cash Equivalents 
 
                           Group             Company 
                      2013      2012      2013     2012 
                       GBP       GBP      GBP       GBP 
 Cash at bank and 
  in hand            264,659   180,238   60,302   141,297 
                    ========  ========  =======  ======== 
 

A fixed deposit of GBP157,873 (2012 : GBP107,360) with a licensed bank has not been included in cash and cash equivalents as it had a maturity exceeding three months at inception. It has been reported in short term investments. The deposit is pledged to financial institutions, for bank guarantees issued on behalf of RAGM in favour of the Malaysian Director General of Customs and Tenaga National Berhad.

   10.     Trade and Other Payables 
 
                                        Group                   Company 
 
                                   2013        2012        2013        2012 
                                   GBP          GBP         GBP         GBP 
 
 Trade payables                  8,189,557   5,130,331      85,133      17,300 
 Other payables and accrued 
  expenses                       3,053,540   2,525,861     821,398     773,719 
 Amounts due to subsidiaries             -           -   3,449,798   2,786,084 
                               -----------  ----------  ----------  ---------- 
                                11,243,097   7,656,192   4,356,329   3,577,103 
 Less : non-current portion      (480,000)   (420,000)   (480,000)   (420,000) 
                                10,763,097   7,236,192   3,876,329   3,157,103 
                               ===========  ==========  ==========  ========== 
 

Included in other payables and accrued expenses are accrued preference dividends of GBP480,000 (2012: GBP420,000). The amounts are not deemed payable within 12 months of the financial reporting date.

The amounts due to subsidiaries are unsecured, interest free and repayable on demand.

Included in other payables of the Company is GBP273,109 (2012: GBP263,743) payable to directors of the Company. These amounts are unsecured, interest free and payable on demand.

   11.     Borrowings 
 
                                           Group                       Company 
 
                                 2013               2012          2013        2012 
                                  GBP                GBP           GBP         GBP 
 
 Bank loans                    23,335,543          25,316,917          -            - 
 Preference shares 
  - debt portion (Note 
  13)                             664,000             664,000    664,000      664,000 
 Corporate guarantees 
  issued to financial 
  institution for bank 
  facilities granted 
  to a subsidiary                       -                   -    139,168       97,564 
 Hire purchase obligations        180,315             314,704          -            - 
 
 
                               24,179,858          26,295,621    803,168      761,564 
 Less : current portion       (3,427,937)        (15,512,869)          -            - 
 
                               20,751,921          10,782,752    803,168      761,564 
                             ============      ==============   ========   ========== 
 
 

Bank loans

In the year ended 30th June 2009, RAGM obtained bank loans of GBP11,158,306 (after deducting transaction costs). The loan was repayable in 60 monthly instalments commencing from 28th February 2009. An additional financing facility was granted to RAGM in August 2009.

Both of these loans were refinanced in September 2012 with a facility providing for an amount of up to RM124,000,000 with the same financier, Bank Kerjasama Rakyat Malaysia Berhad. A total of RM104,080,036 (GBP20,887,442) has been utilised to refinance the loans. Similar to the refinanced loans, the new loan is secured by way of a debenture over all the assets and undertakings of RAGM, a third party charge over a property owned by a company under common control and corporate guarantees provided by the parent company

During the year ended 30(th) June 2012, RAGM obtained a bank loan of USD 6,000,000 (GBP 3,945,292, 2012: GBP3,805,679) with Alkhair International Islamic Bank Berhad repayable within one year of the first drawdown. This loan was refinanced with Alkhair International Bank Berhad in December 2012.

The Alkhair bank loan is secured by way of a debenture ranking after Bank Kerjasama Rakyat Malaysia Berhad and undertakings of RAGM, a third party legal charge over a property owned by a company under common control and corporate guarantees provided by the parent company.

The Alkhair bank loan is subject to interest at a rate of 2.75% above the Financier's 3 months cost of funds, which was 4.88% (2012 : 5.48%) and is repayable over 48 months commencing from the date of disbursement with a 24 month grace period.

Hire purchase obligations

Hire purchase agreements are subject to fixed interest rates ranging from 2.65% to 3.65% (2012 : 2.62% to 3.65%) per annum.

Borrowings are summarised as follows:

 
 
                                                                                   Within 
                              Effective                  Within       Within        more 
                               interest                   one -        two -        than 
                                 rate        Within        two         five         five 
                               per annum    one year      years        years        years        Total 
 Group                            %           GBP          GBP         GBP          GBP           GBP 
 
 At 30(th) June 
  2013 
 
 Bank loans                      8.77       3,382,502   4,708,899   14,131,368   1,112,774     23,335,543 
 Preference shares               6.17               -           -      664,000           -         664,000 
 Hire purchase obligations       3.15          45,435      44,048       90,832           -        180,315 
 
                                            3,427,937   4,752,947   14,886,200   1,112,774    24,179,858 
                                          ===========  ==========  ===========  ==========  ============== 
 
 At 30(th) June 
  2012 
 
 Bank loans                      9.96      15,450,954   8,379,403    1,486,560           -   25,316,917 
 Preference shares               6.17               -           -      664,000           -       664,000 
 Hire purchase obligations       3.13          61,915      59,000      193,789           -        314,704 
 
                                           15,512,869   8,438,403    2,344,349           -   26,295,621 
                                          ===========  ==========  ===========  ==========  ============== 
 
 

Hire purchase obligations

 
 Group                                       2013       2012 
                                             GBP        GBP 
 Repayable within one year                  58,963     75,114 
 Repayable between one and five years      161,227    305,776 
 
 
                                           220,190    380,890 
 
 Finance charges and interest allocated 
  to future accounting periods             (39,875)   (66,186) 
 
 
                                           180,315    314,704 
 Included in liabilities falling 
  due within one year                      (45,435)   (61,915) 
 
 
 Included in liabilities falling 
  due more than one year                   134,880    252,789 
                                          =========  ========= 
 
   12.     Provision for restoration 
 
 Group                                 2013     2012 
                                        GBP     GBP 
 
 At 1(st) July                              -      - 
 Adjustment to provision              797,699      - 
 Unwinding of discount on provision    25,287      - 
 
 
 At 30(th) June                       822,986      - 
                                     ========  ===== 
 

Provision for restoration of the mine site at Raub is based on management's best estimate of the present value of future costs required. The estimates are based on assumptions such as the extent and cost of required rehabilitation activities. These uncertainties may result in the actual future expenses being different from the amounts currently provided.

The cost of restoration has been discounted to its present value at 1 July 2012 using an annual discount rate of 3.27%. The unwinding of the discount is recognised in the statement of comprehensive income in finance cost over a period of five years. The provision is reviewed annually for changes in cost estimates or the life of operations.

   13.     Share Capital and Stated Capital Account 
   (a)     Share Capital 
 
 Group & Company                              2013   2012 
                                              GBP    GBP 
 Authorised 
     Unlimited ordinary shares of GBPNil         -      - 
      par value each 
 
 
                                                 -      - 
                                             =====  ===== 
 
 Allotted, called up and fully paid 
     85,986,550 (2012: 85,986,550) ordinary      -      - 
      shares of GBPNil par value each 
     2,000,000 (2012: 2,000,000) preference      -      - 
      shares of GBPNil par value each 
 
 
                                                 -      - 
                                             =====  ===== 
 
 
 Reconciliation of Share Holdings      Ordinary     Preference 
 
 Shares in issue as at 30(th) June 
  2011                                 85,461,550    2,000,000 
 New shares issued via placing            525,000            - 
 
 Shares in issue as at 30(th) June 
  2012 and 
  30(th) June 2013                     85,986,550    2,000,000 
                                     ============  =========== 
 
 

The authorised share capital of the Company at 30(th) June 2013 is an unlimited number of shares of no par value designated as ordinary shares and an unlimited number of shares of no par value designated as preference shares.

The Company has one class of ordinary shares which carry no right to fixed income.

2,560,000 redeemable, convertible 6% preference shares were issued at GBP0.50 per share on 27(th) May 2005. As at 30(th) June 2013 and 30(th) June 2012, there were 2,000,000 preference shares in issue.

The preference shares carry no right to vote save in certain limited circumstances including where the Company proposes to reduce its capital, wind itself up or dispose of the whole of its property and business. Payment of dividends is subject to Jersey Companies Law, the availability of distributable profits and the discretion of the Board. Redemption price equals issue price of preference shares plus all dividends accrued at Redemption Date.

The preference shares may be converted into ordinary shares at the option of the holder. The rate of conversion is determined by application of a formula that could result in every 4 preference shares being converted into 5 ordinary shares.

The preference shares are redeemable at the option of the Company either in cash or through the issue of ordinary shares to the preference share holder. The number of ordinary shares issued is determined by application of a formula that could result in the issue of 5 ordinary shares for every 4 preference shares. The Company does not expect to redeem further preference shares within two years of the financial reporting date.

   (b)     Stated Capital Account 
 
 Group & Company       2013         2012 
                       GBP          GBP 
 At 1st July        40,897,957   40,792,957 
 Additions                   -      105,000 
 
 
 At 30(th) June     40,897,957   40,897,957 
                   ===========  =========== 
 
 

Warrants

On 24(th) February 2009 the Company issued 5 million cashless warrants and 5 million warrants exercisable at a price of 30p per ordinary share to R3 Capital Partners Master LP. None of the warrants were exercised and expired on 19(th) July 2012. The warrants issued formed part of the consideration with respect to the repurchase of convertible loan notes in a prior year.

   14.     Segmental Information 

Currently the business has one business segment comprising the production and sale of gold doré bars in Malaysia. Accordingly, no analysis of segment revenues or results of net assets has been presented.

During the years ended 30(th) June 2013 and 2012, the Group generated all its revenues from gold sales to a single customer in Australia, to whom it ships all its gold doré bars for refining. For the year ended 30(th) June 2013 revenues of GBP22.8 million arose from these sales of gold (2012 : GBP18.7 million)

   15.     Profit/(Loss) From Operations 

Profit/(loss) from operations for the year is arrived at after charging/(crediting) the following:

 
                                               Group                                Company 
                                       2013                  2012             2013            2012 
 Cost of sales                         GBP                    GBP             GBP             GBP 
 Costs of production           10,788,609                  7,599,992               -               - 
 Depreciation of property, 
  plant and equipment                     1,815,190        1,247,217               -               - 
 
 Operating & administrative 
  expenses 
 Depreciation of property, 
  plant and equipment                       228,278          236,151             152             153 
 Audit fees                                  84,509           81,393          58,650          56,000 
 Amortisation of mining 
  development expenditure                   736,833          465,838               -               - 
 Amortisation of other 
  intangible assets                         853,867          585,445               -               - 
 Key management personnel 
  compensation                              896,129          784,900         467,111         466,667 
 Rental of premises                         140,157          140,267               -               - 
 Rental of property, plant 
  and equipment                               7,051                -               -               - 
  Profit on disposal of 
   fixed assets                            (12,812)          (5,790)               -               - 
                              =====================       ==========       =========       ========= 
 
   16.     Employees 
 
                                  Group                Company 
                            2013        2012       2013      2012 
                             GBP         GBP        GBP       GBP 
 
 Wages and salaries       2,581,142   2,177,568   467,111   466,667 
 Social security costs       22,072      17,106         -         - 
 Other pension costs        187,206     153,702         -         - 
 
 
                          2,790,420   2,348,376   467,111   466,667 
                         ==========  ==========  ========  ======== 
 

The average monthly number of employees during the year was as follows:-

 
                      Group        Company 
                   2013   2012   2013   2012 
 
 Administration      34     36      2      2 
 Production         259    204      -      - 
 
 
                    293    240      2      2 
                  =====  =====  =====  ===== 
 
   17.     Financial (Costs) / Income 
 
                                           Group                           Company 
 
                                   2013              2012            2013           2012 
 Finance costs:                     GBP               GBP             GBP            GBP 
 
 Bank loan interest              1,704,662          738,293               -              - 
 Other financial charges           744,453          336,086             336            650 
 Amortisation of transaction 
  costs                             35,590          276,051               -              - 
  Preference dividends               60,000          60,000          60,000         60,000 
 
 
                                 2,544,705         1,410,430         60,336         60,650 
 
 
 
 Financial income:        GBP         GBP     GBP   GBP 
 
 Interest income            5,660     3,879    32    64 
 
 
                            5,660     3,879    32    64 
                     ============  ========  ====  ==== 
 
 
 Net financial loss    (2,539,045)   (1,406,551)   (60,304)    (60,586) 
                      ============  ============  =========  ========== 
 
   18.     Income Tax Expense 

The Company is subject to Jersey income tax at a rate of 0% (2012: 0%). The Company's subsidiary RAGM has Pioneer tax status which allows an 85% tax exemption on statutory income for a period of 5 years commencing 1(st) April 2009. Thus the effective tax rate is 3.75% (2012: 3.75%). Income tax for the financial year is derived by using the Malaysian tax rate of 25% (2012: 25%).

Tax reconciliation:

 
 Group 
                                                 2013            2012 
                                                 GBP             GBP 
 
 Profit before taxation                          2,550,737    3,346,897 
                                           ===============  ============= 
 
 Income tax using Malaysian tax 
  rate                                             637,684    836,724 
 Disallowed expenses 1,450,523 1,053,505 
  Tax exempt under Pioneer Status (1,404,850) (1,395,751) 
 Effect of timing difference on 
  mining allowance and capital allowance         (434,287)      (239,532) 
 Underprovision in prior year                     (10,527)       71,540 
 
 
 Taxation charge                                   238,543      326,486 
                                           ===============  ============= 
 
   19.     Deferred Taxation 

No deferred tax asset has been recognised in respect of the following items:

 
 Group                       2013          2012 
                              GBP          GBP 
 
 Unabsorbed capital allowance and mining 
  allowance 34,999 34,156 
 Unutilised tax losses      4,976,029    4,973,985 
 
 
                            5,011,028    5,008,141 
                         ============  =========== 
 

One of the Company's subsidiaries, RAGM has received a confirmation from the Malaysian Industrial Development Authority, the government's principal agency for the promotion and coordination of industrial development in Malaysia, that RAGM's Raub Tailings Project is entitled to "Pioneer Status". Under the Pioneer Status scheme, RAGM will be entitled to 85% tax exemption on its statutory income from the project for a period of 5 years commencing on the day that production reaches 30% of its planned capacity. Production from the tailings operations began in February 2009. RAGM's production reached 30% of its planned capacity in April 2009.

The unutilised tax losses do not expire under the Malaysian tax legislation but cannot be offset against taxable profits during the 'Pioneer' period. As a result of uncertainty of recoverability of these taxable losses, due to the volatility of gold prices, a deferred tax asset has not been recognised at 30(th) June 2013. If there is a substantial change in shareholders (more than 50%) however, the unutilised tax losses will not be available to RAGM.

   20.     Earnings Per Share 
   (a)     Basic Earnings Per Share 

The basic earnings per share for the year is 2.69p (2012 : 3.53p ). The calculation of the basic earnings per share is based on the profit for the year of GBP2,312,194 (2012 : GBP3,020,411). The weighted average number of shares in issue during the year was 85,986,550 (2012 : 85,465,853 shares).

   (b)     Diluted Earnings Per Share 

The diluted earnings per share for the year is 2.69p (2012 : 3.53p). The calculation of the diluted earnings per share is based on the profit for the year of GBP2,312,194 (2012 : GBP3,020,411). The weighted average number of shares during the year was 85,986,550 (2012 : 85,465,853 shares).

 
 Basic earnings per share           2013         2012 
                                    GBP          GBP 
 
 Earnings used in calculation     2,312,194    3,020,411 
                                -----------  ----------- 
 
 Weighted average number of 
  ordinary shares                85,986,550   85,465,853 
                                -----------  ----------- 
 
 
 Basic earnings per share             2.69p        3.53p 
                                ===========  =========== 
 
 
  Diluted earnings per share               2013         2012 
                                           GBP          GBP 
 
 Earnings used in calculation            2,312,194    3,020,411 
                                       -----------  ----------- 
 
 Weighted average number of ordinary 
  shares                                85,986,550   85,465,853 
 
 Diluted earnings per share                  2.69p        3.53p 
                                       ===========  =========== 
 

Conversion of the preference shares is considered to be non-dilutive in both 2012 and 2013.

   21.     Capital Commitments 
 
 Group                              2013         2012 
                                     GBP         GBP 
 
 Authorised and contracted for    4,814,839   10,012,846 
                                 ==========  =========== 
 

The above amounts at 30(th) June 2013 and 2012 relate to a commitment for the expansion of the Carbon-in-Leach Plant (CIL), which is expected to be commissioned within the second half of the financial year to 30(th) June 2014.

   22.     Key Management Personnel Compensation 
 
                              Group              Company 
 
                         2013      2012      2013      2012 
                          GBP       GBP       GBP       GBP 
 
 Short term benefits    896,129   784,900   467,111   466,667 
                       ========  ========  ========  ======== 
 

Key management personnel comprise directors and individuals having authority and responsibility for planning, directing and controlling all activities of the entity either directly or indirectly.

Directors' emoluments of the Company are as follows:-

 
 Directors' emoluments                  2013      2012 
                                         GBP       GBP 
 Company 
 
 Dato' Sri Andrew Tai Yeow Kam         250,000   250,000 
 Mr. Timothy Patrick Watson            167,111   166,667 
 Dato' Mohamed Moiz Bin JM Ali Moiz     25,000    25,000 
 Dr.Yves Fernand Marcel Cheze           25,000    25,000 
                                      --------  -------- 
                                       467,111   466,667 
                                      ========  ======== 
 

Dato' Sri Andrew Tai Yeow Kam also receives GBP7,447 (2012 : GBP7,313) of director fees from Raub Australian Gold Mining Sdn Bhd, a subsidiary of the Company.

There is no share option scheme, long term incentive plan or awards in place. The Company does not make any contributions to any pension scheme.

   23.     Related Party Transactions 

As a result of Dato' Sri Andrew Tai Yeow Kam's 99.9% interest in Akay Holdings Sdn. Bhd. and 70% interest in Akay Venture Sdn. Bhd and the substantial shareholding of Akay Holdings Sdn. Bhd. and Akay Venture Sdn. Bhd. in the Company and Dato' Mohamed Moiz Bin JM Ali Moiz's substantial shareholding in the Company, the following are considered related party transactions:

(a) On 30(th) May 2013, Raub Australian Gold Mining Sdn Bhd ("RAGM") was granted by Akay Holdings Sdn. Bhd. a registered permit to undertake mining activities on the 1669 Mining Lease for a period of one year expiring on 30(th) July 2014. Provided that RAGM does not breach the terms of the permit, Akay Holdings Sdn. Bhd. will grant an annual extension of the permit until expiry of the 1669 Mining Lease on 31(st) December 2038. The Group pay Akay Holdings Sdn. Bhd. GBP2,033 annually under this agreement to permit the Group to carry out gold mining activity at Raub, Pahang. The Directors are confident that the permit will be renewed once it expires.

(b) On 30(th) May 2013, RAGM was granted by Akay Holdings Sdn Bhd an unregistered Permit To Mine to undertake mining activities on Mining Certificate No. PL 533 for a period of one year expiring on 8(th) July 2014. During the year, RAGM paid GBP292,812 (2012: GBP234,031) to Akay Holdings Sdn Bhd as royalties for mining oxide.

(c) During the financial year, RAGM had obtained an Islamic financing facility for up to RM124 million (GBP24.9million) ("Refinancing Facility") from its existing financier, Bank Kerjasama Rakyat Malaysia Berhad ("Bank Rakyat") to refinance its three existing financing facilities with Bank Rakyat ("Existing Facilities"). On 28(th) September 2012, RAGM, Peninsular Gold Limited and Akay Holdings Sdn Bhd entered into a supplemental agreement ("Supplemental Agreement") to vary the previous agreement entered into whereby RAGM had agreed to pay Akay an annual fee for creating a charge in favour of Bank Rakyat. Under the Supplemental Agreement, the annual fee payable to Akay was reduced from RM2.35 million (GBP486,139) to RM1.7 million (GBP351,675). This is disclosed in Note 11 to the financial statements.

(d) The Company issued a fresh corporate guarantee in favour of Bank Kerjasama Rakyat Malaysia Berhad under the Refinancing Facility to replace the earlier three corporate guarantees provided under the Existing Facilities. This was to enable RAGM to secure the RM124 million facilities as disclosed in Note 11 to the financial statements.

(e) RAGM had obtained an Islamic financing facility for up to USD6million (GBP3.95million) ("New Facility") from its existing financier, Alkhair International Islamic Bank Berhad ("Alkhair Bank") to refinance its existing one year working capital facility with Alkhair Bank ("Alkhair's Existing Facility"). On 7(th) December 2012, RAGM, Peninsular Gold Limited and Akay Holdings Sdn Bhd entered into an agreement whereby RAGM agrees to pay Akay an annual fee of RM260,000 (GBP53,785) for creating a charge which is required to be provided under the New Facility in favour of Alkhair Bank. This is disclosed in Note 11 to the financial statements.

(f) On 7(th) December 2012, the Company issued a fresh corporate guarantee in favour of Alkhair Bank under the New Facility to replace the earlier corporate guarantee provided under Alkhair's Existing Facility to enable RAGM to secure the USD6 million refinancing facility as disclosed under Note 11 to the financial statements.

(g) As at 30(th) June 2013, there is an amount of GBP273,109 (2012: GBP263,743) owing to the directors of Peninsular Gold Limited, as disclosed in Note 10. This relates to unpaid directors' fees and expenses. The amounts are interest free and unsecured.

   24.     Financial Risk Management 

The Group's activities expose it to a variety of financial risks, including the effects of changes in commodity prices, exchange rates, interest rates, credit and liquidity risks. The Board reviews and agrees policies for managing each of these risks. The Group does not currently have a policy of using financial derivatives to mitigate these risks. The following information is presented in order to assist users of the financial statements in assessing the extent of risk related to financial instruments.

 
                                          2013        2012 
                                          GBP         GBP 
Financial assets, at amortised 
 cost 
Cash and cash equivalents                 264,659     180,238 
Fixed deposit                             157,873     107,360 
Other receivables                       1,169,982   1,035,807 
 
                                        1,592,514   1,323,405 
                                      =========== 
 
Financial liabilities, at amortised 
 cost 
Trade and other payables               11,243,097   7,656,192 
Hire purchase creditors                   180,315     314,704 
Other long-term liabilities            23,999,543  25,980,917 
 
                                       35,422,955  33,951,813 
                                      =========== 
 

Fair value of financial assets and liabilities

Fair value is defined as the amount at which the financial instruments could be exchanged in a current transaction between knowledgeable, willing parties in an arms-length transaction, other than a forced sale or liquidation. Management consider that the carrying amounts of the financial assets and liabilities approximate to their estimated fair values.

Commodity price risk

The Group is subject to commodity price risk. Management does not consider it necessary to mitigate this risk. At 30(th) June 2013, the spot price of gold was USD 1,192 per ounce (30(th) June 2012: USD 1,599 per ounce).

 
 
 

Credit risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis to ensure that the Group only deals with well established counterparties, including international banks and reputable third parties. At the reporting date, the main areas of significant concentration of credit risk include cash and cash equivalents and prepaid capital costs within other receivables.

Interest rate risk

The Group is mainly exposed to interest rate risk through the variable rate loans and holding of cash and cash equivalents. The Group adopts a practice to periodically seek for alternative facilities, which provide competitive interest rates to finance and/or refinance its working capital requirements.

The Group finances its operations via equity fundraising and bank loans bearing a margin of 2% per annum above the lender's base financing rate, currently 6.60% and loans bearing a margin of 2.75% per annum above the lender's 3 months cost of funds, which is 4.88% at year end. Hire purchase arrangements are subject to fixed interest rates ranging from 2.65% to 3.65% per annum. The Group has not entered into interest rate swap arrangements to mitigate interest rate risk.

If interest rates had been 1% higher/lower and all other variables were held constant, the impact would be as follows:

 
                                  Group          Company 
                             2013      2012    2013   2012 
                              GBP       GBP    GBP    GBP 
 
 Increase or decrease in 
  profit/(loss)             233,355   253,169     -      - 
 

Liquidity risk

The Group maintains a level of cash and cash equivalents and bank facilities deemed adequate by management to finance the Group's operations and to mitigate the effects of fluctuations in cash flows. The maturity profile of the undiscounted financial liabilities expected to be settled in cash, is disclosed below:

 
 
Group                                Within          Within           Within 
                       Within        one-two         Two-five        more than 
                      one year        years           years         five years           Total 
                       GBP             GBP             GBP             GBP               GBP 
 
At 30(th) June 
 2013 
Bank loans           4,961,709          5,569,727   16,709,182           1,139,006      28,379,624 
Hire purchase 
 obligations            58,963             58,963      102,264                   -         220,190 
Trade and other 
 payables           10,763,097                  -      480,000                   -      11,243,097 
                    15,783,769          5,628,690   17,291,446           1,139,006      39,842,911 
 
  At 30(th) June 
  2012 
Bank loans          15,848,922          9,884,497    2,301,483                   -      28,034,902 
Hire purchase 
 obligations            75,114             75,114      230,661                   -         380,889 
Trade and other 
 payables            7,236,192                  -      420,000                   -       7,656,192 
                    23,160,228          9,959,611    2,952,144                   -      36,071,983 
 
 

Despite the recent uncertainty and shortage of funds in the financial markets, the Group has nonetheless

raised both debt and equity funding when required.

Exchange rate risk

The Group undertakes certain transactions denominated in foreign currencies, namely Malaysian Ringgit, US Dollars and Australian Dollars and is therefore exposed to exchange rate risk associated with a fluctuation in the relative values of these currencies.

Exchange rate risk is mitigated to the extent considered necessary by the Board of Directors, through holding the relevant currencies.

The carrying amount of the Group's currency denominated monetary assets and monetary liabilities at the reporting date are as follows:

 
                             Assets              Liabilities 
 
                        2013       2012        2013        2012 
                         GBP        GBP        GBP         GBP 
 
GB Pounds Sterling       60,402    141,397   1,709,699   1,488,373 
US Dollars              147,021      1,428      74,686      69,219 
Australian Dollars       74,747      1,226     286,454     372,632 
Malaysian Ringgit     1,310,344  1,179,354  33,352,116   32,566,77 
 

The following table illustrates the Group's sensitivity to the fluctuation of the major currencies in which it transacts. A 10% movement against United Kingdom Sterling has been applied to each currency in the table above, representing management's assessment of a reasonably possible change in foreign currency rates, and all other variables were held constant:

 
                             Malaysian Ringgit 
                               currency impact 
 
                             2013         2012 
                              GBP          GBP 
Profit and loss 
 - Strengthened against 
  GBP                     (3,204,177)  (3,138,736) 
 - Weakened against 
  GBP                      3,204,177    3,138,736 
 
Other comprehensive 
 income 
 - Strengthened against        -            - 
  GBP 
 - Weakened against            -            - 
  GBP 
 
 
 

The Group does not enter into forward exchange contracts to hedge its foreign currency exposure. However, the Board keeps this policy under review.

Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders subject to maintaining sufficient financial flexibility to undertake its investment plans. The Group monitors capital on the basis of the debt to adjusted capital ratio.

Adjusted capital of the Group is summarised as follows:

 
 
                                    2013        2012 
                                    GBP         GBP 
 Short-term investments           (157,873)   (107,360) 
Cash and cash equivalents         (264,659)   (180,238) 
Borrowings                       24,179,858  26,295,621 
Total equity                     40,441,932  37,885,920 
 Adjusted capital                64,199,258  63,893,943 
 
Gearing ratio (debt / adjusted 
 capital)                             37.7%       41.2% 
 
   25.     Recent Accounting Pronouncements 

The financial statements have been drawn up on the basis of accounting Standards, Interpretations and amendments effective or early adopted at the beginning of the accounting period on 1st July 2012.

Management have concluded that there are no relevant Standards or Interpretation in issue that are not yet adopted that will have a significant impact on the financial statements, other than the following:

On 19(th) October 2011, the IASB issued IFRIC 20 "Stripping Costs in the Production Phase of a Surface Mine", which is effective for periods beginning on or after 1(st) January 2013. Current production at Raub has been from tailings and surface-level oxide material and hence stripping costs incurred to date have been minimal. Management are currently considering the effect IFRIC 20 will have on their treatment of the stripping costs that will be incurred as the mine develops.

   26.     Non-cash transactions 

During the year ended 30th June 2013, the Group has made a provision for site restoration for GBP797,699, and has capitalised a restoration asset of equivalent value.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR NKODPABDDBDB

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