TIDMANR

RNS Number : 5424G

Altona Energy PLC

23 November 2015

Embargoed until 7am 23 November 2015

Altona Energy plc

("Altona" or "the Company")

Final Results

Altona (AIM: ANR) is pleased to announce its final results for the year ended 30 June 2015 and gives notice that its Annual General Meeting is to be held at the offices of Leander PR, Adam House, 7-10 Adam Street, London, WC2N 6AA on 16 December 2015 at 11.00 a.m.

Highlights

   --     Concluded the renegotiation of the JV Agreement with Sino-Aus and Wintask 

-- Amended JV Agreement reflects a proposed bankable feasibility study into an Underground Coal Gasification project

   --     Significant reduction in Company overheads 
   --     Appointed Nick Lyth as UK-based Non-Executive Director 
   --     Appointed Qinfu Zhang as Executive Chairman 
   --     Visit to Arckaringa project by JV Partners in April 2015 

Qinfu Zhang, Altona's Executive Chairman, commented, "In a period of falling oil and coal prices we were delighted that Sino-Aus have seen the potential in the Arckaringa project and have committed to join us in its development.

"We are confident that working with our JV Partners will enable the acceleration of the project and we look forward to informing the market of developments in due course."

For further information, please visit www.altonaenergy.com or contact:

 
  Altona Energy plc 
   Qinfu Zhang, Executive Chairman                     +44 (0)7555 679 245 
  Leander (Financial PR) 
   Christian Taylor- Wilkinson                         +44 (0)7795 168 157 
  Northland Capital Partners Ltd (Nomad and 
   Broker) 
   Matthew Johnson / Gerry Beaney (Corporate 
   Finance) 
   John Howes / Mark Treharne (Corporate Broking)       +44 (0)20 738 1100 
 

About Altona Energy

Altona is listed on the London Stock Exchange's AIM market. It is focused on the evaluation and development of the Company's Arckaringa Project to exploit the significant coal resources of approximately 7.8 billion tonnes (non-JORC). The project area is covered by three Exploration Licences covering 2,500 sq. kms in the northern portion of the Permian Arckaringa Basin in South Australia.

Chairman's Statement

Review of the Year

The year under review began positively with the appointment of a new Chief Executive in October 2014, a new joint venture agreement ("JV Agreement") with Sino Aus Energy Group Limited ("Sino-Aus") and Wintask Group Limited ("Wintask") ("the JV Partners") announced on 14 November 2014 and was followed by approval of the new joint venture arrangements by the Australian Foreign Investment Review Board ("FIRB") in early December 2014.

The board appointed Mr Qinfu Zhang as Chairman in January 2015, with him becoming Executive Chairman on 17 April 2015 following the resignation of Michael Zheng, who had held the position of Chief Executive.

Also in January, ministerial consent from the South Australian government was obtained to allow the transfer of the three Arckaringa Exploration Licences into the Arckaringa Coal Chemical Joint Venture Co Pty Ltd ("JV Company") following approval by the FIRB.

In April, the new board, along with its JV Partners agreed that the JV Agreement would be amended to reflect a bankable feasibility study ("BFS") into an Underground Coal Gasification ("UCG") project, with the objective to produce natural gas from the Arckaringa coal deposit. The JV Partners engaged Parsons Brinckerhoff (Australia) at this time to provide recommendations as to the most appropriate method to advance the project given the new focus on UCG.

On 15 June 2015, the board appointed Nick Lyth as a non-Executive Director. Mr Lyth is an experienced AIM board director and has worked with many Chinese companies, being a Mandarin speaker, making him a highly suitable addition to the Altona board.

The Company has looked to take extraneous costs out of the business over the past 12 months, with a number of significant changes being made, including the closing of the London and Beijing offices, a reduction in travel and staff numbers.

Post Balance Sheet Events

The changes to the BFS meant the terms of the JV Agreement would need to be renegotiated, particularly in relation to the planned payment schedule to be made by Sino-Aus and Wintask. These changes, which coincided with significant falls in global equity and commodity markets, lead to protracted negotiations with the JV Partners. These negotiations were concluded in early November 2015 and the Company announced the signing of a Deed of Variation modifying the terms of the JV Agreement on 5 November 2015.

Under the terms of the JV Agreement, as amended by the Deed of Variation, Sino-Aus and Wintask will invest up to AUD$33 million in four contribution stages. In addition, Sino-Aus will provide Altona with working capital of up to GBP1.25 million in two tranches, subject to certain conditions, through a subscription for shares in Altona.

Arckaringa Project

The Company believes the rationale for the development of the Arckaringa project remains as compelling as ever. The project's strong fundamentals include the size of the resource (7.8 billion tonnes, including 1.3 billion tonnes JORC compliant), a coal quality which is suitable for gasification and synthetic fuels production, attractive economics, combined with a very supportive South Australian government and a location which favours both domestic use and international export. The BFS which will be produced over the next three years will focus on whether UCG is a feasible strategy to turn this highly valuable product into returns for shareholders.

Financial Review

The financial loss of the Group for the year ended 30 June 2015 of GBP1,312,000 (2014: GBP2,281,000) was in line with expectations having initiated cost cutting initiatives during the year that are designed to make shareholder's funds stretch as far as possible whilst the joint venture completes its important BFS work.

As at 30 June 2015, the Group had cash of GBP543,000 (2014 - GBP1,913,000). Subsequent to the year end the Group entered into an agreement for the placing of 200,000,000 new Ordinary Shares, conditional inter alia on shareholder approval and government approvals relating to the joint venture, in two tranches of 100,000,000 shares each, the first placing priced at 0.5pence and the second at 0.75 pence to raise a total of GBP1.25 million to provide additional working capital.

The balance sheet as at 30th June 2015 continues to hold the provision amounting to GBP790,000 (2014: GBP790,000) in respect of a potential liability to HMRC for income tax not deducted and accounted for under the PAYE system, and National Insurance Contributions not accounted for, in each case in respect of payments made on a gross basis to private companies for the provision of the services of a former director. The provision remains unchanged but the Company has worked with its professional advisers and HMRC during the period and will continue to keep shareholders informed as to progress in this area.

Outlook

The board believes that the new arrangement recently agreed with its JV Partners is the right strategy for the Company to explore the huge potential at the Arckaringa site. The focus of the next three years will be on producing a BFS and the Company believes it is working with the right partners, consultants and experts to achieve this goal. It is expected that in the first quarter of 2016, the conditions of the JV Agreement will be met and the initial phase of the project, the test drilling, will commence.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 June 2015

 
                                                                              Group 
                                                                         2015        2014 
                                                              Notes     GBP'000     GBP'000 
 
 
  Other administrative expenses                                         (1,313)     (2,362) 
  Total administrative expenses and loss from 
   operations                                                   5       (1,313)     (2,362) 
  Finance income                                                4             1           1 
                                                                     ----------  ---------- 
  Loss before taxation                                                  (1,312)     (2,361) 
  Tax                                                           9             -          80 
                                                                     ----------  ---------- 
  Loss for the year attributable to the 
   equity holders of the parent.                                        (1,312)     (2,281) 
 
  Other comprehensive income 
  Exchange differences on translating foreign 
   operations that may be subsequently reclassified 
   to profit or loss                                                   (1,341)        (929) 
  Total comprehensive loss attributable to 
   the equity holders of the parent                                     (2,653)     (3,210) 
                                                                     ==========  ========== 
 
 
           Earnings per share expressed in pence 
           - Basic and diluted attributable to the 
                equity holders of the parent                     8      (0.17p)     (0.33p) 
                                                                     ==========  ========== 
 
 

All of the above operations during the year are continuing.

STATEMENTS OF FINANCIAL POSITION

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As at 30 June 2015

 
                                              Group       Group      Company     Company 
                                               2015        2014        2015        2014 
                                    Notes     GBP'000     GBP'000     GBP'000     GBP'000 
  ASSETS 
  Non-current assets 
  Intangible assets                  10         9,739      11,040           -           - 
  Investment in subsidiaries         11             -           -       1,432       1,432 
  Other receivables                  12             2          79       9,091      10,387 
                                           ----------  ----------  ----------  ---------- 
  Total non-current assets                      9,741      11,119      10,523      11,819 
                                           ----------  ----------  ----------  ---------- 
  Current assets 
  Trade and other receivables        12           122         202          58          96 
  Cash and cash equivalents                       543       1,913         509       1,869 
  Total current assets                            665       2,115         567       1,965 
                                           ----------  ----------  ----------  ---------- 
 
  TOTAL ASSETS                                 10,406      13,234      11,090      13,784 
                                           ==========  ==========  ==========  ========== 
 
  LIABILITIES 
  Current liabilities 
  Provisions                         14           790         790         790         790 
  Trade and other payables           13           108         155          94          70 
  Total current liabilities                       898         945         884         860 
                                           ----------  ----------  ----------  ---------- 
 
  TOTAL LIABILITIES                               898         945         884         860 
                                           ==========  ==========  ==========  ========== 
 
  NET ASSETS                                    9,508      12,289      10,206      12,924 
                                           ==========  ==========  ==========  ========== 
 
  EQUITY ATTRIBUTABLE TO EQUITY 
   HOLDERS OF THE PARENT 
  Share capital                      15           792         792         792         792 
  Share premium                      15        17,778      17,778      17,778      17,778 
  Merger reserve                                2,001       2,001       2,001       2,001 
  Foreign exchange reserve                       (22)       1,319           -           - 
  Retained deficit                           (11,041)     (9,601)    (10,365)     (7,647) 
                                           ----------  ----------  ----------  ---------- 
  TOTAL EQUITY                                  9,508      12,289      10,206      12,924 
                                           ==========  ==========  ==========  ========== 
 

STATEMENTS OF CASH FLOWS

For the year ended 30 June 2015

 
                                                          Group                   Company 
                                                   2015        2014         2015         2014 
                                                  GBP'000     GBP'000      GBP'000      GBP'000 
  Operating activities 
  Loss for the year before 
   taxation                                       (1,312)     (2,281)       (2,590)     (3,225) 
  Finance income                                      (1)         (1)           (1)         (1) 
  Share based payments                              (128)         172         (128)         172 
  Foreign exchange on loans to controlled 
   entities                                             -           -         1,439         981 
  Decrease / (increase) in 
   receivables                                        113        (59)           113          12 
  (Decrease) / increase in 
   payables                                          (47)         801            25         754 
                                               ----------  ----------  ------------  ---------- 
  Cash used in operations                         (1,375)     (1,368)       (1,142)     (1,307) 
  Income tax benefit received                          43           -             -           - 
                                               ----------  ----------  ------------  ---------- 
  Net cash flows used in operating 
   activities                                     (1,332)     (1,368)       (1,142)     (1,307) 
 
  Investing activities 
  Payments to acquire intangible 
   fixed assets                                      (35)       (452)             -           - 
  Loans to subsidiary                                   -           -         (219)       (529) 
  Interest received                                     1           1             1           1 
  Net cash flows used in investing 
   activities                                        (34)       (451)         (218)       (528) 
 
  Financing activities 
  Proceeds from issue of shares                         -       3,220             -       3,220 
  Issue costs paid                                      -       (161)             -       (161) 
                                               ----------  ----------  ------------  ---------- 
  Net cash inflow from financing                        -       3,059             -       3,059 
 
  Net (decrease)/increase in cash 
   and cash equivalents                           (1,366)       1,240       (1,360)       1,224 
  Cash and cash equivalents at beginning 
   of the year                                      1,913         679         1,869         645 
  Effect of exchange rate changes 
   on cash and cash equivalents                       (4)         (6)             -           - 
                                               ----------  ----------  ------------  ---------- 
  Cash and cash equivalents at 30 
   June                                               543       1,913           509       1,869 
                                               ==========  ==========  ============  ========== 
 
 
 

STATEMENTS OF CHANGES IN EQUITY

For the year ended 30 June 2015

All attributable to equity holders of the parent

 
                                                                    Foreign 
                                 Share       Share      Merger     exchange    Retained      Total 
                               capital     Premium     reserve      reserve     deficit     equity 
  Group                        GBP'000     GBP'000     GBP'000      GBP'000     GBP'000    GBP'000 
  As at 1 July 2013                562      14,949       2,001        2,248     (7,492)     12,268 
  Loss for the year                  -           -           -            -     (2,281)    (2,281) 
  Other comprehensive 
   income                            -           -           -        (929)           -      (929) 
  Issue of share capital           230       2,990           -            -           -      3,220 
  Costs of issue of share 
   capital                           -       (161)           -            -           -      (161) 
  Share based payments               -           -           -            -         172        172 
                            ----------  ----------  ----------  -----------  ----------  --------- 
  Balance at 30 June 2014          792      17,778       2,001        1,319     (9,601)     12,289 
                            ----------  ----------  ----------  -----------  ----------  --------- 
  Loss for the year                  -           -           -            -     (1,312)    (1,312) 
  Other comprehensive 
   income                            -           -           -      (1,341)           -    (1,341) 
  Share based payments               -           -           -            -       (128)      (128) 
  Balance at 30 June 2015          792      17,778       2,001         (22)    (11,041)      9,508 
                            ----------  ----------  ----------  -----------  ----------  --------- 
 
 
 
   Company                     GBP'000    GBP'000    GBP'000    GBP'000     GBP'000      GBP'000 
   Balance at 1 July 2013          562     14,949      2,001          -     (4,594)       12,918 
  Loss for the year                  -          -          -          -     (3,225)    (3,225) 
  Issue of share capital           230      2,990          -          -           -      3,220 
  Costs of issue of share 
   capital                           -      (161)          -          -           -      (161) 
  Share based payments               -          -          -          -         172        172 
 
   Balance at 30 June 2014         792     17,778      2,001          -     (7,647)       12,924 
                             ---------  ---------  ---------  ---------  ----------  ----------- 
  Loss for the year                  -          -          -          -     (2,590)    (2,590) 
  Share based payments               -          -          -          -       (128)      (128) 
 
   Balance at 30 June 2015         792     17,778      2,001          -    (10,365)       10,206 
                             ---------  ---------  ---------  ---------  ----------  ----------- 
 
 

The following described the nature and purpose of each reserve within owners' equity:

 
  Reserve             Description and Purpose 
  Share Capital       Amount subscribed for share capital at nominal value 
  Share premium       Amount subscribed for share capital in excess of 
                       nominal value. 
  Merger reserve      Reserve created on issue of shares on acquisition 
                       of subsidiaries in prior years. 
  Foreign exchange    Cumulative translation differences of net assets 
   reserve             of subsidiaries. 
  Retained deficit    Cumulative net gains and losses recognised in the 
                       consolidated statement of comprehensive income 
 

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

   1.   ACCOUNTING POLICIES 

GENERAL INFORMATION

Altona Energy PLC is a public company which is listed on the AIM and was incorporated and domiciled in England & Wales, with registered number 05350512. The Company's financial statements for the year ended 30 June 2015 were authorised for issue by the Board on 20 November 2015 and the Statements of Financial Position were signed on the Board's behalf by Mr Nicholas Lyth.

The principal accounting policies are summarised below. They have been applied consistently throughout the year.

BASIS OF PREPARATION

The financial statements are presented in Sterling, being the functional currency and all values are rounded to the nearest thousand pounds (GBP'000) unless otherwise stated.

These financial statements have been prepared in accordance with IFRS as adopted for use in the European Union (EU), and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

GOING CONCERN

The Company raises money for exploration and capital projects as and when required. There can be no assurance that the Group's projects will be fully developed in accordance with current plans or completed on time or to budget. Future work on the development of these projects, the levels of production and financial returns arising therefrom may be adversely affected by factors outside the control of the Group.

On 5 November 2015 the Company announced that the Group had agreed with Sino-Aus and Wintask the following terms of its joint venture for the development of the Arckaringa project, whereby they undertake to fund the Bankable Feasibility Study for the Arckaringa Project and thereby the Group's licence commitments up to a maximum of A$33million, and to subscribe to acquire up to 200,000,000 shares to raise a maximum of GBP1.25million. As at the date of the approval of these financial statements, the ability of the Company, and therefore the Group, to continue as a going concern is dependent on securing shareholder approval for this transaction and completing the process to obtain the necessary regulatory and government approvals. These conditions indicate the existence of a material uncertainty which may cast significant doubt about the ability of the Group to continue as a going concern. However, the Directors are confident that the necessary shareholder approval will be secured and fundraising will therefore complete as anticipated and, alongside existing working capital, the resources at the Company's disposal will be sufficient for the Company to be able to meet its working capital requirements for a period of not less than 12 months from the date of the approval of this report.

The financial statements have therefore been prepared on a going concern basis and do not include the adjustments that would result if the Group was unable to continue in operation.

NEW STANDARDS AND INTERPRETATIONS

The financial statements have been drawn up on the basis of accounting standards, interpretations and amendments effective at the beginning of the accounting period.

(i) The following new standards, interpretations and amendments to published standards effective in the year have been adopted by the Group:

 
  International Accounting Standards (IAS/IFRS)                       Effective date 
    IAS 27      Separate Financial Statements (2011)                  1 Jan 2014 
    IAS 28      Investments in Associates and Joint Ventures        1 Jan 2014 
                 (2011) 
    IFRS 10     Consolidated Financial Statements                     1 Jan 2014 
    IFRS 11     Joint Arrangements                                    1 Jan 2014 
    IFRS 12     Disclosure of Interests in Other Entities             1 Jan 2014 
 
 

The adoption of these new standards did not have an impact on the financial statements other than in respect of disclosure.

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

 
  Standard                Impact on initial application                    Effective date 
  IAS 1 (Amendments)      Presentation of Financial Statements             *1 January 2016 
                           - Disclosure Initiative 
  IAS 16 (Amendments)     Property, plant and equipment - Clarification    *1 January 2016 
                           of Acceptable Methods of Depreciation 
  IAS 16 (Amendments)     Property, plant and equipment - Bearer           *1 January 2016 
                           Plants 
  IAS 19 (Amendments)     Defined Benefits Plans - Employee                1 February 2015 
                           Contributions 
  IAS 27 (Amendments)     Separate Financial Statements                    *1 January 2016 
  IAS 28 (Amendments)     Investments in Associates and Joint              *1 January 2016 
                           Ventures 
  IAS 28 (Amendments)     Accounting for Investments - Applying            *1 January 2016 
                           the Consolidation Exception 
  IAS 38 (Amendments)     Intangible Assets - Clarification                *1 January 2016 
                           of Acceptable Methods of Amortisation 
  IAS 41 (Amendments)     Agriculture - Bearer Plants                      *1 January 2016 
  IFRS 9 (Amendments)     Financial Instruments                            *1 January 2018 
  IFRS 10 (Amendments)    Consolidated Financial Statements                *1 January 2016 
                           - Investments in Associates and Joint 
                           Ventures 
  IFRS 10 (Amendments)    Consolidated Financial Statements:               *1 January 2016 
                           Applying the Consolidation Exception 
  IFRS 11 (Amendments)    Joint Arrangements - Accounting for              *1 January 2016 
                           Acquisition of Interests in Joint 
                           Operations 
  IFRS 12 (Amendments)    Disclosure of Interests in Other                 *1 January 2016 
                           Entities: Applying the Consolidation 
                           Exception 
  IFRS 14 (Amendments)    Regulatory Deferral Accounts                     *1 January 2016 
  IFRS 15 (Amendments)    Revenue from Contracts with Customers            *1 January 2018 
  Annual Improvements     2012 - 2014 Cycle                                *1 January 2016 
  Annual Improvements     2010 - 2012 Cycle                                1 February 2015 
  Annual Improvements     2011 - 2013 Cycle                                1 January 2015 
 
 

* Not yet endorsed by European Union. The adoption of IFRS 9 will eventually replace IAS 39 in its entirety and consequently may have a material effect on the presentation, classification, measurement and disclosures of the Group's financial instruments; however its impact on the financial statements has not yet been assessed.

The Group is evaluating the impact of the remaining new and amended standards above. The Directors believe that these new and amended standards are not expected to have a material impact on the Group's results or shareholders' funds.

BASIS OF CONSOLIDATION

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) as if they formed a single entity. 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.

Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and 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 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 on which control is transferred to the Group. They are deconsolidated from the date that control ceases. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

BUSINESS COMBINATIONS

Acquisitions of subsidiaries and businesses are accounted for using the purchase method. The cost of the business combination is measured as the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 Revised Business Combinations are recognised at their fair values at the acquisition date.

FOREIGN CURRENCIES

The functional currency and presentation currency of the Group is UK Pounds Sterling. Transactions entered into by Group entities in currency other than the currency of the primary economic environment in which they operate (the "functional" currency) are recorded at rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the reporting date.

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Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to Pounds Sterling at the foreign exchange rates ruling at the dates the fair value was determined.

On consolidation, the results of the operations are translated into Pounds Sterling at average rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at closing rate are recognised directly in equity (the "foreign exchange reserve").

Exchange differences recognised in the statement of comprehensive income of Group entities' separate financial statements on the translation of long-term monetary items forming part of the Group's net investment in the overseas operation concerned are reclassified to the foreign exchange reserve if the item is denominated in the functional currency of the Company or the overseas operation concerned.

TAXATION

Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible

temporary differences can be utilised, except for differences arising on investments in subsidiaries where the Group is able to control the timing of the reversal of the difference and it is probable that the difference will not reverse in the foreseeable future.

Recognition of the deferred tax assets is restricted to those instances where it is probable that the taxable profit will be available against which the difference can be utilised.

Deferred tax is calculated based on rates enacted or substantively enacted at the reporting date and expected to apply when the related deferred tax asset is realised or liability settled.

Current and deferred tax is charged or credited in the profit or loss, except when it relates to items charged or credited directly to equity, in which case the related tax is also dealt with in equity. Research and Development tax credits are recognised when they can be determined to be reliably measured.

PROVISIONS

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

INTANGIBLE ASSETS - EXPLORATION AND EVALUATION ASSETS

Exploration and evaluation expenditure in relation to each separate area of interest is recognised as an exploration and evaluation asset in the year in which it is incurred where the following conditions are satisfied:

   (i)   the rights to tenure of the area of interest are current; and 

(ii) at least one of the following conditions is also met:

a) the exploration and evaluation expenditure is expected to be recovered through successful development and exploration of the area of interest, or alternatively, by its sale, or

b) Exploration and evaluation activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

Exploration and evaluation assets are initially measured at cost and include the acquisition of rights to exploration, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortisation of assets used in exploration and evaluation activities. General, administrative and share based payment costs are only included in the measurement of exploration and evaluation costs where they are related directly to exploration and evaluation activities in a particular area of interest.

Exploration and evaluation assets are assessed for impairment when facts or circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (or the cash-generating unit(s) ('CGU') to which it has been allocated, being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any).

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.

Leasing

Where substantially all of the risks and rewards incidental to ownership are not transferred to the Group (an 'operating lease'), the total rentals payable under the lease are charged to the profit or loss on a straight-line basis over the lease term. The aggregate benefit of lease incentives is recognised as a reduction of the rental expense over the lease term on a straight-line basis. The land and buildings elements of property leases are considered separately for the purposes of lease classification.

FINANCIAL ASSETS

The only financial assets currently held by the Group are classified as loans and receivables and cash and cash equivalents. These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. 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.

Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Group will be unable to collect all of the amounts due under the terms receivable, the amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable. For receivables which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the profit or loss. On confirmation that the receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.

Loans and receivables comprise trade and other receivables and cash and cash equivalents in the statement of financial position.

Included within loans and receivables are cash and cash equivalents which include cash in hand and other short term highly liquid investments with a maturity of three months or less. Any interest earned is accrued monthly and classified as interest. Short term deposits comprise deposits made for varying periods of between one day and three months.

For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above.

Derecognition

Financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the asset and substantially all the risk and rewards of ownership of the asset to another entity.

FINANCIAL LIABILITIES

The Group classifies its financial liabilities into one category being other financial liabilities. At present, the Group does not have any liabilities classified as fair value through profit or loss or any of the other categories.

The Group's accounting policy for the other financial liabilities category is as follows:

Trade payables and other short-term monetary liabilities, are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method. All interest and other borrowing costs incurred in connection with the above are expensed as incurred and reported as part of financing costs in the profit or loss.

Derecognition

Financial liabilities

The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or they expire.

INVESTMENTS IN SUBSIDIARIES

In its separate financial statements the Company recognises its investments in subsidiaries at cost, less any provision for impairment. The cost of acquisition includes directly attributable professional fees and other expenses incurred in connection with the acquisition. It also includes share based payments issued to employees of the Company for services provided to subsidiaries.

FINANCE INCOME

Finance income is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial assets and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

MERGER RESERVE

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The difference between the fair value of an acquisition and the nominal value of the shares allotted in a share exchange has been treated in accordance with the merger relief provisions of the Companies Act 2006 and accordingly no share premium for such transactions was required to be recognised, resulting in a credit to the merger reserve.

SHARE BASED PAYMENTS

The Group issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are measured at fair value at the date of grant. The equity-settled share-based payments are expensed to the profit or loss or capitalised to investments or intangibles in the statement of financial position over a straight line basis over the vesting period based on the Group's estimate of shares that will eventually vest.

Where equity instruments are granted to persons other than employees, the profit or loss is charged with the fair value of goods and services received over a straight line basis over the vesting period based on the Group's estimate of shares that will eventually vest, except where it is in respect to costs associated with the issue of securities, in which case it is charged to the share premium account.

SIGNIFICANT ACCOUNTING ESTIMATES AND ASSUMPTIONS

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

   (i)   Impairment of intangibles 

The Group determines whether intangibles are impaired when facts and circumstances suggest that the carrying amount may exceed its recoverable amount. Such indicators include the point at which a determination is made as to whether or not commercial reserves exist. The carrying amount of intangibles at 30 June 2015 is disclosed in note 10.

(ii) Provisions

A provision is recorded where the Group has potential liabilities relating to past events or actions of the Group but that are currently uncertain. The Group therefore records its reasonable assessment of the Group's probable current liability based on the opinion of the Directors, having taken appropriate professional advice. The provision is based on a number of assumptions and as such no assurance can be given that the estimate will prove to be accurate. The carrying amount of provisions at 30 June 2015 is disclosed in note 14.

   2.   FINANCIAL INSTRUMENTS - RISK MANAGEMENT 
 
  The financial instruments were categorised      Loans and      Other financial 
   as follows:                                    receivables      liabilities       Total 
  Group 30 June 2015                                  GBP'000            GBP'000    GBP'000 
  Assets as per statement of financial 
   position 
  Trade and other receivables                              45                  -         45 
  Cash and cash equivalents                               543                  -        543 
                                               --------------  -----------------  --------- 
                                                          588                  -        588 
                                               --------------  -----------------  --------- 
 
  Liabilities as per statement of financial 
   position 
  Provisions                                                -                790        790 
  Trade and other payables                                  -                108        108 
                                               --------------  -----------------  --------- 
                                                            -                898        898 
                                               --------------  -----------------  --------- 
 
 
  Group 30 June 2014                               Loans and    Other financial 
                                                 receivables        liabilities      Total 
  Assets as per statement of financial               GBP'000            GBP'000    GBP'000 
   position 
  Trade and other receivables                            100                  -        100 
  Cash and cash equivalents                            1,913                  -      1,913 
                                              --------------  -----------------  --------- 
                                                       2,013                  -      2,013 
                                              --------------  -----------------  --------- 
 
  Liabilities as per statement of financial 
   position 
  Other financial liabilities - non-current                -                790        790 
  Trade and other payables                                 -                155        155 
                                              --------------  -----------------  --------- 
                                                           -                945        945 
                                              --------------  -----------------  --------- 
 
 
 
                                                 Loans and      Other financial 
    Company 30 June 2015                         receivables      liabilities       Total 
  Assets as per statement of financial               GBP'000            GBP'000    GBP'000 
   position 
  Trade and other receivables                              -                  -          - 
  Cash and cash equivalents                              509                  -        509 
                                              --------------  -----------------  --------- 
                                                         509                  -        509 
                                              --------------  -----------------  --------- 
 
  Liabilities as per statement of financial 
   position 
  Provisions                                               -                790        790 
  Trade and other payables                                 -                 13         13 
                                              --------------  -----------------  --------- 
                                                           -                803        803 
                                              --------------  -----------------  --------- 
 
 
 
                                                   Loans and    Other financial 
    Company 30 June 2014                         receivables        liabilities      Total 
  Assets as per statement of financial               GBP'000            GBP'000    GBP'000 
   position 
  Other receivables - non current                     10,311                  -     10,311 
  Trade and other receivables                             97                  -         97 
  Cash and cash equivalents                            1,869                  -      1,869 
                                              --------------  -----------------  --------- 
                                                      12,277                  -     12,277 
                                              --------------  -----------------  --------- 
 
  Liabilities as per statement of financial 
   position 
  Other financial liabilities - non-current                -                790        790 
  Trade and other payables                                 -                 70         70 
                                              --------------  -----------------  --------- 
                                                           -                860        860 
                                              --------------  -----------------  --------- 
 

The Group's financial instruments comprise cash and sundry receivables and payables that arise directly from its operations.

The main risks arising from the Group's financial instruments are credit risk, liquidity risk and currency risk. The Directors review and agree policies for managing these risks and these are summarised below. There have been no substantial changes to the Group's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note.

There is no significant difference between the carrying value and fair value of receivables and cash and cash equivalents.

Credit Risk

Credit risk refers to the risk that a counter party will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties, as assessed by the Directors using relevant available information.

Credit risk also arises on cash and cash equivalents and deposits with banks and financial institutions. The Group's cash deposits are only held in banks and financial institutions which are independently rated with a minimum credit agency rating of A.

There were no bad debts recognised during the period and there is no provision required at the reporting date.

Liquidity risk

Liquidity risk arises from the Group's management of working capital. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due. Short term payables are classified as those payables that are due within 30 days. The Group's policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. To achieve this aim, it seeks to maintain liquid cash balances (or agreed facilities) to meet expected requirements for a period of at least 45 days.

Currency risk

The functional currencies of the companies in the Group are Pounds Sterling and Australian Dollars. The Group does not hedge against the effects of movements in exchange rates. These risks are monitored by the Board on a regular basis.

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The following table discloses the year end rates applied by the Group for the purposes of producing the financial statements:

 
                                               Australian 
    Foreign currency units to GBP1.00 GBP        Dollar 
------------------------------------------   ------------ 
  At 30 June 2015                                    2.05 
-------------------------------------------  ------------ 
  At 30 June 2014                                    1.80 
-------------------------------------------  ------------ 
 

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

 
                             Liabilities                Assets 
                           2015        2014        2015        2014 
                          GBP'000     GBP'000     GBP'000     GBP'000 
  Australian Dollar            95          84          46          44 
                       ==========  ==========  ==========  ========== 
 

The impact of a 20% (2014: 10%) fluctuation in the value of the Australia Dollar would result in net translation gains or losses of GBP9,800 (2014: GBP4,084) movement in the profit or loss and net assets of the Group.

The only monetary asset the Company has is the intercompany loan. The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows:

 
                                      Assets 
                                 2015        2014 
                                GBP'000     GBP'000 
  Australian Dollar               9,826      11,040 
                             ==========  ========== 
 

A 20% (2014: 10%) fluctuation in the value of the Australian Dollar would result in a net translation gain or loss of GBP1,637,725 (2014: GBP1,010,000).

Interest rate risk

The Group and Company finances thier operations through the issue of equity share capital.

The Group and Company manages the interest rate risk associated with the Group and Company cash assets by ensuring that interest rates are as favourable as possible, whether this is through investment in floating or fixed interest rate deposits, whilst managing the access the Group and Company requires to the funds for working capital purposes.

The interest rate profile of the Group's cash and cash equivalents was as follows:

 
                                       Pound Sterling    Australian     Total 
                                           GBP'000         Dollar 
                                                           GBP'000      GBP'000 
            30 June 2015 
  Cash at bank floating interest 
   rate                                           509            34         543 
                                     ================  ============  ========== 
 
 
                                       Pound Sterling    Australian     Total 
                                           GBP'000         Dollar 
                                                           GBP'000      GBP'000 
            30 June 2014 
  Cash at bank floating interest 
   rate                                         1,869            44       1,913 
                                     ================  ============  ========== 
 

At the reporting date, cash at bank floating interest rate is accruing weighted average interest of 0.05% (2014: 0.05%) As required by IFRS 7, the Group has estimated the interest rate sensitivity on year end balances and determined that a two percentage point increase or decrease in the interest rate earned on floating rate deposits would have caused a corresponding increase or decrease in net income in the amount of GBP27,000 (2014: GBP38,000).

Capital Management

The Group considers its capital to comprise its ordinary share capital, share premium and accumulated retained losses as well as the reserves (consisting of foreign currency translation reserve and merger reserve).

The Group's objective when maintaining capital is to safeguard the entity's ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders.

The Company meets its capital needs by equity financing. The Group sets the amount of capital it requires to fund the Group's project evaluation costs and administration expenses. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

The Company and Group do not have any derivative instruments or hedging instruments. It has been determined that a sensitivity analysis will not be representative of the Company's and Group's position in relation to market risk and therefore, such an analysis has not been undertaken.

Fair values

The fair values of the Group and Company's financial instruments approximates to their carrying value.

   2.          REVENUE AND SEGMENTAL INFORMATION 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision--maker. The chief operating decision--maker, who is responsible for allocating resources and assessing performance of the operating segment and that make strategic decisions, has been identified as the Board of Directors. The Group had no revenue during the period.

During the year ended 30 June 2015 the Group operated in one segment being the evaluation of the Arckaringa coal to chemicals project in South Australia. The Parent Company serves as an administrative head office and is based in the United Kingdom. During the year ended 30 June 2015 the Group's operations spanned three countries, Australia, China and the United Kingdom. Included within the results of the administrative and corporate operations are the results of the Chinese branch. The activity of the Chinese branch does not breach the 10% level required to be separately analysed. As at 30 June 2015 the Chinese branch had closed.

 
  Segment result                                                Segment result 
                                                               2015        2014 
                                                              GBP'000     GBP'000 
    Continuing operations 
  Coal and Coal to chemicals project 
   (Australia)                                                  (160)       (117) 
  Administration and Corporate (United Kingdom and 
   China)                                                     (1,153)     (2,245) 
                                                           ----------  ---------- 
                                                              (1,313)     (2,362) 
  Finance income                                                    1           1 
  Loss before tax                                             (1,312)     (2,361) 
  Income tax benefit                                                -          80 
                                                           ----------  ---------- 
  Loss after tax                                              (1,312)     (2,281) 
                                                           ----------  ---------- 
 

The current and prior year share based payment charges are included within the UK segment result.

Segment assets and liabilities

 
                                          Non-Current Assets         Non-Current 
                                                                      Liabilities 
                                           2015        2014        2015        2014 
                                          GBP'000     GBP'000     GBP'000     GBP'000 
  Coal and Coal to chemicals project 
   (Australia)                              9,741      11,040           -           - 
  Administration and Corporate                  -          79           -           - 
   (United Kingdom) 
                                       ----------  ----------  ----------  ---------- 
  Total of all segments                     9,741      11,119           -           - 
                                       ----------  ----------  ----------  ---------- 
                                             Total Assets         Total Liabilities 
                                           2015        2014        2015        2014 
                                          GBP'000     GBP'000     GBP'000     GBP'000 
  Coal and Coal to chemicals project 
   (Australia)                              9,839      11,193          13          85 
  Administration and Corporate 
   (United Kingdom)                           567       2,041         885         860 
                                       ----------  ----------  ----------  ---------- 
  Total of all segments                    10,406      13,234         898         945 
                                       ----------  ----------  ----------  ---------- 
 

Other segment information

 
                                            Depreciation and        Capital expenditure 
                                              amortisation 
                                           2015         2014         2015         2014 
                                          GBP'000      GBP'000      GBP'000      GBP'000 
    Continuing operations 
  Coal and Coal to chemicals project 
   (Australia)                                   -            -           35         152 
  Administration and Corporate                   -            -            -           - 
   (United Kingdom) 
                                       -----------  -----------  -----------  ---------- 
           -                                                  -           35         152 
 -----------  -------------------------------------------------  -----------  ---------- 
 
   3.          FINANCE INCOME 
 
                                            Group 
                                       2015        2014 
                                      GBP'000     GBP'000 
 
  Bank interest receivable                  1           1 

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                                   ==========  ========== 
 
   4.          LOSS FROM OPERATIONS 
 
                                                                            Group 
                                                                       2015        2014 
                                                                      GBP'000     GBP'000 
  This has been arrived at after charging: 
 
  Fees payable to the Company's auditors for the 
   audit of the annual accounts                                            16          22 
            Fees payable to the Company's auditors and its 
             associates for other services: 
             Audit of subsidiaries                                          4           6 
  Share based payments - Staff and Directors                             (85)         170 
  Share based payments - Consultants                                      (2)           2 
  Staff costs(1)                                                          653       1,402 
  Operating lease charges - land and buildings                            111         106 
 

(1) The Group recognised salaries and fees and long term payments of GBP568,000 (2014: 958,000) during the year, of which GBPNil (2014: GBP176,000) was capitalised to intangibles. Included in Staff costs is an amount of GBPNil (2014: GBP790,000) in respect of a provision for PAYE and national insurance, further details on this provision are included in note 14.

   5.          STAFF COSTS (INCLUDING DIRECTORS) 
 
                                              Group                  Company 
                                         2015        2014        2015        2014 
                                        GBP'000     GBP'000     GBP'000     GBP'000 
  Salaries and fees                         637         758         637         712 
  Share based payments                     (85)         170        (85)         170 
  Provision for PAYE/NIC                      -         790           -         790 
  Long term benefits/incentives              16          30          16          26 
  Salaries expense                          568       1,748         568       1,698 
  Capitalised to intangible assets            -       (176)           -       (136) 
                                     ----------  ----------  ----------  ---------- 
  Total                                     568       1,572         568       1,562 
                                     ----------  ----------  ----------  ---------- 
 

The Group averaged 7 employees during the year ended 30 June 2015 (2014:11 employees). The Company averaged 7 employees during the year (2014: 10 employees). The amount capitalised to intangible assets in the prior year relates to a portion of the staff costs in connection with three of the Group's Directors. Directors have been assessed as the only key management of the Group.

 
                                                                                                Total 
                                                    Share            Other long 
                                    Short           based       term / post-employment 
                                 term benefits     payments            benefits            2015       2014 
                                   GBP'000         GBP'000             GBP'000            GBP'000    GBP'000 
                              ----------------  -----------  -------------------------  ---------  --------- 
  Michael Zheng(1)                         180         (48)                          -        132        252 
  Christopher Lambert (2)                   99         (48)                          -         51        273 
  Christopher Schrape (3)                    -            -                          -          -         51 
  Qinfu Zhang                              123            5                          -        128         25 
  Phillip Sutherland                        63            4                          -         67         39 
  Peter Fagiano(4)                           -            -                          -          -        132 
  Nicholas Lyth (5)                          2            -                          -          2          - 
                              ----------------  -----------  -------------------------  ---------  --------- 
  Total Key Management 2015                467         (87)                          -        380          - 
                              ----------------  -----------  -------------------------  ---------  --------- 
  Total Key Management 2014                604          148                         20          -        772 
                              ----------------  -----------  -------------------------  ---------  --------- 
 

(1) Michael Zheng resigned as a Director on 17 April 2015; accordingly his share options were cancelled

(2) Christopher Lambert resigned as Director 14(th) October 2014; accordingly his share options were cancelled

(3) Chris Schrape resigned as a Director on 18(th) November 2013

(4) Peter Fagiano passed away on 15(th) May 2014. His options were cancelled following the anniversary of his passing

(5) Nick Lyth was appointed as a Director on 15(th) June 2015

The total amount payable to the highest paid director in respect of emoluments was GBP132,000 (2014: GBP273,000). No Directors exercised any share options during the year. The pension expense relates to compulsory superannuation in Australia. The Company provides Directors' and Officers' liability insurance at a cost of GBP6,500 (2014: GBP6,900). This cost is not included in the above table.

   6.          LOSS FOR THE FINANCIAL YEAR 

The Company has taken advantage of Section 408 of the Companies Act 2006 and has not included its own statement of comprehensive income in these financial statements. The Company's loss for the year was GBP2,590,000 (2014: loss of GBP3,225,000).

   7.          EARNINGS PER SHARE 

The loss for the year attributed to shareholders is GBP1,312,000 (2014: loss of GBP2,281,000).

This is divided by the weighted average number of Ordinary shares outstanding calculated to be 792.0 million (2014: 683.8 million) to give a basic loss per share of 0.17 pence (2014: basic loss per share of 0.33 pence).

As inclusion of the potential ordinary shares would result in a decrease in the loss per share they are considered to be anti-dilutive and, as such, the effect of the dilution has not been applied in the calculation. The potential future share issues that may dilute the loss per share relate to options in issue and deferred shares disclosed at note 16.

   8.          TAX 
 
                                                           Group 
                                                      2015        2014 
                                                     GBP'000     GBP'000 
  Current taxation 
  Group corporation tax credit                             -          80 
 
   Deferred taxation                                       -           - 
                                                  ----------  ---------- 
                                                           -          80 
                                                  ==========  ========== 
 
  Factors affecting the tax charge for 
   the year 
  Loss on ordinary activities before 
   tax                                               (1,312)     (2,281) 
                                                  ----------  ---------- 
 
  Loss on ordinary activities at 
   the Group standard rate of 21.22% 
   (2014: 22.15%)                                      (278)       (513) 
  Effects of: 
  Non-deductible expenses                               (23)          68 
  Difference in overseas tax rates                      (14)         (3) 
  Tax concession (research & development)                  -          80 
  Unutilised tax losses carried 
   forward                                               315         448 
                                                  ----------  ---------- 
  Total tax credit for the year                            -          80 
                                                  ==========  ========== 
 
 
  Unprovided deferred tax asset: 
  Group tax losses carried forward of GBP18,895,000 
   (2014: GBP18,579,000) multiplied by standard rate 
   of corporation tax 20% (2014: 20%) recoverable 
   only when it is probable that the taxable profit 
   will be available which is not at present.                3,779      3,716 
                                                         =========  ========= 
 

Changes in tax rates and factors affecting the future tax charge

The main UK corporation tax rate from 1 April 2014 of 21% was reduced to 20% from 1 April 2015 resulting in an effective corporation tax rate of 20.75% for this accounting period. The Finance Act 2015 includes legislation reducing the main rate of corporation tax from 21% to 20% from 1 April 2015. Accordingly deferred tax balances have been calculated at 20%.

   9.          INTANGIBLE ASSETS 
 
                                                   Group 
                                              2015        2014 
                                             GBP'000     GBP'000 
  Exploration and evaluation 
  Cost 
  At beginning of period                      11,040      11,811 
  Additions                                       35         152 
  Currency translation adjustment            (1,336)       (923) 
                                          ----------  ---------- 
  Carrying value at 30 June                    9,739      11,040 
                                          ==========  ========== 
 

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Exploration and evaluation relates to the development of an integrated Coal to Chemicals plant, supported by an open-cut coal mine at the Group's Arckaringa Project in South Australia.

   10.        INVESTMENTS IN SUBSIDIARIES 
 
                                                 Company 
                                             2015        2014 
                                            GBP'000     GBP'000 
  Cost 
  Investments in subsidiaries 
   - opening and closing balance              1,432       1,432 
                                         ==========  ========== 
 
 
 
    Subsidiaries of Altona         Country of         Holding         Nature of Business 
    Energy Plc                    Registration 
                                                   2015    2014 
                                                     %       % 
  Direct 
  Altona Australia Pty 
   Ltd                                Australia     100     100    Dormant holding Company 
  Altona Investment Holding     British Virgin        -     100    Holding Company 
   Ltd*                             Islands 
  Indirect 
  Arckaringa Energy Pty                                            Evaluation of the 
   Ltd                                Australia     100     100     Arckaringa Project 
  Arckaringa Coal Chemical            Australia     100       -    Evaluation of the 
   Joint Venture Co Pty                                             Arckaringa Project 
   Ltd 
 
 

* liquidated during the year

   11.        TRADE AND OTHER RECEIVABLES 
 
                                                   Group                   Company 
                                             2015         2014         2015        2014 
                                            GBP'000      GBP'000      GBP'000     GBP'000 
  Current trade and other receivables 
  Tax credit receivable                           63          106           -           - 
  Taxes & Social security receivable              12           26          11          26 
  Prepayments and other receivables 
   (i)                                            47           70          47          70 
                                        ------------  -----------  ----------  ---------- 
                                                 122          202          58          96 
                                        ============  ===========  ==========  ========== 
 
 
  Non-current other receivables 
  Loans due from Group companies 
   (ii)                              -     -    9,091    10,311 
  Rent deposit (i)                   -    76        -        76 
  Tenement bond                      2     3        -         - 
                                   ---  ----  -------  -------- 
                                     2    79    9,091    10,387 
                                   ===  ====  =======  ======== 
 

(i) Other receivables are non-interest bearing and generally repayable between 30-60 days. Included within other receivables is an amount for rent deposit which is refundable upon expiry of the lease.

(ii) The loans to wholly owned subsidiaries are non-interest bearing and are repayable on demand, however payment is not anticipated to be within one year.

The other receivables remain within their contractual maturity at 30 June 2015 (30 June 2014)

   12.        TRADE AND OTHER PAYABLES 
 
                                         Group                  Company 
                                    2015        2014        2015        2014 
                                   GBP'000     GBP'000     GBP'000     GBP'000 
  Trade payables                        78         127          70          46 
  Accruals and other payables           30          28          24          24 
                                       108         155          94          70 
                                ==========  ==========  ==========  ========== 
 

Trade and other payables are non-interest bearing and are normally settled on terms of 30 days from month end. The trade and other payables remain within their contractual maturity at 30 June 2015 and 30 June 2014.

   13.        PROVISIONS 
 
                                     Group                  Company 
                                2015        2014        2015        2014 
                               GBP'000     GBP'000     GBP'000     GBP'000 
  Current provision 
  Taxes & Social Security          790         790         790         790 
                            ----------  ----------  ----------  ---------- 
 
 

Current year disclosure:

The Directors have continued to discuss the potential liability with HMRC and its professional advisors during the year under review and subsequently. The Directors have reviewed the basis of the provision made in the 2014 financial statements and consider the provision remains appropriate. There is an ongoing discussion between the Company and a former director regarding a settlement agreement entered into during the year. No provision has been made at 30 June 2015 because in the opinion of the Directors the conditions in the settlement agreement had not been satisfied and the Company has no constructive or legal obligation.

Prior year disclosure:

The provision is in respect of a potential liability to HMRC for income tax not deducted and accounted for under the PAYE system, and National Insurance Contributions not accounted for, in each case in respect of payments made on a gross basis to private companies for the provision of the services of a former director.

The precise amount of the Company's liability to HMRC is currently under negotiation. The sum provided represents, in the view of the Directors, having taken professional advice, a best estimate of the Company's probable current liability in this context. While the quantum of the provision represents their best estimate, of the ultimate liability, no assurance can be given that the estimate will prove to be accurate. The Company has submitted arguments which, if accepted, would result in a significantly lower liability. It is not, however, anticipated that the liability could be entirely eliminated, even if the Company's assertions are accepted in full.

The Company, having taken professional advice, considers that it has potential claims against third parties, whereby they may be found liable to compensate the Company for a material part of the Company's liability eventually agreed with HMRC. If it is necessary to pursue such claims by legal proceedings, some element of irrecoverable costs would inevitably be incurred. It is anticipated that the quantum of any such irrecoverable costs would not be substantial relative to the potential recovery.

   14.        SHARE CAPITAL 
 
                                               Group                  Company 
  Allotted, called up and fully           2015        2014        2015        2014 
   paid                                  GBP'000     GBP'000     GBP'000     GBP'000 
  791,956,853 ordinary shares 
   of 0.1p each (2014: 791,956,853)          792         792         792         792 
                                      ==========  ==========  ==========  ========== 
 

During the year the Company issued the following Ordinary 0.1 pence fully paid shares:

 
  Date                Issue Price                  Number of     Nominal    Share premium 
                                                      Shares       Value          GBP'000 
                                                                 GBP'000 
  30 June 2013        Closing balance            561,956,853         562           14,949 
                      Placing shares at 1.4p 
  8 October 2013       per share                  59,700,000          60              776 
                      Placing shares at 1.4p 
  14 January 2014      per share                 170,300,000         170            2,214 
   Cost of issue                                           -           -            (161) 
  30 June 2014 
   and 30 June 
   2015               Closing balance            791,956,853         792           17,778 
                                               =============  ==========  =============== 
 
   15.        SHARE-BASED PAYMENTS 

The Company periodically grants share options to employees, consultants and Directors, as approved by the Board. At 30 June 2015 and 30 June 2014, the following share options were outstanding in respect of the ordinary shares:

Year ended 30 June 2015

 
  Grant        Expiry          Number         Issued      Forfeited      Exercised     Number of       Exercise 
   Date         Date          of Options      in Year      / Expired      in Year        Options       Price per 
                             Outstanding                  / Cancelled                  Outstanding      Option 
                             at beginning                                               at end of 
                                of the                                                  the year 
                                 year 
   30.03.10     29.03.15        1,300,000           -     (1,300,000)            -               -     10.00p(1) 
   28.01.13     28.01.18        4,515,000           -               -            -       4,515,000      1.50p(1) 
   08.04.13     08.04.18        4,500,000           -               -            -       4,500,000      1.56p(1) 
   28.03.14     28.03.19       27,000,000           -    (21,250,000)            -       5,750,000      1.50p(3) 
   28.03.14     28.03.19       27,000,000           -    (21,250,000)            -       5,750,000      3.00p(3) 
                               64,315,000           -    (43,800,000)            -      20,515,000 
                          ---------------  ----------  --------------  -----------  --------------  ------------ 
 

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