Papua Mining plc

Consolidated statement of cash flows for the year ended 31 December 2017

					2017		2016
					£		£
Cash flow from operating activities
Total comprehensive expense for the year before tax					(380,388)		(6,091,360)
Adjustments to reconcile net loss before income tax to cash flow from operating activities:
Impairment of intangible assets					–		5,823,708
Share based payments					28,392		33,499
Foreign exchange translation					(35,613)		12,739
Movement  in  operating assets/liabilities – Other debtors					–		12,175
– Other liabilities					80,007		(47,704)
Net cash flow from operating activities					(307,602)		(256,943)
Cash flow from investing activities
Exploration expenditure					(214,496)		(324,501)
Acquisition of BGM Investments Pty Ltd					(49,900)		–
Net cash generated from investing activities					(264,396)		(324,501)
Cash flow from financing activities
Proceeds from issuance of ordinary shares					1,602,501		755,000
Share issue costs					(148,756)		–
Net cash generated from financing activities					1,453,745		755,000
Net increase in cash and cash equivalents					881,747		173,556
Cash and cash equivalents at the beginning of year					375,447		201,891
Cash and cash equivalents at the end of the year					1,257,194		375,447

 

								2017		2016
								£		£
Cash flow from operating activities
Total comprehensive expense for the year before tax								(288,438)		(5,933,239)
Adjustments to reconcile net loss before income tax to cash flow from operating activities:
Impairment of investments								–		1,649,308
Impairment of intangible assets								–		990,106
Share based payments								28,392		33,499
Foreign exchange translation								(193,713)		604,386
Net (increase)/decrease in operating assets
– Other receivables								(171,937)		2,173,519
Net decrease in operating liabilities
– Other liabilities								(11,976)		(50,082)
Net cash flow from operating activities								(637,672)		(532,503)
Cash flow from investing activities
Exploration expenditure								(6,186)		(47,475)
Acquisition of BGM Investments Pty Ltd								(50,000)		–
Net cash used in investing activities								(56,186)		(47,475)
Cash flow from financing activities
Proceeds from issuance of ordinary shares								1,602,501		755,000
Share issue costs								(148,756)		–
Net cash generated from financing activities								1,453,745		755,000
Net decrease in cash and cash equivalents								759,887		175,022
Cash and cash equivalents at the beginning of year								368,623		193,601
Cash and cash equivalents at the end of the year								1,128,510		368,623

 

 

Papua Mining plc

Notes to the financial statements 

 

1              Group and principal activities

 

For the purposes of these financial statements, the term “PM plc Group” is defined as the companies Papua Mining plc (the “Company”), Papua Mining Limited, BGM Investments Pty Ltd, Aries Mining Limited and Sagittarius Mining Limited.

 

Papua Mining plc is a public limited company, quoted on AIM, and is incorporated and domiciled in England and Wales. The company’s registered office is 27/28 Eastcastle Street, London W1W 8DH, United Kingdom.

 

The PM plc Group’s main activity is the exploration for gold and copper resources in Australia and Papua New Guinea, as set out in the Strategic Report and the Directors’ Report.

 

2              Adoption of new and revised standards

 

The financial statements have been prepared in accordance with IFRS as issued by the International Accounting Standards Board (IASB) and adopted by the EU. 

 

New and amended standards and interpretations

 

The Group applied for the first time certain amendments to the standards, which are effective for annual periods beginning on or after 1 January 2017. The nature and the impact of each amendment is described below:

 

Amendments to IAS 7 Statement of Cash Flows: Disclosure Initiative

The amendments require entities to provide disclosure of changes in their liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes (such as foreign exchange gains or losses). The amendment is not applicable since the Group has no financing activities arising from loans only on the issuance of shares.

 

Amendments to IAS 12 Income Taxes: Recognition of Deferred Tax Assets for Unrealised Losses

The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of deductible temporary difference related to unrealised losses. Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount. The amendment has no significant impact to the Group as it has not recognised deferred tax asset with respect to unrealised losses.

 

Annual Improvements Cycle – 2014-2016

Amendments to IFRS 12 Disclosure of Interests in Other Entities: Clarification of the scope of disclosure requirements in IFRS 12

The amendments clarify that the disclosure requirements in IFRS 12, other than those in paragraphs B10-B16, apply to an entity’s interest in a subsidiary, a joint venture or an associate (or a portion of its interest in a joint venture or an associate) that is classified (or included in a disposal group that is classified) as held for sale. This has no impact to the Group’s financial statements as the Group does not have interest in subsidiary that is included in a disposal group or classified as held for sale.

 

At the date of authorisation of these financial statements, amendments to existing standards have been published by the IASB that are not yet effective. These are listed below:

 

Standard/interpretation		Effective date
IFRS 9	Financial Instruments	1 January 2018
IFRS 15	Revenue from Contracts with Customers	1 January 2018
IFRS 2	Share-based Payments – Classification and Measurement of Share-based Payment Transactions	1 January 2018
IFRS 16	Leases	1 January 2019

 

In 2017, the Group did not early adopt any of these new or amended standards and do not plan to early adopt any of the standards issued but not yet effective. The Group do not anticipate that there will be a material impact on the adoption of these standards and interpretations on its financial statements on initial adoption.

 

 

3              Basis of preparation and significant accounting policies

 

a)    Basis of preparation

These consolidated financial statements have been prepared in accordance with applicable International Financial Reporting Standards (IFRSs), International Accounting Standards (IASs) and International Financial Reporting Interpretations Committee (IFRIC) interpretations (collectively IFRSs) as adopted for use in the European Union.

 

The financial statements are prepared on the historical cost basis except for the measurement of certain financial instruments at fair value as described below.  The principal accounting policies adopted are set out below.

 

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies

 

b)    Basis of consolidation

Subsidiaries are entities controlled by the Group. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if, and only if, the Group has:

·      Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee);

·      Exposure, or rights, to variable returns from its involvement with the investee; and

·      The ability to use its power over the investee to affect its returns.

 

Generally, when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

·      The contractual arrangement(s) with the other vote holders of the investee;

·      Rights arising from other contractual arrangements; and

·      The Group’s voting rights and potential voting rights.

 

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Subsidiaries are fully consolidated from the date that control commences until the date that control ceases. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Intra-group balances and any unrealised gains or losses or income or expenses arising from intra-group transactions are eliminated in preparing the Group financial statements.

 

c)     Going concern

 

The Directors have prepared a cash flow forecast which supports the Directors’ reasonable expectation that Papua Mining plc has adequate resources to continue in operational existence for a period of at least 12 months from the date of signing of the financial statements. This cash flow forecast assumes that the exploration programme will continue at a specified rate which has been built into this forecast, and that the Group has sufficient cash resources to meet those exploration plans. Thus, they have adopted the going concern basis of accounting in preparing the annual financial statements. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading or seeking protection from creditors pursuant to laws or regulations. In assessing whether the going concern assumption is appropriate, management has considered the group’s existing working capital as well as future commitment. Management is confident that the Group have sufficient resources available to meet their existing and planned future commitments and thus have prepared the financial statements on a going concern basis.

 

d)    Business combinations

The Group applies the acquisition method in accounting for business combination. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred and the equity interests issued by the Group, which includes the fair value of any asset of liability arising from a contingent consideration arrangement. Acquisition costs are expensed as incurred. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair value.

 

3      Basis of preparation and significant accounting policies (continued)

 

e)    Current versus non-current classification

The Group presents assets and liabilities in the statement of financial position based on current/non-current classification. An asset is current when it is:

·      Expected to be realised or intended to be sold or consumed in the normal operating cycle;

·      Held primarily for the purpose of trading;

·      Expected to be realised within twelve months after the reporting period; or

·      Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

·      It is expected to be settled in the normal operating cycle;

·      It is held primarily for the purpose of trading;

·      It is due to be settled within twelve months after the reporting period; or

·      There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

The Group classifies all other liabilities as non-current.

 

f)     Intangible assets – exploration and evaluation costs

Exploration and evaluation expenditure costs comprise costs associated with the acquisition of mineral rights and mineral exploration and are capitalised as intangible assets pending the feasibility of the project. They also include certain administrative costs that are allocated to the extent that those costs can be related directly to operational activities.

 

If an exploration project is deemed successful based on feasibility studies, the related expenditures are transferred to development and production assets and amortised over the estimated useful life of the ore reserves on a unit of production basis. Where a project is abandoned or considered to be no longer economically viable, the related costs are written off to profit or loss.

 

To date the PM plc Group has not progressed to the development and production stage in any areas of operation.

 

g)     Impairment of non financial assets

 

The PM plc Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the PM plc Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs to sell, an appropriate valuation model is used.

 

Impairment losses of continuing operations are recognised in profit or loss in those expense categories consistent with the function of the impaired asset. For assets, an assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the PM plc Group makes an estimate of recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.

 

3              Basis of preparation and significant accounting policies (continued)

 

h)     Financial instruments

Recognition, initial measurement and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted for transaction costs, except for those carried at fair value through profit or loss which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities is described below.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.

The PM plc Group classifies its financial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired.

Other receivables: These are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the provision of goods and services but also incorporate other types of contractual monetary assets. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.

Cash and cash equivalents: These include cash in hand, deposits held at call with banks and bank overdrafts.

Investments in subsidiaries:  These are included in these financial statements at the cost of the ordinary share capital acquired.  Adjustments to this value are only made when, in the opinion of the Directors, a permanent diminution in value has taken place and where there is no prospect of an improvement in the foreseeable future.

Classification and subsequent measurement of financial liabilities

On initial recognition, financial liabilities are classified as financial liabilities at fair value through profit or loss (FVTPL), loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

Financial liabilities are measured subsequently at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss.

All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance expense or finance income.

The PM plc Group classifies its financial liabilities as:

Trade and other payables: These are initially recognised at fair-value and then carried at amortised cost. They arise principally from the receipt of goods and services.

Equity instruments: These are recorded at fair value on initial recognition net of transaction costs.

Offsetting financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Impairment of financial assets

The Group assesses at each end of the reporting period whether a financial asset or a group of financial assets is impaired.  An impairment exists if one or more events that has occurred since the initial recognition of the asset (an incurred ‘loss event’) has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. 

Evidence of impairment may include indications that the contracted parties or a group of contracted parties is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization, and where observable data indicate that there is measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

Papua Mining plc

Notes to the financial statements 

 

3              Basis of preparation and significant accounting policies (continued)

 

h)     Financial instruments (continued)

Financial Assets at Amortized Cost

The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. 

Financial Assets at Amortised Cost

If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, the asset is included in the group of financial assets with similar credit risk and characteristics, and that group of financial assets is collectively assessed for impairment.  Those similar credit risk characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtor’s ability to pay all amounts due according to the contractual terms of the assets being evaluated.  Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in the collective assessment of impairment.

If there is objective evidence that an impairment loss on financial assets carried at amortized cost has been incurred, the amount of loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original EIR (i.e., the EIR computed at initial recognition).  All impairment losses are recorded only through the use of an allowance account.  The amount of loss is recognized in consolidated statement of comprehensive loss.

Fair value measurement

Management uses valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing estimates and assumptions consistent with how market participants would price the instrument. Management bases its assumptions on observable data as far as possible but this is not always available. In that case, management uses the best information available. Estimated fair values may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

 

i)      Provisions

A provision is recognised in the balance sheet when the PM plc Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessment of the time value jf money and, where appropriate, the risks specific to the liability.

 

 

j)      Current and deferred tax

 

The tax expense represents the sum of the current tax expense and deferred tax expense.

 

Tax payable is based on taxable profit for the year. Taxable profit differs from accounting profit as reported in the Statement of Comprehensive Income because it excludes items of income or expense that are taxable or deductible in other years and further excludes items that are never taxable or deductible. The Group’s liability for current tax is measured using tax rates that have been enacted or substantively enacted by the reporting date.

 

Deferred tax is the tax expected to be payable or recoverable on 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 balance sheet liability method.  Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available, against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or if from the initial liabilities in a transaction that affect either the taxable profit or the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient future taxable profits will be available to allow all or part of the asset to be recovered.

 

3    Basis of preparation and significant accounting policies (continued)

 

j)      Current and deferred tax (continued)

 

Deferred tax is calculated at the rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in profit and loss, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. 

 

k)     Pensions

 

Pension costs charged in the financial statements represent the contributions payable by the group during the year into defined contribution pension schemes.

 

l)      Foreign currency transactions

 

Functional and reporting currency

Functional currency – Prior to 31 December 2017, the Group’s functional currency was the United States Dollars (USD). The functional currency was revisited by the Group in late 2017 as a result of a significant increase in the level of GBP transactions in the fourth quarter. Upon detailed analysis of all facts and circumstances it was determined based on relevant cash flows and the economic environment that the functional currency had changed from USD to GBP.

 

Reporting currency – In addition, beginning 1 January 2017 the Group also changed its reporting currency from USD to GBP to provide greater clarity to users of the financial statements. The change in reporting currency was applied retrospectively effective beginning 1 January 2016. Financial statements for all periods presented have been recast into GBP. All monetary assets and liabilities denominated in foreign currencies are translated into GBP using exchange rates in effect as of the date of the balance sheet date. The GBP translated amounts of nonmonetary assets and liabilities as of 31 December 2016 became the historical accounting basis for those assets and liabilities as of 31 December 2016. Revenue and expense transactions are translated at the approximate exchange rate in effect at the time of the transaction. All resulting exchange differences were recognised within foreign exchange reserve, a separate component of shareholders’ equity.

 

In applying the change in reporting currency the Group applied the current rate method for presenting the comparative period presented. Under this method all assets and liabilities of the Group’s operations were translated from their USD functional currency into GBP using the exchange rates in effect on the balance sheet date and shareholders’ equity were translated at the historical rates. Opening shareholders’ equity at 1 January 2016 has been translated at the historic rate on that date and any other movements in shareholders’ equity during the year from 1 January 2016 to 31 December 2016 were translated using the appropriate historical rates at the date of the respective transaction. All other revenues, expenses and cash flows were translated at the average rates during the reporting periods presented. The resulting translation adjustments are reported under comprehensive income as a separate component of shareholders’ equity.

 

Any difference which arose between the historical basis for nonmonetary assets and liabilities set as of 1 January 2017 and the historical basis for nonmonetary assets and liabilities due to the change in reporting currency was posted to the foreign exchange reserve translation adjustment in 2016.

 

Transactions and balances

Transactions in currencies other than the functional currency of the Group entities are recorded at the exchange rates prevailing at the dates of the related transactions. Foreign exchange gains and losses resulting from the settlement of such transactions, as well as from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are recognised in the statement of comprehensive income. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are translated to the respective functional currencies of the Group’s entities at the rates prevailing on the relevant balance sheet date.

 

Foreign operations

In the PM plc Group’s financial statements, all assets, liabilities and transactions of PM plc Group entities with a functional currency other than the US Dollar are translated into US Dollar upon consolidation. The functional currency of the entities in the PM plc Group has remained unchanged during the reporting period. On consolidation, assets and liabilities have been translated into US Dollars at the closing rate at the reporting date. Income and expenses have been translated into US Dollars at the average rate over the reporting period. Exchange differences are charged/credited to other comprehensive income and recognised in the currency translation reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognised in equity are reclassified to profit or loss and are recognised as part of the gain or loss on disposal.

 

 

l)      The principal exchange rates used to the Sterling £ in the preparation of the 2017 financial statements are:

	Annual average		Year end
	2017	2016	2017	2016
US$	0.77	0.74	0.74	0.81
PNG Kina	0.24	0.23	0.23	0.25
Australian Dollar	0.59	0.55	0.58	0.59
Euro	0.87	0.82	0.89	0.86

 

m)  Investments (parent company)

 

Investments held as non-current assets comprise investments in subsidiary undertakings and are stated at cost less any provision for any impairment.

 

n)  Equity and reserves

 

Equity and reserves comprises the following:

 

–       “Share capital” is the nominal value of equity shares.

–       “Share premium” represents amounts subscribed for share capital in excess of nominal value, net of directly attributable issue costs

–       “Share based payment reserve” represents a reserve arising on the grant of share options to certain Directors and key employees.

–       “Other reserve” represents a reserve arising from a group reorganisation in 2011.

–       “Retained deficit” comprises cumulative profit and loss to date.

 

o)  Share based payments

 

The Group issues equity-settled share-based payments to certain directors and key employees. Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date of equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of the number of instruments that will eventually vest with a corresponding adjustment to equity. Fair value is measured by use of a Black Scholes model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effect of non-transferability, exercise restrictions, and behavioral considerations.

 

Non-vesting and market vesting conditions are taken into account when estimating the fair value of the option at grant date. Service and non-market vesting conditions are taken into account by adjusting the number of options expected to vest at each reporting date.

 

p)   Critical accounting estimates and judgements

 

The PM plc Group makes estimates and assumptions concerning the future. The resulting estimates will by definition, seldom equal the actual results. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Certain amounts included in the financial statements involve the use of judgement and/or estimation. These judgements and estimates are based on management’s best knowledge of the relevant facts and circumstances, but actual results may differ from the amounts included in the financial statements. The Board has considered the critical accounting estimates and assumptions used in the historical financial information and concluded that the area of judgement that has the most significant effect on the amounts recognised in the financial statements concern.

 

Determination of functional currency

 

Management has concluded that the Great Britain Pounds (GBP) is the currency of the primary economic environment in which the group operates and therefore it’s functional currency.  The GBP is the currency in which business risks and exposures are measured and the Company’s assets and liabilities are largely denominated and settled in GBP.

 

p)   Critical accounting estimates and judgements (continued)

 

Control assessment in a business combination

 

As disclosed in Note 20, the Group owns 100% of the voting rights in BGM Investments PTY Ltd. Management has assessed its involvement in BGM in accordance with IFRS 10’s revised control definition and guidance and has concluded that it has control of the said company. 

 

Recoverability of deferred exploration costs

 

All costs associated with gold and copper exploration are capitalised on a project basis, pending a decision on the economic feasibility of the project. This capitalisation of such costs gives rise to an intangible asset in the consolidated statement of financial position. Exploration costs are capitalised where it is considered likely that the amount will be recovered by future exploitation, sale or alternatively where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. This requires management to make estimates and assumptions as to the future events and circumstances, especially in relation to whether an economically viable extraction operation can be established. Such estimates are subject to change and following initial capitalisation, should it become apparent that recovery of the expenditure is unlikely, the relevant capitalised amount will be impaired and written off to the consolidated statement of comprehensive income on disposal of the net investment.

 

Impairment of goodwill and non-financial assets

 

Determining whether goodwill and non-financial assets are impaired requires an estimation of the value in use of the cash generating units to which the assets have been allocated. The value in use calculation requires the directors to estimate the future cash flows to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. Where the actual cash flows are less than expected, a material impairment may arise.

 

Provision for impairment of financial assets

 

Determining whether the carrying value of financial assets has been impaired requires an estimation of the value in use of the investment in subsidiaries and joint venture vehicles. The value in use calculation requires the directors to estimate the future cash flows expected to arrive from these vehicles and a suitable discount rate in order to calculate present value.

 

Allowances for impairment of trade receivables 

 

The Group estimates the allowance for doubtful trade receivables based on assessment of specific accounts where the Group has objective evidence comprising default in payment terms or significant financial difficulty that certain customers are unable to meet their financial obligations.  In these cases, judgment used was based on the best available facts and circumstances including but not limited to, the length of relationship.

 

Deferred tax assets

 

Deferred tax is recognised based on differences between the carrying value of assets and liabilities and the tax value of assets and liabilities. Deferred tax assets are only recognised to the extent that the Group estimates that future taxable profits will be available to offset them.

 

Fair value measurement

 

Management uses valuation techniques to determine the fair value of financial instruments (where active

market quotes are not available) and non-financial assets. This involves developing estimates and

assumptions consistent with how market participants would price the instrument. Management bases its

assumptions on observable data as far as possible but this is not always available. In that case management uses the best information available. Estimated fair values may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

 

4    Segmental reporting

 

Information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance focuses on the exploration activities. The Group’s reportable segment under IFRS 8 Operating Segments is as follows:

 

Exploration: Being the exploration activities of gold and copper resources in Papua New Guinea and Australia. The chief operating decision maker is the Chief Executive Officer.

 

Information regarding the Group’s reportable segment is presented below.

 

The following is an analysis of the Group’s results by reportable segment:

			Segment Loss
			2017	2016
			£	£
Exploration segment
Admin fees			(68,789)	(63,919)
Loan write-off			–	(306)
Bank charges			(9,583)	–
Travel			(12,809)	–
Legal			(687)	–
Loss before taxation (continuing operations)			(91,868)	(64,225)

 

The accounting policies of the reportable segments are the same as the Group’s accounting policies described in Note 3. Segment losses represent the losses incurred by each segment without allocation of central administration costs and directors’ salaries, other operating income, share of profit or loss of jointly controlled entities, profit on disposal of jointly controlled entities, interest costs, interest income and income tax expense. This is the measure reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance.

 

Other segment information:

 

	Additions to non-current assets
		2017	2016
		£	£
Exploration assets arising from business combination		45,444	–
Exploration additions		214,496	324,501

 

In addition to the above, impairment losses of £Nil (2016: £5,823,708) were recognised in respect of intangibles. These impairment losses were attributable exploration costs.

 

The Group operates in two principal geographical areas: Papua New Guinea and Australia. The Group’s information about its non-current assets* by geographical location are detailed below:

 

 

			Non-current assets*
			2017	2016
			£	£
Papua New Guinea			1,034,321	1,112,981
Australia			223,996	–
			1,258,317	1,112,981

*Non-current assets excluding goodwill, financial instruments and investment in jointly controlled entities.

 

The management information provided to the chief operating decision maker does not include an analysis by reportable segment of assets and liabilities and accordingly no analysis by reportable segment of total assets or total liabilities is disclosed.

 

5              Operating loss				2017		2016
				£		£
Operating loss is stated after charging:
Fees payable to the PM plc Group’s auditor for the audit of PM plc Group’s financial statements				29,941		25,950
Fees payable to the PM plc Group’s auditor for taxation services				2,995		1,635
Share based payment expense				28,392		33,499
Foreign exchange losses/(gains)				(58,376)		(16,286)
Impairment of intangible assets				–		5,729,813

6              Taxation

Group				2017		2016
				£		£
Domestic current year tax
U.K. corporation tax – current year				–		–
Deferred tax
Origination and reversal of temporary differences				–		–
Income tax expense				–		–
Factors affecting tax charge for the year
Loss on ordinary activities before taxation				(380,388)		(6,091,360)
Loss on ordinary activities at the UK standard rate of 19.25% (2016: 20.00%)				(73,225)		(1,218,272)
Effects of:
Carried forward losses (UK)				56,601		20,071
Non-deductible expenses				16,624		1,198,201
Current tax charge				–		–

The Group has UK tax losses of approximately £3,275,504 (2016: £2,981,475) available to carry forward against future trading profits, subject to agreement by HMRC. No provision has been made for a potential deferred tax asset of approximately £630,535 (2016: £573,934) arising from UK tax losses. The Group has not recognised a deferred tax asset on any losses carried forward due to the uncertainty of future profits.

 

7              Loss per share

Group				2017		2016
				£		£
Loss for the purpose of basic and diluted earnings per share				(380,388)		(6,091,360)
Numbers
Weighted average number of ordinary shares for the purpose of basic and diluted earnings per share				243,448,670		100,077,285
Loss per share – basic				(0.01)		(0.06)
Loss per share – diluted				(0.01)		(0.06)

 

 

Loss per share has been calculated by dividing loss for the year by the weighted average number of ordinary shares in issue during the year.

Diluted loss per share has been calculated by dividing the loss for the year by the weighted average number of ordinary shares in issue during the year adjusted to assume conversion of all dilutive potential options/warrants.  In accordance with the provisions of IAS33, shares under option were not regarded as dilutive in calculating diluted earnings per share.

 

8              Intangible assets

 

Group				2017		2016
				£		£
Exploration costs
Cost
At beginning of year				15,904,738		12,909,702
Additions through business combination Additions				45,444 214,496		– 324,502
Foreign currency translation				(1,430,001)		2,670,534
At the end of year				14,734,677		15,904,738
Impairment
At beginning of year				(14,385,351)		(6,653,974)
Impairment charge				–		(5,823,708)
Foreign currency translation				1,285,248		(1,907,669)
At the end of year				(13,100,103)		(14,385,351)
Net Book Value				1,634,574		1,519,386

Company				2017		2016
				£		£
Exploration costs
Cost
At beginning of year				1,489,494		1,193,490
Additions				6,397		47,475
Foreign currency translation				(133,312)		248,529
At the end of year				1,362,579		1,489,494
Impairment
At beginning of year				(1,083,089)		–
Impairment charge				–		(990,106)
Foreign currency translation				96,768		(92,983)
At the end of year				(986,321)		(1,083,089)
Net Book Value				376,258		406,405

 

 

The Directors have reviewed all exploration costs for indications of impairment. They impair exploration costs where the exploration project is no longer considered economically viable or where the carrying amount exceeds the recoverable amount. An assets recoverable amount is the higher of the assets fair value less costs to sell and its value in use. The impairment charge of £NIL (2016 £5,823,708) in respect of the Group intangible assets and £NIL (2016:£1,649,308) in respect of the Company intangible assets, is included within administration expenses in the Consolidated Statement of Comprehensive Income.

In assessing potential impairment charges, the directors consider economic factors and the mining industry as a whole and the effect of market value of metal prices. The Directors also consider recent transactions within the industry where the acquisition price of similar companies that are publically available. In light of this, in the prior year, the directors decided that the value of the intangible assets held, was no longer in line with the value stated in the previous accounting periods and as such, have opted to impair the intangible assets down to the value of the company. This was deemed a more accurate valuation for the intangible assets and the future value they will add to the company. No such indicators were in place in the current year.

 

9              Investments

Company				2017		2016
				£		£
Additions (see Note 20):
Investment in BGM Investments Pty Ltd				648,000		–

 

 

An impairment charge of £NIL (2016: £1,649,308) was recognized by the Company in respect of the carrying value of investments during the year 2017. The investment was fully impaired due to the decline in the investee’s assets.

 

The Group’s principal subsidiary undertakings at 31 December 2017, all of which are included in the consolidation, were as follows:

 

	Proportion	Class of	Nature of	Country of
Name of Company	held	shareholding	business	incorporation
Subsidiary undertakings
Papua Mining Limited	100%	Ordinary	Exploration	British Virgin Islands
Aries Mining Limited	100%	Ordinary	Exploration	Papua New Guinea
Sagittarius Mining Limited	100%	Ordinary	Exploration	Papua New Guinea
BGM Investments Pty Ltd	100%	Ordinary	Exploration	Australia

 

10           Trade and other receivables

Company				2017		2016
				£		£
Amounts owed by Group undertakings (non-current)				1,284,918		1,112,981

 

There are no fixed terms of repayment of amounts owed by Group undertakings, which are technically repayable on demand.  As it is not intended for the amounts due to be repaid within one year these receivables have been classified in the financial statements as non-current assets. An impairment charge of £NIL (2016:£2,587,916) in respect of the amounts owed by group undertakings, is included within administration expenses in the Company Statement of Comprehensive Income. The Directors consider the carrying value of trade and other receivables to equal their fair value.

 

 

11           Cash and cash equivalents

Group				2017		2016
				£		£
Cash at bank				1,257,194		375,447
Company				2017		2016
				£		£
Cash at bank				1,128,510		368,623

 

Cash and cash equivalents comprise cash.

 

The directors consider the carrying value of cash and cash equivalents to equal fair value.

 

12     Equity

Group and Company				2017		2016
				Number		Number
Issued share capital
Ordinary shares of £0.001 each Deferred shares of £0.099 each				343,342,293 51,215,534		151,994,423 51,215,534
				2017		2016
				£		£
Issued share capital
Fully paid				5,408,245		5,222,332

 

Fully paid ordinary shares carry one vote per share and carry the right to dividends. There are no shares held by the entity or its subsidiaries or associates.

 

133,913,044 ordinary shares of £0.001 each were issued at a price of £0.0115 per share on 13 October 2017. In addition, 133,913,044 warrants to subscribe for ordinary shares of £0.001 each were granted at a price of £0.023. 1,087,000 ordinary shares of £0.001 each were issued at a price of £0.0115 per share on 13 October 2017 in lieu of fees incurred in connection with the placing and 6,150,435 warrants to subscribe for ordinary shares of £0.001 each were granted at a price of £0.023 and 4,347,826 ordinary shares of £0.001 each were issued at a price of £0.0115 per share on 13 October 2017 in lieu of fees incurred in connection with the placing.

 

The following table summarises the movements in warrants outstanding for the financial year ended 31 December 2017:

 

					2017
					Number of options		Weighted average exercise  price (£)
Outstanding at 1 January 2017					–		–
Granted during the year					140,063,479		0.02
Outstanding at 31 December 2017					140,063,479		0.02
Exercisable at 31 December 2017					140,063,479		0.02

 

 

12     Equity (continued)

Following the issue of share warrants, the following table lists the inputs used in calculating warrants reserve.

 

The inputs into the Black Scholes model are as follows:				2017		2016
Share price				1.15p		–
Exercise price				2.3p		–
Expected volatility				31%		–
Expected life				1-2 years		–
Discount rate				0.9%		–

 

40,000,000 ordinary shares of £0.001 each were issued at a price of £0.01 per share on 10 October 2016 and 11,200,000 ordinary shares of £0.001 each were issued at a price of £0.01 per share on 10 October 2016. In addition, 444,444 ordinary shares of £0.001 were issued to a trade creditor in settlement of an invoice for £5,000 and 1,777,778 ordinary shares of £0.001 were issued to a trade creditor in settlement of an invoice for £20,000. Also 13,800,000 ordinary shares of £0.001 were issued to satisfy a convertible note of £138,000.

 

2,000,000 ordinary shares of £0.001 each were issued at a price of £0.03 per share on 16 May 2016. In addition, 666,667 ordinary shares of £0.001 were issued to a trade creditor in settlement of an invoice for £20,000.

 

The Group recognised share warrants which was deducted to share premium of £29,676 (2016: £NIL).

 

Share premium

 

The share premium account represents amounts subscribed for share capital in excess of nominal value, net of directly attributable issue costs.

 

Share based payment reserve

 

Represents the reserve account which is used for the corresponding entry to the share based payment charge through profit and loss (note 13).

 

Share warrant reserve

 

Represents the reserve account which is used for the corresponding entry to the share warrants issued during the year.

 

Foreign currency translation reserve

 

Represents the reserve account which is used for the translation of the Group’s functional currency from USD to GBP.

 

Other reserves

 

Represents the reserve arising from a share for share exchange as part of a group reorganisation in 2011.

 

Capital management

 

The Group’s objectives when managing capital is to maintain its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to ensure sufficient resources are available to meet day to day operating requirements.  The Group defines capital as ‘equity’ and ‘cash’ as shown in the consolidated statement of financial position.  As at 31 December 2017 the Group held equity and cash balances of £3,232,441 and £1,257,194 (2016: £1,761,061 and £375,447) respectively.

The Board of Directors takes full responsibility for managing the Group’s capital and does so through board meetings, review of financial information, and regular communication with officers and senior management.

 

In order to maximise ongoing development efforts, the Company does not pay dividends.  The Group’s investment policy is to invest its cash in deposits with high credit worthy financial institutions with short term maturity.  The Group expects its current capital resources will be sufficient to carry out its operating plans over the foreseeable future.

 

 

 

13     Share based payments

Details of share options granted are as follows:

	2017				2016
	Number of options		Weighted average exercise  price (£)			Number of options			Weighted average exercise  price (£)
Outstanding at 1 January 2017	6,620,421		0.02			6,620,421		0.02
Granted during the year	9,000,000		0.02			–		–
Outstanding at 31 December 2017	15,620,421		0.02			6,620,421		0.02
Exercisable at 31 December 2017	15,620,421		0.02			4,413,614		0.02

 

No shares options were exercised in this or the prior period.

 

On 21 December 2015, share options were granted over 6,620,421 ordinary shares to certain employees.  These share options are exercisable at £0.02125 ($0.023) and the vesting periods are, 2,206,807 immediately on raising future fundraising, one year (2,206,807 shares) and two years (2,206,807) from the grant date.  The options lapse on the tenth anniversary of the grant date.

 

On 16 October 2017, 9,000,000 share options were granted to David Price and John Haggman. These share options are exercisable at £0.023 and the vesting periods are 3,000,000 immediately upon acquisition of BGM, one year (3,000,000 shares) and two years (3,000,000) from the grant date. The options lapse on the third anniversary of the date of grant.

 

The following tables list inputs to the models used for two plans for the years ended 31 December 2017 and 2016.

 

21 December 2015 grant date:

 

The inputs into the Black Scholes model are as follows:				2017		2016
Share price				1.88p		1.88p
Exercise price				2.12p		2.12p
Expected volatility				32%		32%
Expected life				1-2 years		1-2 years
Discount rate				1.87%		1.87%

 

 

16 October 2017 grant date (Share options):

 

The inputs into the Black Scholes model are as follows:				2017		2016
Share price				1.15p		–
Exercise price				2.3p		–
Expected volatility				42%		–
Expected life				1-3 years		–
Discount rate				0.9%		–

 

 

Expected volatility was determined by reference to the historical volatility of the share price of the Company.  The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

 

The Group recognised total expenses of £28,392 (2016: £33,499) relating to equity-settled share based payment transactions in the year.

14            Trade and other payables   Group				2017		2016
				£		£
Trade payables				1,455		19,932
Other payables				73,354		79,266
Accruals				186,974		34,574
				261,783		133,772
Company				2017		2016
				£		£
Trade payables				1,455		19,932
Other payables				69,303		79,266
Accruals				51,038		34,574
				121,796		133,772

 

The Directors consider the carrying value of trade and other payables to equal their fair value.

 

15           Financial instruments

 

In common with other businesses, the PM plc Group is exposed to risks that arise from its use of financial instruments. This note describes the PM plc Group’s objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

 

The significant accounting policies regarding financial instruments are disclosed in note 3.

 

The PM plc Group does not have any derivative products or any long term borrowings. The PM plc Group is not exposed to interest-bearing indebtedness. The exploration activities of the PM plc Group were financed by proceeds of issue of shares.

 

Principal financial instruments

 

The principal financial instruments used by the PM plc Group, from which financial instrument risk arises, are as follows:

				2017		2016
				£		£
Financial Assets
Cash and cash equivalents				1,257,104		375,447
Financial Liabilities
Trade payables				1,455		19,932
Other payables				120,204		79,264
				121,659		99,196

 

The Directors consider that the fair value of the above financial instruments is equal to the carrying values.

 

General objectives, policies and processes

 

The Directors have overall responsibility for the determination of the PM plc Group’s risk management objectives and policies and, while retaining ultimate responsibility for them, has delegated authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the PM plc Group’s finance function. The Board receives regular reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.

 

The overall objective of the Directors is to set policies that seek to reduce risk as far as possible without unduly affecting the PM plc Group’s competitiveness and flexibility. The Directors consider that the risk components detailed below apply to the PM plc Group and is managed at Group level.

 

 

15           Financial instruments (continued)

 

Credit risk

Credit risk refers to the risk that the PM plc Group’s financial assets will be impaired by the default of a third party. The PM plc Group is exposed to this risk primarily on its cash and cash equivalents as set out in note 11.

Credit risk is managed by ensuring that surplus funds are deposited only with well-established financial institutions of high quality credit standing.

 

 

 

Foreign currency risk

Foreign currency risk refers to the risk that the value of a financial commitment, recognised asset or liability will fluctuate due to changes in foreign currency rates.

 

The PM plc Group operates primarily in Australia and Papua New Guinea. Transactions are substantially denominated in PNG Kina, Australian $, Sterling and US Dollars. As such the PM plc Group is exposed to transaction foreign exchange risk. The mix of currencies and terms of trade with its suppliers are such that the Directors believe that the PM plc Group’s exposure is minimal and consequently they have not, to date, specifically sought to hedge that exposure. Most of the PM plc Group’s funds are in Sterling with only sufficient funds held overseas to meet local costs. Funds are periodically transferred overseas to meet local costs when required.

 

Commodity price risk

Commodity price risk is the risk that the PM plc Group’s future earnings will be adversely impacted by changes in the market prices of commodities. The PM plcGroup is exposed to commodity price risk as its future revenues may be determined by reference to market prices of copper and gold.

 

Liquidity risk

Liquidity risk relates to the ability of the PM plc Group to meet future obligations and financial liabilities. To date the PM plc Group has relied upon shareholder funding of its activities. Future exploration and development activities may be dependent upon the PM plc Group’s ability to obtain further financing through equity financing or other means. Although the PM plc Group has been successful in the past in obtaining equity finance there can be no assurance that the PM plc Group will be able to obtain adequate financing in the future or that the terms of the financing will be favorable.

 

The financial statements have been prepared on a going concern basis and note 3(c) provides further information in this regard.

 

Sensitivity analysis

 

Foreign currency sensitivity analysis

Currency risks are defined by IFRS 7 as the risk that the fair value or future cash flows of a financial asset or liability will fluctuate because of changes in foreign exchange rates.

 

The following table details the transactional impact of changes in foreign exchange rates on financial assets and liabilities at the Balance Sheet date, illustrating the (decrease)/increase in PM plc Group operating result caused by a 10% strengthening of US$, PNG Kina and the Euro compared to the year end spot rate. The analysis assumes that all other variables, in particular other foreign currency exchange rates, remain constant. The PM plc Group operates in four different currencies, and those with a material impact are noted here:

 

							Year ended 31 December 2017		Year ended 31 December 2016
							£		£
US$							–		85
PNG Kina							–		–
Euro							200		2,000
Australian Dollar							–		–

 

16            Capital commitments

 

The PM plc Group’s capital commitments relate to licence expenditure and related exploration activities, the cost of which will be met from future fundraising.

 

The PM plc Group currently holds six Exploration Licenses. The Group’s licences will have total expenditure commitments of approximately £251,099 over the coming 12 month period.

 

17            Staff costs

 

Number of employees

 

The average monthly number of employees (excluding Directors) of the Group during the year was:

 

				2017		2016
Administration				–		2
Technical				–		5
				–		7

 

Employment costs (excluding directors)

				2017		2016
				£		£
Wages and salaries				–		26,998
Social security costs				–		3,783
Employee share based payment charge				–		33,499
				–		64,280

 

18            Directors emoluments

 

Aggregate emoluments, including benefits in kind, by director are as follows:   

2017 Directors	Directors’ fees	Salary	Pension contributions	Sub total	Medical insurance	Social security costs	Total
	£	£	£	£	£	£	£
H McCullough	–	34,906	–	34,906	–	208	35,114
K Harrington	1,858	4,000	–	5,858	–	54	5,912
D Price	–	12,500	–	12,500	–		12,500
P Johnson	–	4,000	–	4,000	–	54	4,054
M Somerset-Leeke J Haggman	– –	– –	– –	– –	– –	– –	– –
	1,858	55,406	–	57,264	–	316	57,580

 

2016 Directors	Directors’ fees	Salary	Pension contributions	Sub total	Medical insurance	Social security costs	Total
	£	£	£	£	£	£	£
H McCullough	–	22,083	–	22,083	–	111	22,194
K Harrington	3,715	6,219	–	9,934	–	709	10,643
M Jolliffe	–	–	–	–	–	–	–
G Palm	–	–	–	–	–	–	–
K Lough	–	–	–	–	–	–	–
	3,715	28,302	–	32,017	–	820	32,837

 

 

 

 

 

 

Share options held by the directors as follows:

 

				2017		2016
				Number of options		Number of options
Michael Jolliffe				626,763		626,763
David W Price John Haggman Hugh McCullough				6,600,000 4,000,000 1,997,886		– – 1,997,886
Kieran Harrington				1,997,886		1,997,886

 

The key management personnel of the Group are considered to be entirely represented by the Directors.

 

No Director has yet benefitted from any increase in value of share capital since issuance of the options.

 

No Director exercised share options in the year.

 

19            Related party transactions

 

As well as remuneration of Directors (note 18), the following transactions fall within the scope of IAS 24 Related Party Disclosures.

 

(1)    The Company was charged fees of £3,651 (2016:£0) during the year by AA Corporate Management in respect of accounting and company secretarial services. AA Corporate Management is controlled by Antoine Awad, a director of Papua Mining Limited.

 

(2)           Hybreasal Limited, a company connected to the director Kieran Harrington, charged fees of £1,858 (2016: £3,715) to the company during the year.  These fees are included within the remuneration stated in note 18.

 

At 31 December 2017 there were £1,858 (2016: £Nil) amounts payable to the above related parties.

 

20            Business Combination

 

On 16 October 2017, the Group acquired 100% of the voting rights of BGM Investments Pty Ltd, an Australian-based business, thereby obtaining control. The acquisition was made to enhance the Group’s position in the exploration activities in Australia.

 

The details of the business combination are as follows.

 

Fair value of consideration transferred
Settled in shares								598,000
Settled in cash								50,000
Total								648,000
			Book value			Fair value adjustments			Fair value
			£			£			£
Intangibles			45,444			–			45,444
Cash at bank			100			–			100
Total assets			45,544			–			45,544
Creditors due within one year			(48,004)			48,004			–
Identifiable net assets			(2,460)			48,004			45,544
Goodwill on acquisition									602,456
Consideration settled in cash									50,000
Cash at bank acquired									(100)
Net cash outflow on acquisition									49,900

                                  

Consideration transferred

The acquisition of BGM was settled in cash amounting to £50,000 and the issue of own Papua shares of 52,000,000 at £0.115 or 598,000.

 

 

 

Identifiable net assets

The fair value of intangibles acquired as part of the business combination amounted to £45,444.

 

In addition, on acquisition date, creditors due within one year of BGM was settled by payment of the consideration amount. The fair value of these creditors due within one year at date of acquisition that was settled amounted to £48,004.

 

Goodwill

Goodwill of £602,456 is primarily related to growth expectations, substantial skill and expertise of BGM’s Directors and expected cost synergies. Goodwill is not expected to be deductible for tax purposes.

 

BGM’s contribution to the Group results

BGM incurred a loss of £38,714 for the 3-month period from 16 October 2017 to the reporting date, primarily due to administrative costs.

 

21            Non-cash transaction

 

During the year, the Group entered into a non-cash financing activity which is not reflected in the consolidated statement of cash flows. This transaction relates to the issuance of own Papua shares for 52,000,000 at £0.0115 or £598,000 to acquire the 100% voting rights of BGM Investments Pty Ltd on October 2017 (Note 20).

 

22            Post Balance Sheet Events

 

There are no post balance sheet events.

 

23            Control

 

The company is quoted on AIM and there is no individual controlling party.  The Directors’ Report provides details of those shareholders with an individual holding exceeding 3% of issued share capital.

 

24            Approval of financial statements

 

The board of directors approved these financial statements on 18 May 2018.