37
2012 Annual Report
The Board of Directors has a number of mechanisms
in place to ensure that management’s objectives and
activities are aligned with risks identified by the Board
of Directors. These include the following;
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Board approval of a strategic plan, which encompasses
strategy statements designed to meet shareholders
needs and manage business risks.
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Implementation of Board approved operating plans
and budgets and Board monitoring of progress against
these budgets.
The Board of Directors will on a regular basis, identify
likely risks and ways to mitigate such risks.
Changes in the State of Affairs
No changes to the state of affairs of the Group have
occurred during the financial year.
Dividends
The Board of Directors do not recommend the payment
of any dividend for the year.
Share Capital
During the year the Company issued 662,796,186 ordinary
shares via placements, on exercise of performance
rights, conversion of convertible shares and as
payment for services.
Details of the movements in share capital of the Company
during the year are set out in Note 14(a) to the consolidated
financial statements.
Share Options and Performance Rights
During the year no options of the Company to acquire
ordinary shares were exercised. During the year,
63,730,581 options were issued and 31,000,002 expired.
Under the Directors and Executives Performance Rights
Plan (approved by shareholders on 30 July 2010), 10 million
performance rights were exercised by Directors during the
year, resulting in the issue of the same number of ordinary
shares in the Company to those Directors. A further
100,000 performance rights were issued to employees and
1.5 million performance rights lapsed during the year.
Likely Developments and Expected Results
In the opinion of the Directors it may prejudice the
interests of the Company to provide additional information
in relation to the future developments and business
strategies of the operations of the Company and the
expected results of those operations in subsequent
financial years.
Environmental Regulation
The Group is subject to significant environmental
regulation in respect to its exploration activities. The
Group aims to ensure the appropriate standard of
environmental care is achieved, and in doing so, that it
is aware of and is in compliance with all environmental
legislation. The Directors of the Company are not aware
of any breach of environmental legislation for the year
under review.
Indemnification of Officers and Auditors
During the financial year, the Company has paid an
insurance premium in respect of a contract insuring
against liability of Directors and officers against claims
brought against them individually or jointly while
performing services for the Company, and against
expenses relating thereto, in accordance with the
Company’s constitution. In accordance with commercial
practice, the insurance prohibits disclosure of the amount
of the premium and the nature and the amount of the
liability covered.
Directors’ Meetings
During the year the Company held 4 meetings of Directors.
The attendance of Directors at meetings of the Board of
Directors were:
Directors
Directors’ Meetings
A
B
Stephen R Williams
4
4
Ryan Mount
4
4
Neil F Stuart
4
4
Notes:
A – Number of meetings attended.
B – Number of meetings held during the time the Director held
office during the year.