544e838f36436ac6879750.pdf
FULL YEAR REPORT
Directors' Report
Auditor's Independence Declaration Financial Report
Audit Report
30 June 2015
ASX Code: AUQ
Alara Resources Limited A.B.N. 27 122 892 719
PRINCIPAL & REGISTERED OFFICE: SHARE REGISTRY:
Advanced Share Registry Limited
Level 11, London House 216 St Georges Terrace
Perth, Western Australia 6000
T | +61 8 9481 0389
F | +61 8 9463 6103
E | [email protected]
W | www.alararesources.com
110 Stirling Highway
Nedlands, Western Australia 6009
PO Box 1156,
Nedlands, Western Australia 6909
T | + 61 8 9389 8033
F | + 61 8 9262 3723
E | [email protected]
W | www.advancedshare.com.au
Level 6, 225 Clarence Street Sydney, New South Wales 2000
PO Box Q1736, Queen Victoria Building New South Wales 1230
T | +61 2 8096 3502
Corporate Directory 2
Directors' Report 3
Auditor's Independence Declaration 24
Consolidated Statement of Profit or Loss
and Other Comprehensive Income 25
Consolidated Statement of Financial Position 26
Consolidated Statement of Changes in Equity 27
Consolidated Statement of Cash Flows 28
Notes to the Consolidated Financial Statements 29
Directors' Declaration 58
Independent Auditor's Report …………………………………………59 Mineral Licences………………………………………… 62
JORC Statements………………………………………… 64
JORC Competent Persons' Statements 66
Securities Information 67
Directors
James Phipps Non-Executive Chairman
Justin Richard Managing Director
Shanker Madan Technical Director Atmavireshwar Sthapak Non-Executive Director
Ian Gregory Alternate Director to Justin Richard
Company Secretaries
Elizabeth Hunt Ian Gregory
Registered Office and Business Address
Level 11, London House 216 St Georges Terrace
Perth, Western Australia 6000
GPO Box 2517
Perth, Western Australia 6831
Telephone: + 61 8 9481 0389
Facsimile: + 61 8 9463 6103 E-mail: [email protected]
ABN: 27 122 892 719
Auditors
Grant Thornton Audit Pty Ltd Level 1, 10 Kings Park Road
West Perth, Western Australia 6005
Telephone: +61 8 9480 2000
Facsimile: +61 8 9322 7787
Website: www.grantthornton.com.au
Share Registry
Advanced Share Registry Services 110 Stirling Highway
Nedlands, Western Australia 6009
Telephone: +61 8 9389 8033
Facsimile: +61 8 9262 3723
Level 6, 225 Clarence Street Sydney, New South Wales 2000
Telephone: +61 2 8096 3502
E-mail: [email protected] Website: www.advancedshare.com.au
Australian Securities Exchange
ASX Limited Exchange Plaza 2 The Esplanade
Perth, Western Australia 6000
ASX Code: AUQ
Corporate Governance Statement
The Company's Corporate Governance Statement is available on the Company's Website: www.alararesources.com
Shareholders wishing to receive copies of Alara Resources Limited ASX market announcements by email should register their interest by contacting the Company at [email protected]
The Directors present their report on Alara Resources Limited (Company or Alara or AUQ) and the entities it controlled at the end of or during the financial year ended 30 June 2015 (the Consolidated Entity or Group).
REVIEW OF OPERATIONS
Board Changes
On 19 May 2015, Philip Hopkins resigned as Managing Director by mutual agreement with the Company.1
On 12 June 2015, John Hopkins OAM resigned as Non-Executive Director.2
On 16 June 2015, Justin Richard was appointed Managing Director and Chief Executive Officer.2 Mr Richard has been the Company's Legal & Commercial Manager since August 2011 and also Alara's Country Manager in Saudi Arabia (since November 2012) and Oman (since December 2013).3
On 22 June 2015, Justin Richard appointed Ian E. Gregory as his Alternate Director4 (but not as Alternate Managing Director).4 Mr Gregory was also appointed joint Company Secretary on 30 June 2015.5
On 31 July 20156:
-
Ian Williams AO resigned as Chairman.
-
James Phipps was appointed Non-Executive Chairman of the Board. Mr Phipps has been a Non- Executive Director of the Company since November 2014 and was previously an Alternate Director to His Royal Highness Prince Abdullah bin Mosaad bin Abdulaziz Al Saud (since October 2013). 7
-
Shanker Madan was appointed as Technical Director. Mr Madan served as the founding Managing Director of Alara between May 2007 and June 2013 and oversaw, amongst other matters, the acquisition of Alara's current Khnaiguiyah Zinc-Copper Project in Saudi Arabia and Washihi and Daris Copper-Gold Projects in Oman and the completion of the Khnaiguiyah DFS in April 2013.
On 28 August 2015, Elizabeth Hunt, the Managing Director of Mining Corporate, was appointed Company Secretary replacing Victor Ho who resigned on 31 August 2015 after a long and valued tenure with Alara. At the same time the Company announced that Mining Corporate had been engaged to provide outsourced company secretarial and accounting services from 1 September 2015.
On 22 September 2015 Atmavireshwar Sthapak was appointed as an Non-Executive Director.
Corporate Transaction
On 16 June 2015, in response to an ASX price and volume query, the Company announced it was in discussions with another company in relation to a potential corporate transaction. 8
The Company further advised that a draft Merger Implementation Agreement ('MIA') had passed between the parties and other deal options are also being considered by the parties.
As at the date of this report, no final agreement has been reached.
Meanwhile, the Company commenced a feasibility study in Oman and continued discussions with other parties looking to invest in the Company's JV project/s directly (at a project level) and via AUQ. These developments are complementary to the corporate transaction announced on 16 June and serve to further advance the interests of current and future stakeholders.
1 Refer Alara's 19 May 2015 ASX Announcement: Resignation of Managing Director
2 Refer Alara's 16 June 2015 ASX Announcement: Company Update
3 Refer Alara's 24 December 2013 ASX Announcement: Corporate Update and Projects Update - Oman and Saudi Arabia
4 Pursuant to Clause 10.1 of the Company's Constitution
5 Refer Alara's 1 July 2015 ASX Announcement: Appointment of Joint Company Secretary
6 Refer Alara's 3 August 2015 ASX Announcement: Board Changes
7 Refer Alara's 5 November 2014 ASX Announcement: Board Changes
8 Refer Alara's 16 June 2015 ASX Release: Response to ASX Price and Volume Query and ASX Announcement: Company Update
Budget and Financing
The Company has further reduced its corporate overhead and operating expenses during year, including subleasing of office space, outsourcing administrative functions and consolidating key roles within the Company.
On 17 September 2015, the Company confirmed the feasibility study in Oman had been budgeted for and a private bridging loan facility had been entered into9. The bridging loan is linked to the variable business loan rate offered by a major Australian bank (currently 7.98%)
Other financing options, including those referred to in the 'Corporate Transaction' section above, are also under consideration and will be utilised if and when it is in the Company's interest to do so.
Projects
Jabal Ash Shizm Base Metals Project Saudi Arabia
(Alara - 60%:Bayan Mining Company LLC- 40% unincorporated joint venture; potentially transitioning to an incorporated joint venture subject to compliance with regulatory requirements)
In July 2015, Alara announced that it had entered into a new joint venture framework agreement with a local partner, Bayan Mining Company LLC10 ('Bayan').
While the initial focus of this joint venture is on the Jabal Ash Shizm base metals prospect located in the north western part of the Arabian shield (in respect of which Bayan has recently applied for an Exploration Licence), the agreement provides scope for the joint venture to extend to other projects in Saudi Arabia.
Khnaiguiyah Zinc-Copper Project Saudi Arabia
(Alara - 50%11 increasing to 60%12:United Arabian Mining Company LLC (Manajem) - 50% decreasing to 40%, of Khnaiguiyah Mining Company LLC (KMC))
Impasse with Manajem
Expectations of acquiring an additional 10% interest (taking Alara's interest to 60%) in the project under the March 2014 updated JV agreement stalled during the year. After reaching an impasse with Manajem in June 201413, Alara put a hold on further Definitive Feasibility Study (DFS)14 optimisation, pending resolution of the mining licence (ML) transfer to KMC, or an alternate arrangement enabling the project to proceed in accordance with the DFS.
JV with Bayan
(Alara - 70%:Bayan Mining Company LLC- 30% unincorporated joint venture; potentially transitioning to an incorporated joint venture subject to compliance with regulatory requirements)
As a contingency against ML cancellation15 and/or further licences connected to the Khnaiguiyah site not being renewed or granted to Manajem, Alara extended its JV agreement with Bayan to include the Khnaiguiyah area16. In connection with this agreement, Bayan submitted a mining licence application over areas adjacent to the Khnaiguiyah Mining Licence17.
9 Refer Alara's 17 June 2015 ASX Announcement: Company Update
10 Refer Alara's 21 July 2015 ASX Announcement: Alara Announces New JV Partner in Saudi Arabia
11 Refer Alara's 5 October 2010 ASX Announcement: Project Acquisition - Khnaiguiyah Zinc Copper Project in Saudi Arabia' and 25 October 2010 ASX Announcement: Execution of Joint Venture Agreement - Khnaiguiyah Zinc Copper Project in Saudi Arabia
12 Refer Alara's 14 March 2014 ASX Announcement: Alara Moving to 60% Interest in the Khnaiguiyah Project and 4 April 2014 ASX Announcement: Completion of Agreement for Updated Khnaiguiyah Project Joint Venture
13 Refer Alara's 4 June 2014 ASX Announcement: Khnaiguiyah Project Venture Agreement Has Reached an Impasse
14 Refer Alara's ASX market announcement dated 30 April 2013: Po sitive DFS C onfirm s K hn aig ui ya h Pr oject as Tec hnic all y a nd Fin anci all y R ob ust
15 Refer page three of Alara's Quarterly Report dated June 2015.
16 Refer Alara's ASX market announcement dated 20 August 2015
17 Refer Alara's ASX announcement date 18 September 2015.
Legal Proceedings
In November 2014, Alara announced that Manajem had filed a 'financial claim' against Alara Saudi Operations Pty Limited before the Administrative Court (Board of Grievances) in Riyadh18. Alara subsequently issued a formal notice of suspension of the JV shareholders' agreement to Manajem19 and filed a defence and counter claim against Manajem, which the Court formally enjoined with Manajem's action.
To date, there have been a number of brief (procedural) hearings. The next Court hearing has been set for 17 November 2015.
In relation to the substance of the dispute, Manajem are yet to:
-
provide particulars to support their claims (i.e. they have neither stated a cause of action nor provided substantiating evidence); or
-
respond to Alara's counter-claims.
Accordingly, the anticipated length of these legal proceedings cannot be determined at this stage. Alara will keep the market informed as further developments occur.
Khnaiguiyah Licencing Issues
The Exploration Licences held by Manajem in connection with the Khnaiguiyah Project (i.e. Umm Al Hijja and Mutiyah) have lapsed.
Similarly, Manajem are no longer registered as holder of Exploration Licences Marjan 1, 2 and 3, which were the subject of the Marjan Shareholders' Agreement20.
Manajem also received notifications that steps were being taken to cancel the Khnaiguiyah ML pursuant to relevant mining regulations.
Manajem have taken steps to address some of the violations referred to in these notices, including the completion of fencing around the ML area. As at the date of this report, it appears further steps (including renewal of the environmental licence21) are yet required to rectify the violations.
If for any reason Manajem are unable to retain the Khnaiguiyah ML, Alara would seek to utilise the DFS (which was funded entirely by Alara) in concert with any new licence holder to help ensure the Khnaiguiyah Zinc- Copper mine advanced to production as soon as possible, whilst still preserving Alara's rights under the existing shareholders' agreement with Manajem.
18 Refer Alara's 13 November 2014 ASX Announcement: Khnaiguiyah Project Update; 18 November 2014 ASX Announcement: Khnaiguiyah Project - Update on Legal Matters and 21 January 2015 ASX Announcement: Khnaiguiyah Project - Update on Legal Matter
19 Refer ASX market announcement dated 18 November 2014 and entitled 'Khnaiguiyah Project - Update on Legal Matters'
20 Refer Alara's 18 April 2011 ASX Announcement: Acquisition of Interest in Marjan Project - Saudi Arabia
21 Refer Alara;s ASX market announcement dated 24 January 2012.
Washihi-Mullaq-Al Ajal Copper-Gold Project Oman
(Alara - 70%:Al Hadeetha Investments LLC - 30%, of Al Hadeetha Resources LLC (AHR))
Daris Copper-Gold Projects Oman
(Alara - 50%: Al Tamman Trading Establishment LLC - 50%, of Daris Resources LLC (DRL))
The Washihi Copper-Gold Project comprises 3 exploration licences and 3 applications for mining licences over the Washihi, Mullaq and Al Ajal prospects. The Daris Copper-Gold Project comprises one exploration licence (Block 7) and 2 applications for mining licences over the Daris-East and Daris 3A-5 prospects. The Washihi deposit is located ~160km west and southwest of Muscat Airport by road and ~375km from Mawarid's Lasail Copper Concentrator Plant by road. The State owned Oman Mining Company (OMCO) Copper Smelter is located adjacent to the Lasail Plant and the bulk shipping port at Sohar is located ~35km from the Smelter.
In October 201422, Alara announced the outcomes of an Advanced Scoping Study which evaluated three potential development scenarios combining the Daris and Washihi deposits into an overall 'hub & spoke' broader regional approach centred around a Heavy Media Separation (HMS) plant followed by a conventional flotation circuit located at site of the Washihi JORC Mineral Resource with contributions from the Daris-East JORC Mineral Resource and exploration targets from the Daris 3A-5 prospect (within the Block 7 exploration licence) and Al Ajal and Mullaq prospects/exploration licences, as follows:
-
A 'Base Case' 0.5Mtpa conventional flotation plant (post HMS) from mining inventory sourced from the existing JORC Mineral Resources at the Washihi and Daris-East deposits;
-
An 'Enhanced Base Case' 0.5Mtpa conventional flotation plant (post HMS), which is based on a slight increase in the mining inventory sourced from a high grade early stage prospect within the Mullaq exploration licence; and
-
A 'Target Case' encompassing a larger scale flotation plant (post HMS) case scenario based on a more substantial increase in the mining inventory sourced from JORC Exploration Targets identified on prospects across the Oman Project area.
Further details on the outcomes of the Advanced Scoping Study are outlined in Alara's 14 October 2014 ASX Announcement (Oman Project Update: Positive Advanced Scoping Study Outcomes).
In February 201523, Alara announced that it had entered into a Memorandum of Understanding (MOU) with Mawarid Mining LLC to collaboratively define and optimise an operation to process copper/gold ore from the Washihi deposit at Mawarid's Lasail Copper Concentrator Plant (located near the port of Sohar).
The 2014 Advanced Scoping Study was accordingly reviewed vis a vis this Toll Treatment scenario for the Washihi Project and in April 201524, Alara announced the outcomes of an Updated Advanced Scoping Study (Updated Study) evaluating the mining of the Washihi deposit (and the adjacent high-grade Mullaq prospect) and toll treating the ore (upgraded via HMS on site) at the Mawarid Lasail Process Plant. Two development options were evaluated under the Updated Study as follows:
-
A 'Base Case' 2Mtpa mining rate feeding a 2-stage crushing and HMS circuit with enriched ore transported (~370km) to Mawarid's Lasail Copper Concentrator Plant for toll treatment and the sale of concentrate product to the adjacent State owned OMCO Copper Smelter. This case is based largely on mining inventory within the existing JORC Mineral Resources at Washihi with the addition of a high grade early stage prospect at Mullaq; and
-
A 'Target Case' which expands from the Base Case using the same infrastructure but with a longer project life. This case is based on a more substantial increase in the mining inventory sourced from Exploration Targets within the Washihi Project.
22 Refer ASX market announcement dated 14 October 2014 and entitled Oman Project Update: Positive Advanced Scoping Study Outcomes
23 Refer Alara's ASX market announcement dated 19 February 2015: Om a n W ashihi Pr ojec t De fine d - MOU wit h Ma war id Mi ning
24 Refer Alara's 9 April 2015 ASX Announcement: Update to Advanced Scoping Study for Washihi Copper-Gold Project in Oman
The Updated Study shows both positive technical and commercial aspects to the Project and further details (including key metrics and financial outcomes) are in Alara's 9 April 2015 ASX Announcement (Update to Advanced Scoping Study for Washihi Copper-Gold Project in Oman).
In August, the Company announced it had engaged Mr Shanker Madan (Technical Director) to compile
and complete the feasibility study in Oman25. The feasibility study is scheduled for completion in Q1 2016. In connection with the feasibility study, Alara is currently being finalising a MOU with a large, vertically integrated mining, engineering and construction group who have submitted a proposal to supply, build and commission a copper-gold processing plant with annual capacity of up to 800,000 tonnes per annum at the Washihi site.
Other Corporate Matters
Share Issue
On 13 April 2015, the Company issued 6 million fully paid ordinary shares26. This was pursuant to a share subscription which offset a 6 month retainer fee payable by the Company for corporate advisory services. This issue was undertaken within the Company's 15% share placement capacity under ASX Listing Rules.
Termination of Small Holding Share Sale Facility and Reinstatement of Small Holdings
On 3 September 2014, the Company initiated a 'Small Holding Share Sale Facility' in respect of small parcel shareholdings (also sometimes referred to as 'unmarketable parcels') valued at $500 or less.
Based on the Company's last sale share price on the ASX (on 1 September 2014) of 4.7 cents, a small holding under this facility constituted 10,638 or fewer shares. The Company's share register had 1,521 (out of 2,104) shareholders holding a small holding at this time and these holders held, in aggregate, 2,918,776 shares or 1.21% of the Company's total issued share capital (of 242,007,500 shares).
The Company's constitution provides a mechanism by which the Board may, with the agreement of the relevant shareholder, aggregate small holdings and sell them on the shareholders' behalf thereby possibly achieving a higher price for the shares than would have been possible had they been sold as individual small parcels. This initiative allows for the full gross proceeds to be realised by shareholders of such small parcels without any associated brokerage or selling costs (which would be borne by the Company) and benefits the Company in terms of savings in maintenance costs in relation to share registry fees and also printing, mail-out and postage costs. Furthermore, for some shareholders, the costs of selling their small holdings may result in a proportionally high transaction cost compared to the gross proceeds of sale.
A Notice of Intention to Sell and accompanying Share Retention Form was despatched to relevant shareholders (holding a 'small holding' of shares as at the 1 September 2014 Record Date) on 3 September 2014.
Further details in relation to this capital management initiative are in Alara's 3 September 2014 ASX Announcement (Small Holding Share Sale Facility).
At the end of the requisite notice period (16 October 2014), there were a total of ~1,250 shareholders holding an aggregate ~2 million shares to be sold under the facility.
Pursuant to the Company's Constitution27, this facility has a prescribed minimum sale price based on the Company share price preceding the date of the abovementioned notice.
The Company was not able to sell these aggregated shares as the Alara share price had been trading below the prescribed minimum sale price.
As such, on 19 May 201528, the Company announced that it had determined to terminate the Small Holding Share Sale Facility.
25 Refer Alara's ASX market announcement dated 26 August 2015.
26 Refer Alara's 13 April 2015 ASX Announcement: Appendix 3B New Issue and Application for Quotation and Cleansing Statement.
27 Clause 152 of the Company's Constitution
28 Refer Alara's 18 May 2015 ASX Announcement: Termination of Small Holding Share Sale Facility and Reinstatement of Small Holdings
On or about 25 May 2015, all affected shareholders had their shareholdings reinstated and received updated holding statements shortly thereafter.
Sita Mining Company LLC
It is noted the Company has no staff seconded to Sita Mining Company LLC ('Sita'), has no registered signing authority for Sita and does not currently exercise any management control over Sita. Pursuant to a Shareholders Agreement dated 31 December 2011, Alara retains a 70% interest in Sita through its subsidiary Alara Kingdom Operations Pty Ltd.
OTHER STATUTORY INFORMATION
Corporate Information
Alara is a company limited by shares that is incorporated and domiciled in Western Australia.
Principal Activities
The principal activities of entities within the Consolidated Entity during the year were the exploration, evaluation and development of mineral resource projects in Saudi Arabia and Oman.
Significant Changes in the State of Affairs
There have been no significant changes in the state of affairs of the Consolidated Entity save as otherwise disclosed in this Directors' Report or the financial statements and notes thereto.
Dividends
No dividends have been paid or declared during the financial year.
Operating Results
|
Consolidated
|
2015 2014
$ $
|
|
Total revenue
|
55,399
|
122,190
|
|
Total expenses
|
(2,114,425)
|
(4,401,572)
|
|
Loss before tax
|
(2,059,026)
292,773
|
(4,279,382)
4,754,097
|
|
Income tax benefit
|
|
Loss after tax
|
(1,766,253)
|
474,715
|
Loss per Share
Consolidated 2015 2014
Basic and Diluted profit/(loss) per share (cents) (0.67) 0.30
Weighted average number of ordinary shares outstanding during the year
used in the calculation of basic loss per share 248,007,500242,007,500
Cash Flows
|
Consolidated
|
2015 2014
$ $
|
|
Net cash flow from operating activities
|
(1,802,030)
|
520,300
|
|
Net cash flow from investing activities
|
(485,944)
|
(2,092,376)
|
|
Net change in cash held
|
(2,287,974)
|
(1,572,076)
|
|
Cash held at year end
|
937,192
|
3,151,295
|
Financial Position
Outlined below is the Consolidated Entity's Financial Position and prior year comparison.
|
Consolidated Entity
|
2015 2014
$ $
|
|
Cash
|
937,192
|
3,151,295
|
|
Financial assets held at fair value through profit or loss
|
-
|
142,956
|
|
Trade and other receivables
|
255,961
|
549,990
|
|
Resource projects
|
33,190,221
|
31,427,358
|
|
Other assets
|
5,518,574
|
5,858,211
|
|
Total assets
|
39,901,948
|
41,129,810
|
|
Trade and other payables
|
(2,029,596)
|
(2,104,446)
|
|
Provisions
|
(125,767)
|
(103,790)
|
|
Total liabilities
|
(2,155,363)
|
(2,208,236)
|
|
|
|
Net assets
|
37,746,585
|
38,921,574
|
|
Issued capital
|
61,018,659
|
60,958,659
|
|
Reserves
|
361,429
|
1,508,721
|
|
Accumulated losses
|
(23,073,685)
|
(23,121,079)
|
|
Parent interest
|
38,306,403
|
39,346,301
|
|
Non-controlling interest
|
(559,818)
|
(424,727)
|
|
Total equity
|
37,746,585
|
38,921,574
|
Securities in the Company
Issued Capital
Fully paid ordinary shares and unlisted options on issue in the Company as at the date of this report are as follows:
|
Quoted on ASX
|
Unlisted
|
Total
|
|
Fully paid ordinary shares
|
248,007,500
|
-
|
248,007,500
|
|
$0.35 (22 August 2015) Unlisted Options29
|
-
|
400,000
|
400,000
|
|
$0.10 (15 January 2016) Unlisted Options30
|
-
|
10,000,000
|
10,000,000
|
|
$0.15 (21 November 2016) Unlisted Managing Director's Options31
|
-
|
3,333,334
|
3,333,334
|
|
$0.20 (21 November 2016) Unlisted Managing Director's Options32
|
-
|
3,333,333
|
3,333,333
|
|
Total
|
248,007,500
|
17,066,667
|
265,074,167
|
29 Terms and conditions of issue are set out in an ASX Appendix 3B New Issue Announcements lodged on 23 August 2010
30 Terms and conditions of issue are set out in a Notice of Meeting and Explanatory Statement dated 18 November 2013 for a General Meeting held on 16 January 2014 and in ASX Appendix 3B New Issue Announcement lodged on 21 January 2014
31 Terms and conditions of issue are set out in a Notice of Annual General Meeting and Explanatory Statement dated 10 October 2013 for an Annual General Meeting held on 22 November 2013 and in ASX Appendix 3B New Issue Announcement lodged on 28 November 2013
32 Terms and conditions of issue are set out in a Notice of Annual General Meeting and Explanatory Statement dated 10 October 2013 for an Annual General Meeting held on 22 November 2013 and in ASX Appendix 3B New Issue Announcement lodged on 28 November 2013
Unlisted Options
During and subsequent to the end of the financial year, the following unlisted options previously held by Directors and Company personnel lapsed or were cancelled:
№ of Options
Date of Lapse/ Cancellation
Description of Options Exercise Price Date ofIssue
Original Expiry Date
10,000,000 1 Nov 201433
$0.15 (15 January 2016)
Unlisted Director's Options34 $0.15 16 Jan 2014 15 Jan2016
3,333,334 19 June 201535 $0.15 (21 November 2016)
Unlisted Managing Director's Options36
3,333,333 19 May 201537 $0.20 (21 November 2016)
$0.15 22 Nov 2013 21 Nov 2016
Unlisted Managing Director's Options6 $0.20 22 Nov 2013 21 Nov2016
400,000 22 Aug 2015 $0.35 (22 August 2015)
Unlisted Options38
$0.35 23 Aug 2010 22 Aug 2015
Likely Developments and Expected Results
The Consolidated Entity intends to continue its exploration, evaluation and development activities in relation to its mineral resource projects in future years. The results of these activities depend on a range of technical and economic factors and also industry, geographic and company specific issues. In the opinion of the Directors, it is not possible or appropriate to make a prediction on the results of exploration and evaluation activities, the future course of markets or the forecast of the likely results of the Consolidated Entity's activities.
Environmental Regulation and Performance
The Consolidated Entity holds licences and abides by Acts and Regulations issued by the relevant mining and environmental protection authorities of the various countries in which the Group operates. These licences, Acts and Regulations specify limits and regulate the management of discharges to the air, surface waters and groundwater associated with exploration and mining operations as well as the storage and use of hazardous materials. Except as noted in the 'Khnaiguiyah Licencing Issues' section above, there have been no significant breaches of the Consolidated Entity's licence conditions.
Board of Directors
The names and details of the directors of the Company in office during the financial year and until the date of this report are as follows.
Names, qualifications, experience and special responsibilities of current Directors
James D. Phipps Non-Executive Chairman
BA (Philosophy), JD (Law) Appointed Chairman 31 July 2015; Appointed Director 1 November 2014; Previously Alternate Director to HRH Prince Abdullah 28 October 2013
Experience
Mr Phipps is a strategic advisor, business executive and lawyer with extensive international and Middle East experience. James serves as principal advisor to His Royal Highness Prince Abdullah bin Mosaad bin Abdulaziz Al Saud, providing strategic advice relative to a worldwide portfolio of businesses, properties and investments. James is Co-Chairman of Sheffield United Football Club, the first 'United' and the first association football club worldwide and a founding member of the English Premier League. Presently, SUFC
33 Lapse of unvested options immediately upon retirement of Director
34 Terms and conditions of issue are set out in a Notice of Meeting and Explanatory Statement dated 18 November 2013 for a General Meeting held on 16 January 2014 and in ASX Appendix 3B New Issue Announcement lodged on 21 January 2014
35 Lapse of unexercised vested options one month after the retirement of the Managing Director
36 Terms and conditions of issue are set out in a Notice of Annual General Meeting and Explanatory Statement dated 10 October 2013 for an Annual General Meeting held on 22 November 2013 and in ASX Appendix 3B New Issue Announcement lodged on 28 November 2013
37 Lapse of unvested options immediately upon the retirement of the Managing Director
38 Terms and conditions of issue are set out in an ASX Appendix 3B New Issue Announcements lodged on 23 August 2010
competes in the Football League's League One. James co-chairs Blades Leisure Limited, which holds SUFC and other operating companies, including security and event management companies. James chairs Shout TV, Inc., a Delaware corporation engaged in the sports entertainment business. James sits on the board of the publicly listed Saudi Paper Manufacturing Company, the leading manufacturer of tissue paper products in the Gulf Region. James has experience in corporate turnarounds and has served as chief executive or general manager at different companies in a turn-around capacity. James brings experience to the Board in the context of Alara's Middle East and G.C.C. endeavours.
Special Responsibilities
Chairman of the Remuneration and Nomination Committee and Member of the Audit Committee.
Other Directorships in Listed Companies in Past 3 Years
-
Saudi Paper Manufacturing Company (Saudi Stock Exchange (Tadawul): Code 2300) - November 2011 to present.
Justin J Richard Managing Director
LLB (UWA), Grad Dip Corporate Governance, FCSA, FCIS, MAICD Appointed 16 June 2015
Experience
Mr Richard has been the Company's General Counsel since 2011 and in 2013 took up residence in Riyadh as Alara's Country Manager for Saudi Arabia. The Company later expanded his role to include management of Alara's joint venture companies in Oman. He is an accomplished corporate lawyer and business manager who has been key in establishing and managing Alara's international joint venture companies, including operations and stakeholder relationships in the Middle East. Prior to joining Alara, Mr Richard worked as Senior Commercial Officer with Bateman Engineering (Australia), Corporate Counsel and head of legal with UGL Limited (Resources division) and as a lawyer with Minter Ellison. Before entering the legal profession, Mr Richard enjoyed a successful career in private enterprise as Managing Director of Irrigate Australia.
Other Directorships in Listed Companies in Past 3 Years
-
None
Alternate Director
On 22 June 2015, Justin Richard appointed Ian E. Gregory as his Alternate Director39 (but not as Alternate Managing Director).4 Mr Gregory was also appointed joint Company Secretary on 30 June 2015.40 Mr Gregory's experience and qualifications are set out below.
H. Shanker Madan Technical Director
Honours and Masters Science degrees in Applied Geology Appointed 31 July 2015
Experience
Mr Madan served as the founding Managing Director of Alara between May 2007 and June 2013 and oversaw, amongst other matters, the acquisition of Alara's Khnaiguiyah Zinc-Copper Project in Saudi Arabia and the Washihi and Daris Copper-Gold Projects in Oman and the completion of the Khnaiguiyah DFS in April 2013.
Mr Madan has had world-wide experience in the exploration and evaluation of mineral deposits for various commodities. Mr Madan has been the Managing Director of Strike Resources Limited (ASX:SRK), a Manager with Hamersley Iron, Group Leader with BHP Minerals, Chief Geologist with Hancock and Wright Prospecting and a Senior Geological Consultant to the Rio Tinto Group. Mr Madan has managed a range of mineral evaluation studies in Iran, Brazil and Western Australia for BHP, Rio Tinto and Hamersley Iron. He has also acted as a consultant to Rio Tinto, Ashton Mining and others on mineral projects in Brazil, South Africa, India, the Philippines, Fiji and United States, working on a range of iron-ore, diamonds, gold, copper and chromite deposits. He has been involved in the discovery of 3 world class iron deposits in Western Australia for TexasGulf and BHP Minerals. From 1997 to 2001, Mr Madan managed the evaluation of resource projects
39 Pursuant to Clause 10.1 of the Company's Constitution
40 Refer Alara's 1 July 2015 ASX Announcement: Appointment of Joint Company Secretary