interim for personal use only financial report - · pdf fileinterim financial report 31...

ABN 15 008 720 223

Hawkstone Mining Limited (formerly ZYL Limited)

Interim financial report

for the half-year ended 31 December 2016

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Interim Financial Report 31 December 2016

Contents

Hawkstone Mining Limited page 1

Corporate Directory 2 Directors’ Report 3 Auditor’s Independence Declaration 6 Financial Report 7 Directors’ Declaration 19 Independent Auditor’s Review Report to the Members of Hawkstone Mining Limited 20

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Corporate directory


Directors Mr Shaun Hardcastle Non-Executive Director

Ms Oonagh Malone Non-Executive Director

Mr Richard Pearce Non-Executive Director Company Secretary Ms Oonagh Malone Registered Office Suite 23, 513 Hay Street Subiaco WA 6008 Share register Security Transfer Australia Pty Ltd 770 Canning Highway Applecross WA 6153 Tel: (08) 9315 2333 Auditor William Buck Audit (WA) Pty Ltd Level 3 15 Labouchere Road South Perth WA 6151 Securities exchange listing Australian Securities Exchange

Level 40, Central Park 152 – 158 St Georges Terrace Perth Western Australia 6000 Code: HWK

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Directors’ report


The Directors present their interim financial report, together with the consolidated financial statements of Hawkstone Limited and its controlled entities (HWK, the “Company”, “Consolidated Entity” or the “Group”), for the half-year ended 31 December 2016. 1. DIRECTORS The names of directors who held office during or since the end of the half-year:

• Mr Shaun Hardcastle, who was appointed as a Non-Executive Director on 23 February 2015. • Ms Oonagh Malone, who was appointed as a Non-Executive Director and Company Secretary on 23

February 2015. • Mr Richard Pearce, who was appointed as a Non-Executive Director on 23 February 2015.

2. COMPANY SECRETARY The Company Secretary is Ms Oonagh Malone, who was appointed on 23 February 2015. 3. PRINCIPAL ACTIVITIES Hawkstone Mining Limited (formerly ZYL Limited) (HWK, the “Company” or “parent entity”) was in administration until 27 February 2017, subject to a Deed of Company Arrangement (DOCA) signed on 19 February 2015. The DOCA satisfied creditors’ debts through the disposal of interests in the Kangwane Central Anthracite Project and other assets, while retaining the interest in the Kangwane South Anthracite Project. Before entering into the DOCA, the Company was actively attempting to progress its Anthracite projects in South Africa. 4. REVIEW OF OPERATIONS

Incomplete Financial Information Prior to 23 February 2015, due to turnover of previous staff and officers, and the parent entity being subject to external administration, complete accounting records have not been able to be located. For the year ended 30 June 2013 and since, this has led to insufficient information being available to support several material contracts as well as transactions and balances of foreign subsidiaries.

The Directors are of the opinion that it is not possible to state that the financial statements and notes are in accordance with the requirements of the Corporations Act 2001, due to the lack of records and certainty in connection with material transactions, for both the year ended 30 June 2013 and since then in relation to foreign subsidiaries.

For the half-year ended 31 December 2016, the accounting records have been properly maintained for Australian entities and all material transactions and balances are adequately supported. It is to be noted that legal and litigation searches performed in both Australia and South Africa prior to the lodgement of the prospectus found no action against the Company or any subsidiary. F

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Directors’ report (continued)


It is noted by the Directors that the sale of the Kangwane Central Anthracite Project to satisfy the creditors’ and administrator’s debts, along with the continued existence of the Kangwane South Anthracite Project, means that while historical records are affected by incomplete financial information, the absence of these records is not expected to significantly detract from the Company’s ability to maintain proper books and records for the period from 23 February 2015 for Australian entities, when current directors were appointed. Therefore, the absence of records due to turnover of previous staff and officers, unavailable documents of foreign subsidiaries and the parent entity being subject to external administration, primarily affects the historical records of the economic entity rather than its ability to continue its retained business and operations.

Summary of Results

The Group’s profit attributable to members of the Company for the half year ended 31 December 2016 was $2,144,206 (2015: loss of $378,890). At 31 December 2016, the Group had net assets of $2,015,821 (30 June 2016: net liabilities of $2,998,625) and the Company had 6,127,476 (30 June 2016: 612,747,560) shares on issue.

Kangwane South Project

The Kangwane South Project is located in the Mpumalanga Province of South Africa, approximately 150km from the coast to the Matola Terminal at Maputo Port in Mozambique and approximately 25 kilometres to the south of the Company’s Kangwane Central Project. On 22 February 2017, the Company executed the mining right over the Project and may now access the Project to commence exploration activities. Activity to effectuate Deed of Company Arrangement (DOCA)

During the half year, the directors undertook various steps to effectuate the DOCA. These steps led to: • A general meeting of shareholders on 29 September 2016 at which proposals to recapitalise the

Company through various share issues were accepted, along with re-elections of directors and agreement to change the name of the Company, were passed.

• The lodgement of the prospectus on 30 September 2016, and a supplementary prospectus on 23 December 2016, and consequent capital raising.

• A 100:1 share consolidation effective 14 December 2016.

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Directors’ report (continued)


5. EVENTS SUBSEQUENT TO THE END OF THE REPORTING PERIOD

• On 17 February 2017, a financial guarantee of $565,755 (5,574,974 ZAR) was paid to the South African Department of Mineral Resources to permit further exploration work on the Kangwane South Project.

• On 27 February 2017, the DOCA was effectuated with disposal of assets and liabilities as detailed in note 15.

• On 27 February 2017, 270,000,000 ordinary shares were issued pursuant to the prospectus. These shares included:

o 200,000,000 shares at a share price of $0.01 per share, o 20,000,000 shares at a share price of $0.005 per share on conversion of borrowings, o 40,000,000 shares at a share price of $0.002 per share, and o 10,000,000 compliance adviser shares at a deemed share price of $0.01 per share.

AUDITOR’S INDEPENDENCE DECLARATION

The lead auditor’s independence declaration under section 307C of the Corporations Act 2001 is set out on page 6 for the half-year ended 31 December 2016. This report is signed in accordance with a resolution of the Board of Directors. On behalf of the Board of Directors. Ms Oonagh Malone Non-Executive Director Dated this 16th day of March 2017

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Consolidated statement of profit or loss and other comprehensive income for the half-year ended 31 December 2016


31 December

2016 31 December

2015 Note $ $ Revenue 2 1,527 - Gain on debt forgiveness and restructuring 15 2,502,754 - Sales and marketing expenses - (1,366) Consulting and advisory fees (19,371) (23,412) Corporate and regulatory expenses (25,065) (25,101) Write back of directors’ fees/ directors’ fees 50,001 (30,000) Legal Fees (14,308) (3,352) Depreciation - (302) Finance costs (332,760) (288,444) Administrative expenses 3 (18,572) (6,913) Profit/(loss) before income tax expense 2,144,206 (378,890) Income tax benefit

-

-

Profit/(loss) for the period 2,144,206 (378,890) Profit/(loss) for the period 2,144,206 (378,890) -attributable to members of the parent 2,144,206 (378,890) Other comprehensive income/(loss) Items that may be reclassified subsequently to profit or loss Exchange difference on translation of foreign controlled entities, net of tax

988,945 (354,852)

Total comprehensive Profit/(loss) for the period 3,133,151 (733,742) -attributable to members of the parent 3,133,151 (733,742)

Basic Profit/(loss) per share in cents 4 34.99 (6.18) Diluted Profit/(loss) per share in cents 4 34.99 (6.18)

The accompanying notes form part of these financial statements.

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Consolidated statement of financial position as at 31 December 2016


Notes

31 December 2016

$

30 June 2016

$ CURRENT ASSETS Cash and cash equivalents 1,941,544 4,811 Trade and other receivables 7 17,219 96,625

TOTAL CURRENT ASSETS 1,958,763 101,436 NON-CURRENT ASSETS Mineral exploration & evaluation 5 536,480 536,480 Other financial assets 8 - 1,884,951 Investment in associate 6 - - TOTAL NON-CURRENT ASSETS 536,480 2,421,431 TOTAL ASSETS 2,495,243 2,522,867 CURRENT LIABILITIES Trade and other payables 306,422 799,150 Borrowings 9 173,000 4,720,736 Provisions - 1,606 TOTAL CURRENT LIABILITIES 479,422 5,521,492 TOTAL LIABILITIES 479,422 5,521,492 NET ASSETS/(LIABILITIES) 2,015,821 (2,998,625) EQUITY Issued capital 10 57,610,346 55,729,051 Reserves 1,655,860 666,915 Accumulated losses (57,250,385) (59,394,591) TOTAL EQUITY 2,015,821 (2,998,625)


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Consolidated statement of changes in equity for the half-year ended 31 December 2016


Issued capital

$

Share based

payment reserve

$

Accumulated

losses

$

Foreign

translation reserve

$

Total

$ At 1 July 2015 55,729,051 3,974,050 (58,621,284) (3,003,388) (1,921,571) Comprehensive Income Loss for period - - (378,890) - (378,890) Other comprehensive income for the period, net of tax

-

-

-

(354,852)

(354,852)

Total comprehensive loss for the period

-

-

(378,890)

(354,852)

(733,742)

Transactions with owners, in their capacity as owners, and other transfers

At 31 December 2015 55,729,051 3,974,050 (59,000,174) (3,358,240) (2,655,313) At 1 July 2016 55,729,051 3,974,050 (59,394,591) (3,307,135) (2,998,625) Comprehensive Income Profit for period - - 2,144,206 - 2,144,206 Other comprehensive income for the period, net of tax

-

-

-

988,945

988,945

Total comprehensive income for the period

-

-

2,144,206

988,945

3,133,151

Transactions with owners, in their capacity as owners, and other transfers

Funds received for shares to be issued

1,892,500

- - - 1,892,500

Issue of convertible loans

50,000 - - - 50,000

Transaction cost of share issues

(61,205)

-

-

-

(61,205)

At 31 December 2016 57,610,346 3,974,050 (57,250,385) (2,318,190) 2,015,821 The accompanying notes form part of these financial statements F

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Consolidated statement of cash flows for the half-year ended 31 December 2016


31 December 2016

$

31 December 2015

$ CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees (112,379) (54,766) Interest received 1,527 - Net cash used in operating activities (110,853) (54,766) CASH FLOWS FROM INVESTING ACTIVITIES Payments for other financial assets (5,209) - Net cash (used in)/provided by investing activities (5,209) - CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from borrowings 75,000 24,000 Cost of share issues (11,205) - Proceeds of share issues 1,989,000 - Net cash (used in)/ provided by financing activities 2,052,795 24,000 Net increase/(decrease) in cash and cash equivalents 1,936,733 (30,766) Cash and cash equivalents at the beginning of the period 4,811 37,050 Effects of exchange rate changes on cash and cash equivalents - (239) Cash and cash equivalents at the end of the period 1,941,544 6,045


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Notes to the financial statements


1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of preparation

The interim financial report is a general purpose financial report which has been prepared in accordance with the requirements of the Corporations Act 2001, applicable Accounting Standards including AASB 134 “Interim Financial Reporting”, Australian Accounting Interpretations and other authoritative pronouncements of the Australian Accounting Standards.

The interim financial report covers Hawkstone Mining Limted (“the Company”) and controlled entities (“the Group”). The Company is limited by shares, incorporated and domiciled in Australia. During the half year the Company was ZYL Limited (Subject to Deed of Company Administration). Since the end of the half year, the Deed of Company Administration has been effected and the Company changed its name to Hawkstone Mining Limted.

The interim financial report has been prepared on an accruals basis and is based on historical cost modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. All amounts are presented in Australian Dollars. The interim financial report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and liabilities in the normal course of business.

The interim report does not include full disclosures of the type normally included in an annual financial report.

The interim financial report, including comparatives, should be read in conjunction with the annual Financial Report of Hawkstone Mining Limited (formerly ZYL Limited) for the year ended 30 June 2016 and any public announcements made by the Company during the half year in accordance with the continuous disclosure obligations arising under the Australian Securities Exchange Listing Rules and Corporations Act 2001.

Significant Accounting Policies The significant accounting policies and methods of computation adopted in the preparation of the half-year financial report are consistent with those adopted and disclosed in the Company’s annual financial report for the financial year ended 30 June 2016 and have been consistently applied by the entities in the Consolidated Entity. These accounting policies are consistent with Australian Accounting Standards and with International Financial Reporting Standards.

(b) Incomplete financial information Prior to 23 February 2015, due to turnover of previous staff and officers, and the parent entity being subject to external administration, complete accounting records have not been able to be located. For the year ended 30 June 2013 and since, this has led to insufficient information being available to support several material contracts as well as transactions and balances of foreign subsidiaries.

The Directors are of the opinion that it is not possible to state that the financial statements and notes are in accordance with the requirements of the Corporations Act 2001, due to the lack of records and certainty in connection with material transactions, for both the year ended 30 June 2013 and since then in relation to foreign subsidiaries.

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Notes to the financial statements (continued)


1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued) For the half-year ended 31 December 2016, the accounting records have been properly maintained for Australian entities and all material transactions and balances are adequately supported. It is to be noted that legal and litigation searches performed in both Australia and South Africa prior to the lodgement of the prospectus found no action against the Company or any subsidiary.


(c) Significant judgements

Treatment of effectuation of the DOCA as a subsequent adjusting event

On 27 February 2017 the DOCA was fully effectuated following performance of all conditions precedent. This has been treated as a subsequent adjusting event because it provides evidence of conditions that existed at the end of the reporting period. The DOCA, the potential effectuation of the DOCA, and raising of funds to potentially satisfy terms of the DOCA all existed at the end of the reporting period.

Not classifying disposed assets, liabilities and subsidiaries as a disposal group

Assets and associated liabilities that were disposed of with the effectuation of the DOCA have not been classified as non-current assets or a disposal group held for sale, or as a discontinued operation because:

- The effectuation of the DOCA was not a sale transaction, as the term is used in AASB 5 Non-current Asssets Held for Sale and Discontinued Operations, but a transaction with terms and conditions that are not usual and customary for sales of the disposed assets with related liabilities.

- The disposed assets and associated liabilities and subsidiaries did not represent a separate major line of business or geographical area but included only some South African coal assets and some related liabilities.

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2 REVENUE FROM ORDINARY ACTIVITIES

31 December 2016

$

31 December 2015

$ Other revenue: From operating activities Interest received 1,527 - Total revenue from ordinary activities 1,527 -

3 EXPENSES FROM ORDINARY ACTIVITIES

Individually significant items included in administration expenses due to their size or nature includes:

31 December 2016

$

31 December 2015

$ Audit fees 7,150 6,000 Share registry fees 9,678 - Other 1,744 913 Total 18,572 6,913

4 LOSS PER SHARE

31 December

2016 $

31 December 2015

$ Basic/diluted earnings/(loss) per share in cents 34.99 (6.18) Weighted average number of ordinary shares used in the calculation of basic/diluted earnings/(loss) per share

6,127,476

6,127,476

Basic/diluted earnings/(loss) 2,144,206 (378,890)

The diluted earnings/(loss) per share is equal to the basic earnings/(loss) per share because there were no dilutive potential ordinary shares. Shares to be issued at period end are not included in the calculations as all conditions required for their issue were not satisified before the end of the period. Comparative earnings per share have been adjusted to reflect the 1:100 consolidation of ordinary shares that occurred during the period.

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5 MINERAL EXPLORATION AND EVALUATION EXPENDITURE

31 December 2016

$

30 June 2016

$ Opening Balance 536,480 536,480 Exploration expenditure incurred - - Less: Impairment charges - - Closing Balance 536,480 536,480

The balance carried forward represents projects in the exploration and evaluation phase. Ultimate recoupment of exploration expenditure carried forward is dependent on successful development and commercial exploitation, or alternatively, sale of respective areas. The interest in the Kangwane South Anthracite Project has been impaired down to the estimated value that would be reasonably expected to be realised following the potential effectuation of the Deed of Company Arrangement. Following effectuation of the DOCA, no mineral exploration interests are held by the entity other than the Kangwane South Anthracite Project. 6 INVESTMENT IN ASSOCIATE

31 December 2016

$

30 June 2016

$ (a) Movements in carrying amounts

Opening balance - - Cost of investment - - Less: Share of post-acquisition change in reserves of associate - - Closing balance - - Included in consolidated statement of comprehensive income Share of net loss of associate - -

(b) Summarised financial information

Ownership Interest %

Assets $

Liabilities $

Reserves $

Profit/(Loss) $

31 December 2016 Main Street 800 Pty Ltd - - - - - 30 June 2016 Main Street 800 Pty Ltd 46.15 1,884,951 1,884,951 - -

Included in liabilities at 30 June 2016 was a loan from Hawkstone Mining Limited (formerly ZYL Limited) to Main Street 800 Pty Ltd, a South African entity that held the Kangwane Central Anthracite project, for the funding of the Kangwane Central Bankable Feasibility Study. This loan had been impaired down to the expected recoverable value of $1,884,951. This investment has been derecognised at 31 December 2016 following effectuation of the DOCA and consequential loss of the ownership interest in Main Street 800 Pty Ltd.

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7 TRADE AND OTHER RECEIVABLES

31 December 2016

$

30 June 2016

$ CURRENT Other receivables 17,219 96,625 17,219 96,625

8 OTHER FINANCIAL ASSETS

31 December 2016

$

30 June 2016

$ NON CURRENT Loans - Main Street 800 Pty Ltd (Kangwane Central Anthracite Project)

- 1,884,951

- 1,884,951

The movement in other financial assets for the half year was due to derecognition of disposed assets following effectuation of the DOCA.

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9 BORROWINGS

31 December 2016

$

30 June 2016

$ Secured Prestige Glory Limited (i) - 3,026,438 Total secured - 3,026,438 Unsecured Prestige Glory Limited - 1,143,718 Finevest Investment (ii) - 372,580 Mighty River International - 80,000 Konkera Corporate 75,000 50,000 Kobia Holdings Pty Ltd 62,000 12,000 Blu Bone Pty Ltd 12,000 12,000 Wimalex Pty Ltd 24,000 24,000 Total unsecured 173,000 1,694,298 Total current borrowings 173,000 4,720,736 Movement in secured borrowings Opening balance 3,026,438 2,630,678 Accrued interest 220,920 395,760 Derecognition following effectuation of the DOCA (3,247,358) - Closing balance - 3,026,438 Movement in unsecured borrowings Opening balance 1,694,298 1,462,015 Borrowings during the period (iii) 75,000 34,000 Accrued interest 110,685 198,283 Derecognition following effectuation of the DOCA (1,706,983) - Closing balance 173,000 1,694,298

(i) The termination date of the above secured loan from Prestige Glory Limited was extended from 30 September 2013 to 30 June 2014 and the loan was secured by a fixed and floating charge over the assets of the Company. The movements in the balances of both Prestige Glory loans were due to unpaid accrued interest and effectuation of the DOCA. Both loans were cleared on effectuation of the DOCA.

(ii) The movement in the unsecured loan from Finevest Investment is due to the accrual of interest on the loan followed by derecognition on effectuation of the DOCA.

(iii) Subsequent to the end of the half year ended 31 December 2016, $25,000 of each of the loans from Konkera Corporate and Kobia Holdings Pty Ltd was repaid through the issue of shares at an issue price of $0.005 per share. These shares were issued on 27 February 2017.

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10 ISSUED CAPITAL

Number of shares

31/12/16

Number of shares

30/06/16

31/12/16 $

30/06/16 $

Opening balance – (fully paid ordinary shares)

612,747,560 612,747,560 55,729,051 55,729,051

Shares reduced by 1:100 security consolidation

(606,620,084) - - -

Proceeds from issue of convertible loans (i)

- - 50,000 -

Funds received for shares to be issued

- - 1,892,500 -

Transaction cost of share issues

- - (61,205) -

Closing balance 6,127,476 612,747,560 57,610,346 55,729,051

(i) During September 2016, $25,000 was borrowed from each of Sisu International Pty Ltd and Richsham Nominees Pty Ltd on interest free terms for up to 12 months with these borrowings to be repaid through the issue of shares at a share price of $0.005 per share. These shares were issued on 27 February 2017.

11 FINANCIAL INSTRUMENTS

Fair Values

The fair value of financial assets and financial liabilities approximate their carrying amounts.

12 EVENTS SUBSEQUENT TO THE END OF THE REPORTING PERIOD

• On 17 February 2017, a financial guarantee of $565,755 (5,574,974 ZAR) was paid to the South African Department of Mineral Resources to permit further exploration work on the Kangwane South Project.

• On 27 February 2017, the DOCA was effectuated with disposal of assets and liabilities as detailed in note 15.

• On 27 February 2017, 270,000,000 ordinary shares were issued pursuant to the prospectus. These shares included:

o 200,000,000 shares at a share price of $0.01 per share, o 20,000,000 shares at a share price of $0.005 per share on conversion of borrowings, o 40,000,000 shares at a share price of $0.002 per share, and o 10,000,000 compliance adviser shares at a deemed share price of $0.01 per share.

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13 SEGMENT INFORMATION

The Group’s operations are in one reportable business and geographical segment being the exploration for coal in South Africa.

14 RELATED PARTY TRANSACTIONS AND BALANCES

Unpaid director fees of $31,071 were owed at 31 December 2016 (30 June 2016: $81,072). $50,000 of fees for Bellanhouse Legal, an entity related to Director Shaun Hardcastle, were accrued at 31 December 2016 (30 June 2016: nil).

15 GAIN ON DEBT FORGIVENESS AND RESTRUCTURING

A gain on debt forgiveness and restructuring of $2,502,754 has been recognised at 31 December following effectuation of the DOCA. Although the DOCA was effectuated on 27 February 2017, this has been treated as a subsequent adjusting event based on the judgements detailed in note 1(d). Components of this gain are as follows:

31 December 2016

$ Transfer of secured Prestige Glory Limited loan 3,247,358 Transfer of unsecured Prestige Glory Limited loan 1,227,205 Transfer of Finevest Investment loan 399,777 Transfer of Mighty River International loan 80,000 Transfer of trade creditors 504,274 Transfer of other current liabilities 23,037 Transfer of trade and other receivables, including GST receivable (90,961) Transfer of loan to Main Street 800 Pty Ltd (1,884,951) Amounts previously recognised in foreign currency translation reserves for disposed subsidiaries

(1,002,985)

Total 2,502,754 16 CONTINGENT LIABILITIES AND CONTINGENT ASSETS

As a condition for the execution of the Kangwane South mining right, an environmental bond of ZAR5,574,974 (approximately A$528,000) was required to be paid by the Group to the South African Department of Mineral Resources prior to the commencement of mining activities on the tenement. This was paid on 17 February 2017. However, as the Group intends to undertake further exploration activities prior to any decision to mine, the environmental bond was not an asset or liability of the Group and, accordingly, no related liability was included in the Consolidated Statement of Financial Position. This environmental commitment will only be recognisable as a liability in the Group’s financial statements for accounting purposes once a decision to mine is made.

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Directors’ declaration


In accordance with a resolution of the Directors of Hawkstone Mining Limited and its controlled entities, we state that: 1) In the opinion of the Directors, subject to the qualification set out in paragraph 2 below:

a) the financial statements and supplementary notes, set out on pages 7 to 18, are in accordance with the Corporations Act 2001, including:

(i) giving a true and fair view of the financial position of Hawkstone Mining Limited and its

controlled entities as at 31 December 2016 and of its performance, as represented by the results of its operations and its cash flows, for the period ended on that date; and

(ii) complying with Accounting Standards AASB 134: Interim Financial Reporting and the

Corporations Regulations 2001; and

b) there are reasonable grounds to believe that Hawkstone Mining Limited and its controlled entities will be able to pay its debts as and when they become due and payable.

2) Prior to 23 February 2015, due to turnover of previous staff and officers, and the parent entity being

subject to external administration, complete accounting records have not been able to be located. For the year ended 30 June 2013 and since, this has led to insufficient information being available to support several material contracts as well as transactions and balances of foreign subsidiaries. The Directors are of the opinion that it is not possible to state that the financial statements and notes are in accordance with the requirements of the Corporations Act 2001, due to the lack of records and certainty in connection with material transactions, for both the year ended 30 June 2013 and since then in relation to foreign subsidiaries.

For the half-year ended 31 December 2016, the accounting records have been properly maintained for Australian entities and all material transactions and balances are adequately supported. It is to be noted that legal and litigation searches performed in both Australia and South Africa prior to the lodgement of the prospectus found no action against the Company or any subsidiary.


3) The Directors have been given the declarations required by section s.303(5) of the Corporations Act 2001, which is also subject to the qualification in paragraph 2 above.

Signed in accordance with a resolution of the Directors: Ms Oonagh Malone Non-Executive Director Dated this 16th March 2017

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