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REG - Berkeley Resources - Annual Financial Report <Origin Href="QuoteRef">BKY.AX</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSY5816Sa 

dividends paid and returns of
capital by the Company during the current and previous four financial years. 
 
The Board does not directly base remuneration levels on the Company's share
price or movement in the share price over the financial year and the previous
four financial years.  Discretionary annual cash bonuses are based upon
achieving various non-financial KPI as detailed under 'Performance Based
Remuneration - Short Term Incentive' and are not based on share price or
earnings. As noted above, a number of Key Management Personnel have also been
granted Performance Rights and options, which generally will be of greater
value should the value of the Company's shares increase (subject to vesting
conditions being met), and in the case of options, increase sufficiently to
warrant exercising the incentive options granted. 
 
Impact of Earnings on Key Management Personnel Remuneration 
 
As discussed above, the Group is currently undertaking exploration and
development activities, and does not expect to be undertaking profitable
operations until sometime after the successful commercialisation, production
and sales of commodities from one or more of its current projects. 
 
Accordingly the Board does not consider earnings during the current and
previous four financial years when determining, and in relation to, the nature
and amount of remuneration of KMP. 
 
Remuneration Policy for Non-Executive Directors 
 
The Board policy is to remunerate Non-Executive Directors at market rates for
comparable companies for time, commitment and responsibilities. Given the
current size, nature and risks of the Company, incentive options have been
used to attract and retain Non-Executive Directors.  The Board determines
payments to the Non-Executive Directors and reviews their remuneration
annually, based on market practice, duties and accountability. Independent
external advice is sought when required. 
 
The maximum aggregate amount of fees that can be paid to Non-Executive
Directors is subject to approval by shareholders at a General Meeting.  Fees
for Non-Executive Directors are not linked to the performance of the economic
entity.  However, to align Directors' interests with shareholder interests,
the Directors are encouraged to hold shares in the Company and Non-Executive
Directors have received Performance Rights and incentive options in order to
secure their services and as a key component of their remuneration. 
 
General 
 
Where required, KMP receive superannuation contributions (or foreign
equivalent), currently equal to 9.25% of their salary (increased to 9.5% from
1 July 2014), and do not receive any other retirement benefit.  From time to
time, some individuals have chosen to sacrifice part of their salary to
increase payments towards superannuation. 
 
All remuneration paid to KMP is valued at cost to the company and expensed. 
Incentive options are valued using the Binomial option valuation methodology
and validated by the Black Scholes option pricing model. The value of these
incentive options is expensed over the vesting period. The fair value of the
Performance Rights granted is estimated as at the date of grant using the
seven day volume weighted average share price prior to issuance. The value of
the Performance Right is expensed over the vesting period. 
 
Key Management Personnel Remuneration 
 
Details of the nature and amount of each element of the remuneration of each
Director and other KMP of the Company or Group for the financial year are as
follows: 
 
                             Short-term Benefits                                                                                                       
 2014                        Salary & Fees        Post Employ-ment Benefits  Cash Bonus  Share-Based Payments  Other Non-Cash Benefits(3)$  Total      Percentage                                                Percent-age Performance Related  
                             $                    $                          $           $                                                  $          of Total Remunerat-ion that Consists of Options/ Rights   %                                
                                                                                                                                                       %                                                                                          
 Directors                                                                                                                                                                                                                                        
 Ian Middlemas               50,000               -                          -           -                     -                            50,000     -                                                         -                                
 James Ross                  50,000               -                          -           59,235                -                            109,235    54.23                                                     54.23                            
 Robert Behets(1)            253,400              -                          -           142,163               -                            395,563    35.94                                                     35.94                            
 Other KMP                                                                                                                                                                                                                                        
 Francisco Bellón del Rosal  280,774              19,710                     36,944      113,383               47,776                       498,587    22.74                                                     30.15                            
 Javier Colilla Peletero     280,768              17,520                     36,944      152,902               17,028                       505,162    30.27                                                     37.58                            
 Clint McGhie(2)             -                    -                          -           106,623               -                            106,623    100.00                                                    100.00                           
 Total                       914,942              37,230                     73,888      574,306               64,804                       1,665,170                                                                                             
 
 
Notes 
 
(1)            Mr Behets received Directors fees of $50,000 and consulting
fees of $203,400 for additional services provided to  the company; 
 
(2)            Mr McGhie provides services as the Company Secretary and Chief
Financial Officer through a services agreement between Berkeley and Apollo
Group Pty Ltd.  Under the agreement, Apollo Group Pty Ltd provides
administrative, company secretarial and accounting services, and the provision
of a fully serviced office to the Company for a monthly retainer of $24,000
(2013: $24,000); and 
 
(3)            Other Non-Cash Benefits includes payments made for housing and
car benefits. 
 
                             Short-term Benefits                                                                                                       
 2013                        Salary & Fees        Post Employ-ment Benefits  Cash Bonus  Share-Based Payments  Other Non-Cash Benefits(5)$  Total      Percentage                                                Percent-age Performance Related  
                             $                    $                          $           $                                                  $          of Total Remunerat-ion that Consists of Options/ Rights   %                                
                                                                                                                                                       %                                                                                          
 Directors                                                                                                                                                                                                                                        
 Ian Middlemas               100,000              -                          -           -                     -                            100,000    -                                                         -                                
 James Ross                  50,000               -                          -           17,423                -                            67,423     25.84                                                     25.84                            
 Robert Behets(1)            206,600              -                          -           41,816                -                            248,416    16.83                                                     16.83                            
 Jose Ramon Esteruelas(2)    24,726               -                          -           -                     -                            24,726     -                                                         -                                
 Matthew Syme(3)             4,484                -                          -           -                     -                            4,484      -                                                         -                                
 Other KMP                                                                                                                                                                                                                                        
 Francisco Bellón del Rosal  250,258              15,601                     25,163      94,877                21,710                       407,609    23.28                                                     29.45                            
 Javier Colilla Peletero     234,550              13,851                     25,163      113,991               10,404                       397,959    28.64                                                     34.97                            
 Clint McGhie(4)             -                    -                          -           31,362                -                            31,362     100.00                                                    100.00                           
 Total                       870,618              29,452                     50,326      299,469               32,114                       1,281,979                                                                                             
 
 
Notes 
 
(1)            Mr Behets received Directors fees of $50,000 and consulting
fees of $156,600 for additional services provided to  the company; 
 
(2)            Mr Esteruelas resigned as a Non-Executive Director of the
Company on 29 November 2012; 
 
(3)            Mr Syme resigned as a Non-Executive Director of the Company on
2 August 2012; 
 
(4)            Mr McGhie provides services as the Company Secretary and Chief
Financial Officer through a services agreement between Berkeley and Apollo
Group Pty Ltd.  Under the agreement, Apollo Group Pty Ltd provides
administrative, company secretarial and accounting services, and the provision
of a fully serviced office to the Company for a monthly retainer of $24,000
(2012: $24,000); and 
 
(5)            Other Non-Cash Benefits includes payments made for housing and
car benefits. 
 
Options and Performance Rights Granted to KMP 
 
There were no Unlisted Options or Performance Rights granted to Key Management
Personnel during the year ended 30 June 2014. 
 
Details of Unlisted Options and Performance Rights granted by the Company to
each Key Management Personnel of the Group during the year ended 30 June 2013
are as follows: 
 
 2013                     Options/ Rights(1)  Grant      Expiry     Exercise Price  Grant Date Fair Value  No. Granted  Total Value of Options/ Rights Granted$  No. Vested at 30 June 2013  No. Vested at 30 June 2014  
                                              Date       Date       $               $                                                                                                                                    
 Directors                                                                                                                                                                                                               
 James Ross               Rights              12-Apr-13  30-Jun-14  -               0.309                  100,000      30,900                                   -                           100,000                     
 James Ross               Rights              12-Apr-13  30-Jun-15  -               0.309                  100,000      30,900                                   -                           -                           
 James Ross               Rights              12-Apr-13  31-Dec-16  -               0.309                  100,000      30,900                                   -                           -                           
 James Ross               Rights              12-Apr-13  31-Dec-17  -               0.309                  100,000      30,900                                   -                           -                           
 Robert Behets            Rights              12-Apr-13  30-Jun-14  -               0.309                  240,000      74,160                                   -                           240,000                     
 Robert Behets            Rights              12-Apr-13  30-Jun-15  -               0.309                  240,000      74,160                                   -                                                       
 Robert Behets            Rights              12-Apr-13  31-Dec-16  -               0.309                  240,000      74,160                                   -                                                       
 Robert Behets            Rights              12-Apr-13  31-Dec-17  -               0.309                  240,000      74,160                                   -                                                       
 Other KMP                                                                                                                                                                                                               
 Francisco Bellón         Rights              12-Apr-13  30-Jun-14  -               0.309                  100,000      30,900                                   -                           100,000                     
 del Rosal                                                                                                                                                                                                               
 Francisco Bellón         Rights              12-Apr-13  30-Jun-15  -               0.309                  100,000      30,900                                   -                           -                           
 del Rosal                                                                                                                                                                                                               
 Francisco Bellón         Rights              12-Apr-13  31-Dec-16  -               0.309                  200,000      61,800                                   -                           -                           
 del Rosal                                                                                                                                                                                                               
 Francisco Bellón         Rights              12-Apr-13  31-Dec-17  -               0.309                  250,000      77,250                                   -                           -                           
 del Rosal                                                                                                                                                                                                               
 Javier Colilla Peletero  Options             9-Nov-12   22-Dec-15  0.475           0.210                  750,000      157,500                                  -                           375,000                     
 Javier Colilla Peletero  Rights              12-Apr-13  30-Jun-14  -               0.309                  100,000      30,900                                   -                           100,000                     
 Javier Colilla Peletero  Rights              12-Apr-13  30-Jun-15  -               0.309                  100,000      30,900                                   -                           -                           
 Javier Colilla Peletero  Rights              12-Apr-13  31-Dec-16  -               0.309                  200,000      61,800                                   -                           -                           
 Javier Colilla Peletero  Rights              12-Apr-13  31-Dec-17  -               0.309                  250,000      77,250                                   -                           -                           
 Clint McGhie             Rights              12-Apr-13  30-Jun-14  -               0.309                  180,000      55,620                                   -                           180,000                     
 Clint McGhie             Rights              12-Apr-13  30-Jun-15  -               0.309                  180,000      55,620                                   -                           -                           
 Clint McGhie             Rights              12-Apr-13  31-Dec-16  -               0.309                  180,000      55,620                                   -                           -                           
 Clint McGhie             Rights              12-Apr-13  31-Dec-17  -               0.309                  180,000      55,620                                   -                           -                           
 
 
Notes 
 
(1)           For details on the valuation of the Unlisted Options and
Performance Rights, including models and assumptions used, please refer to
Note 17 to the financial statements. 
 
Details of the value of options and rights granted, exercised or lapsed for
each Key Management Person of the Company or Group during the financial year
are as follows: 
 
 2014                        Value of options/ rights granted during the year(1)$  Value of options/ rights exercised during the year$  Value of options/ rights lapsed during the year$  Value of options/ rights included in remuneration for the year$  Percentage of remuneration that consists of options/ rights %  
 Directors                                                                                                                                                                                                                                                                                                                
 James Ross                  -                                                     25,230(1)                                            -                                                 59,235                                                           54.23                                                          
 Robert Behets               -                                                     60,552(1)                                            -                                                 142,163                                                          35.94                                                          
 Other KMP                                                                                                                                                                                                                                                                                                                
 Francisco Bellón del Rosal  -                                                     25,230(1)                                            -                                                 113,383                                                          22.74                                                          
 Javier Colilla Peletero     -                                                     25,230(1)                                            -(2)                                              152,902                                                          30.27                                                          
 Clint McGhie                -                                                     45,414(1)                                            -                                                 106,623                                                          100.00                                                         
 
 
Notes 
 
(1)           On 31 December 2013, Performance Rights expiring 30 June 2014
were exercised. The value of the Performance Rights exercised is calculated
using the 5 day VWAP on 18 December 2013 ($0.2523), which was the date that
the performance milestone was considered to be satisfied; and 
 
(2)           1,000,000 Unlisted Options with an exercise price of $1.35
expired on 18 June 2014. 
 
 2013                        Value of options/ rights granted during the year(1)$  Value of options/ rights exercised during the year$  Value of options/ rights lapsed during the year$  Value of options/ rights included in remuneration for the year$  Percentage of remuneration that consists of options/ rights %  
 Directors                                                                                                                                                                                                                                                                                                                
 James Ross                  123,600                                               -                                                    -(2)                                              17,423                                                           25.84                                                          
 Robert Behets               296,640                                               -                                                    -                                                 41,816                                                           16.83                                                          
 Jose Ramon Esteruelas(3)    -                                                     -                                                    -(2)                                              -                                                                -                                                              
 Matthew Syme(4)             -                                                     -                                                    -(5)                                              -                                                                -                                                              
 Other KMP                                                                                                                                                                                                                                                                                                                
 Francisco Bellón del Rosal  200,850                                               -                                                    -                                                 94,877                                                           23.28                                                          
 Javier Colilla Peletero     358,350                                               -                                                    -                                                 113,991                                                          28.64                                                          
 Clint McGhie                222,480                                               -                                                    -                                                 31,362                                                           100.00                                                         
 
 
Notes 
 
(1)           For details on the valuation of the options and rights,
including models and assumptions used, please refer to Note 17 to the
financial statements; 
 
(2)           250,000 Listed Options exercisable at $0.75 expired on 15 May
2013; 
 
(3)           Señor Esteruelas resigned as a Non-Executive Director of the
Company on 29 November 2012; 
 
(4)           Mr Syme resigned as a Non-Executive Director of the Company on 2
August 2012; and 
 
(5)           1,000,000 Listed Options exercised at $0.75 expired on 15 May
2013. 
 
Employment Contracts with Directors and Executive Officers 
 
Current Directors 
 
From the date of his appointment, Mr Ian Middlemas received a fixed
remuneration component of $100,000 per annum inclusive of superannuation which
is the amount previously set by the Board for the position of Chairman.
Effective from 1 July 2013, the fee for the Chairman has been reduced to
$50,000 per annum inclusive of superannuation. 
 
Dr James Ross, Non-Executive Director, has a letter of engagement with
Berkeley Resources Limited that was last updated on 15 January 2011 when he
was appointed Chairman.  Following the appointment of Mr Ian Middlemas as
Chairman on 27 April 2012, Dr Ross became the Deputy Chairman of the Company.
From 27 April 2012, Dr Ross receives a fixed remuneration component of $50,000
per annum inclusive of superannuation as previously set by the Board for
Non-Executive Directors. The letter of engagement also includes a consultancy
arrangement which provides for a consultancy fee at the rate of $1,200 per day
for technical geological work done. The consultancy arrangement has a rolling
term and may be terminated by the Company by giving 1 months' notice. 
 
Dr Ross was granted the following Performance Rights following Shareholder
approval on 12 April 2013: 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2014 (exercised on 31 December 2013); 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2015; 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2016; and 
 
•     10,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2017. 
 
Mr Robert Behets has a services agreement with the Company dated 18 June 2012,
which provides for a consultancy fee at the rate of $1,200 per day for
management and technical services provided by Mr Behets. Either party may
terminate the agreement without penalty or payment by giving 2 months' notice.
In addition, Mr Behets also receives the fixed remuneration component of
$50,000 per annum inclusive of superannuation as previously set by the Board
for Non-Executive Directors. 
 
Mr Behets was granted the following Performance Rights following Shareholder
approval on 12 April 2013: 
 
•     240,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2014 (exercised on 31 December 2013); 
 
•     240,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2015; 
 
•     240,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2016; and 
 
•     240,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2017. 
 
Current other KMP 
 
Mr Francisco Bellón, has a contract of employment dated 14 April 2011 and
amended on 1 July 2011.  The contract specifies the duties and obligations to
be fulfilled by the General Manager Operations.  The contract has a rolling
term and may be terminated by the Company giving 6 months notice, or 12 months
in the event of a change of control of the Company.  No amount is payable in
the event of termination for neglect of duty or gross misconduct.  Mr Bellón
receives a fixed remuneration component of E190,000 per annum plus compulsory
social security contributions regulated by Spanish law, as well as the
provision of accommodation in Salamanca and a motor vehicle. 
 
The Board granted Mr Bellón 1,000,000 Unlisted Options exercisable at $0.41
each on or before 21 September 2015 under the employee share option scheme. 
These Options vest in three equal tranches on 21 September 2012, 21 September
2013 and 21 September 2014. 
 
Mr Bellón was also granted the following Performance Rights: 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2014 (exercised on 31 December 2013); 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2015; 
 
•     200,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2016; and 
 
•     250,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2017. 
 
All performance rights vest after the achievement of various milestones as
approved in the Berkeley Resources Limited Employee Performance Rights Plan. 
 
Mr Javier Colilla Peletero, has a contract of employment dated 1 July 2010. 
The contract specifies the duties and obligations to be fulfilled by the
Senior Vice President Corporate.  The contract has a rolling term and may be
terminated by the Company giving 3 months notice, or 12 months in the event of
a change of control of the Company or if the appointment becomes redundant. 
No amount is payable in the event of termination for neglect of duty or gross
misconduct.  Mr Colilla receives a fixed remuneration component of E190,000
per annum plus compulsory social security contributions regulated by Spanish
law, as well as an allowance for the use of his private motor vehicle. 
 
The Board has granted Mr Colilla 750,000 Incentive Options exercisable at
$0.475 each. These Options vest in two equal tranches on 12 December 2013 and
12 December 2014 and expire on 22 December 2015. 
 
Mr Colilla was also granted the following Performance Rights: 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2014 (exercised on 31 December 2013); 
 
•     100,000 Performance Rights exercisable for Nil consideration each on or
before 30 June 2015; 
 
•     200,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2016; and 
 
•     250,000 Performance Rights exercisable for Nil consideration each on or
before 31 December 2017. 
 
All Performance Rights vest after the achievement of various milestones as
approved in the Berkeley Resources Limited Employee Performance Rights Plan. 
 
Equity instruments held by Key Management Personnel 
 
Option and Performance Right holdings of Key Management Personnel 
 
 2014                        Held at       Granted as Compen-sation  Options exercised/ Rights Converted  Net Other Changes  Held at        Vested and exercise-able at 30 June 2014  
                             1 July 2013                                                                                     30 June 2014                                             
 Directors                                                                                                                                                                            
 Ian Middlemas               4,000,000     -                         -                                    -                  4,000,000      4,000,000                                 
 James Ross                  400,000       -                         (100,000)                            -                  300,000        -                                         
 Robert Behets               1,960,000     -                         (240,000)                            -                  1,720,000      1,000,000                                 
 Executives                                                                                                                                                                           
 Francisco Bellón del Rosal  1,650,000     -                         (100,000)                            -                  1,550,000      666,666                                   
 Javier Colilla Peletero     2,400,000     -                         (100,000)                            (1,000,000)(1)     1,300,000      375,000                                   
 Clint McGhie                720,000       -                         (180,000)                            -                  540,000        -                                         
 
 
Notes 
 
(1)   1,000,000 Unlisted Options granted to Mr Colilla expired on 18 June
2014. 
 
Shareholdings of Key Management Personnel 
 
 2014                        Held at       Granted as Compen-sation  Options exercised / Rights converted  Net Other Changes  Held at        
                             1 July 2013                                                                                      30 June 2014   
 Directors                                                                                                                                   
 Ian Middlemas               5,300,000     -                         -                                     -                  5,300,000      
 James Ross                  315,000       -                         100,000                               -                  415,000        
 Robert Behets               1,000,000     -                         240,000                               -                  1,240,000      
 Executives                                                                                                                                  
 Francisco Bellón del Rosal  103,200       -                         100,000                               -                  203,200        
 Javier Colilla Peletero     350,000       -                         100,000                               -                  450,000        
 Clint McGhie                -             -                         180,000                               -                  180,000        
 
 
Loans from Key Management Personnel 
 
No loans were provided to or received from KMP during the year ended 30 June
2014 (2013: Nil). 
 
End of Remuneration Report. 
 
AUDITOR'S AND OFFICERS' INDEMNITIES AND INSURANCE 
 
Under the Constitution the Company is obliged, to the extent permitted by law,
to indemnify an officer (including Directors) of the Company against
liabilities incurred by the officer in that capacity, against costs and
expenses incurred by the officer in successfully defending civil or criminal
proceedings, and against any liability which arises out of conduct not
involving a lack of good faith. 
 
During the financial year, the Company has paid an insurance premium to insure
Directors and officers of the Company against certain liabilities arising out
of their conduct while acting as a Director or Officer of the Company.  The
net premium paid was $17,472 (2013: $18,098).  Under the terms and conditions
of the insurance contract, the nature of liabilities insured against cannot be
disclosed. 
 
The Company has not, during or since the end of the financial year,
indemnified or agreed to indemnify an auditor of the Company or of any related
body corporate against any liability incurred. 
 
NON-AUDIT SERVICES 
 
There were no non-audit services provided by the auditor (or by another person
or firm on the auditor's behalf) during the financial year. 
 
AUDITOR'S INDEPENDENCE DECLARATION 
 
The auditor's independence declaration is on page 65 of the Annual Financial
Report. 
 
This report is made in accordance with a resolution of the Directors made
pursuant to section 298(2) of the Corporations Act 2001. 
 
For and on behalf of the Directors 
 
ROBERT BEHETS 
 
Non-Executive Director 
 
25 September 2014 
 
Competent Persons Statement 
 
The information in this announcement that relates to 2014 Exploration Results
is extracted from Berkeley's ASX announcement dated 18 August 2014 which is
available to view on www.berkeleyresources.com.au. The information in the
original ASX Announcement was based on information compiled by Robert Behets,
who is a Fellow of The Australasian Institute of Mining and Metallurgy. Mr.
Behets is a holder of shares, options and performance rights in, and is a
director of Berkeley Resources Limited. Mr. Behets has sufficient experience
which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the 'Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves'. The
Company confirms that it is not aware of any new information or data that
materially affects the information included in the original market
announcement. The Company confirms that the form and context in which the
Competent Person's findings are presented have not been materially modified
from the original market announcement. 
 
The information in this announcement that relates to earlier Exploration
Results and Mineral Resources is extracted from Berkeley's ASX announcements
dated 31 July 2012 (June 2012 Quarterly Report), 31 October 2012 (September
2012 Quarterly Report), 7 August 2013 and 26 September 2013 which are
available to view on Berkeley's website at www.berkeleyresources.com.au. The
information in the original ASX announcements was based on information
compiled by Craig Gwatkin, who is a Member of The Australian Institute of
Mining and Metallurgy and was an employee of Berkeley Resources Limited. Mr.
Gwatkin has sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the activity
which he is undertaking to qualify as a Competent Person as defined in the
2004 Edition of the 'Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves'. Mr. Gwatkin consents to the inclusion in
the report of the matters based on his information in the form and context in
which it appears. This information was prepared and first disclosed under the
JORC Code 2004. It has not been updated since to comply with the JORC Code
2012 on the basis that the information has not materially changed since it was
last reported. 
 
The information in this Report that relates to the Pre-Feasibility Study is
extracted from Berkeley's ASX announcement dated 26 September 2013 which is
available to view on Berkeley's website at www.berkeleyresources.com.au. The
information in the original ASX announcement was based on information compiled
by Neil Senior of SENET (Pty) Ltd. Mr. Senior is a Fellow of The South African
Institute of Mining and Metallurgy and has sufficient experience which is
relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2004 Edition of the 'Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr.
Senior consents to the inclusion in the report of the matters based on his
information in the form and context in which it appears. This information was
prepared and first disclosed under the JORC Code 2004. It has not been updated
since to comply with the JORC Code 2012 on the basis that the information has
not materially changed since it was last reported. 
 
Production Target 
 
The Production Target stated in this Report is based on the Company's
Pre-Feasibility Study ('PFS') for the Salamanca Project as released to the ASX
on 26 September 2013. The information in relation to the Production Target
that the Company is required to include in a public report in accordance with
ASX Listing Rule 5.16 was included in the Company's June 2014 Quarterly Report
released to the ASX on 24 July 2014. 
 
The Company confirms that the material assumptions underpinning the PFS and
Production Target referenced in the 26 September 2013 and 24 July 2014
releases continue to apply and have not materially changed. 
 
Forward Looking Statement 
 
Statements regarding plans with respect to the Company's mineral properties
are forward-looking statements. There can be no assurance that the Company's
plans for development of its mineral properties will proceed as currently
expected. There can also be no assurance that the Company will be able to
confirm the presence of additional mineral deposits, that any mineralisation
will prove to be economic or that a mine will successfully be developed on any
of the Company's mineral properties. 
 
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 
 
FOR THE YEAR ENDED 30 JUNE 2014 
 
                                                                                                     
                                                                                 Note   2014         2013          
                                                                                        $            $             
                                                                                                                   
 Revenue from continuing operations                                              2      1,163,371    2,246,911     
                                                                                                                   
 Corporate and administration expenses                                                  (996,652)    (975,298)     
 Exploration and evaluation expenses                                                    (6,935,123)  (11,999,142)  
 Share-based payments                                                            3(b)   (809,174)    (417,918)     
 Loss before income tax benefit/ (expense)                                              (7,577,578)  (11,145,447)  
 Income tax benefit/ (expense)                                                   4      43,630       (43,630)      
 Loss after income tax benefit/ (expense)                                               (7,533,948)  (11,189,077)  
                                                                                                                   
 Other Comprehensive Income, net of income tax                                                                     
 Items that will not be reclassified subsequently to profit or loss                     -            -             
 Items that may be classified subsequently to profit or loss                                                       
 Exchange differences arising on translation of foreign operations                      172,516      1,185,200     
 Other Comprehensive Income, net of income tax                                          172,516      1,185,200     
 Total Comprehensive Loss for the year                                                  (7,361,432)  (10,003,877)  
                                                                                                                   
 Loss attributable to Members of Berkeley Resources Limited                             (7,533,948)  (11,189,077)  
 Total comprehensive loss attributable to Members of Berkeley Resources Limited         (7,361,432)  (10,003,877)  
                                                                                                                   
 Earnings per share                                                                                                
 Basic loss per share from continuing operations (cents per share)               21(a)  (4.19)       (6.24)        
 Diluted loss per share from continuing operations (cents per share)             21(b)  (4.19)       (6.24)        
 
 
The above Consolidated Statement of Profit or Loss and Other Comprehensive
Income should be read in conjunction with the accompanying notes. 
 
CONSOLIDATED STATEMENT OF 
 
FINANCIAL POSITION 
 
AS AT 30 JUNE 2014 
 
                                                                            
                                                       Note   2014          2013          
                                                              $             $             
 ASSETS                                                                                   
 Current Assets                                                                           
 Cash and cash equivalents                             22(b)  20,245,401    27,736,790    
 Trade and other receivables                           5      549,183       796,168       
 Total Current Assets                                         20,794,584    28,532,958    
                                                                                          
 Non-current Assets                                                                       
 Exploration expenditure                               6      14,268,990    14,173,930    
 Property, plant and equipment                         7      1,785,251     1,881,538     
 Other financial assets                                8      132,003       70,450        
 Total Non-current Assets                                     16,186,244    16,125,918    
                                                                                          
 TOTAL ASSETS                                                 36,980,828    44,658,876    
                                                                                          
 LIABILITIES                                                                              
 Current Liabilities                                                                      
 Trade and other payables                              9      1,130,791     2,215,203     
 Income tax payable                                           -             43,630        
 Other financial liabilities                           10     268,029       263,443       
 Total Current Liabilities                                    1,398,820     2,522,276     
                                                                                          
 TOTAL LIABILITIES                                            1,398,820     2,522,276     
                                                                                          
 NET ASSETS                                                   35,582,008    42,136,600    
                                                                                          
 EQUITY                                                                                   
 Equity attributable to equity holders of the Company                                     
 Issued capital                                        11     119,358,591   119,061,813   
 Reserves                                              12     (1,180,339)   30,673        
 Accumulated losses                                    13     (82,596,244)  (76,955,886)  
                                                                                          
 TOTAL EQUITY                                                 35,582,008    42,136,600    
 
 
The above Statement of Financial Position should be read in conjunction with
the accompanying Notes 
 
CONSOLIDATED STATEMENT OF CASH FLOWS 
 
FOR THE YEAR ENDED 30 JUNE 2014 
 
                                                                                       
                                                                   Note   2014         2013          
                                                                          $            $             
                                                                                                     
 Cash flows from operating activities                                                                
 Payments to suppliers and employees                                      (8,368,242)  (11,492,269)  
 Interest received                                                        721,588      1,476,989     
 Rebates received                                                         338,074      737,198       
 Net cash outflow from operating activities                        22     (7,308,580)  (9,278,083)   
                                                                                                     
 Cash flows from investing activities                                                                
 Exploration acquisition costs                                            (108,118)    (36,489)      
 Payments for property, plant and equipment                               (74,177)     (798,644)     
 Net cash outflow from investing activities                               (182,295)    (835,133)     
                                                                                                     
 Cash flows from financing activities                                                                
 Proceeds from issue of shares and options                                -            71,786        
 Transaction costs from issue of securities                               (2,334)      -             
 Net cash inflow/(outflow) from financing activities                      (2,334)      71,786        
                                                                                                     
 Net decrease in cash and cash equivalents held                           (7,493,209)  (10,041,430)  
 Cash and cash equivalents at the beginning of the financial year         27,736,790   37,716,585    
                                                                                                     
 Effects of exchange rate changes on cash and cash equivalents            1,820        61,635        
 Cash and cash equivalents at the end of the financial year        22(b)  20,245,401   27,736,790    
 
 
The above Statement of Cash Flows should be read in conjunction with the
accompanying Notes 
 
 CONSOLIDATED STATEMENT OF                            
 CHANGES IN EQUITYFOR THE YEAR ENDED 30 JUNE 2014     
 
 
                                                                                               Issued Capital  Share Based Payments Reserve  Foreign Currency Translation Reserve  AccumulatedLosses  Total Equity  
                                                                                               
               
$                            $                                     
$                 
             
                                                                                               $                                                                                                      $             
 As at 1 July 2013                                                                             119,061,813     2,623,721                     (2,593,048)                           (76,955,886)       42,136,600    
 Net loss for the year                                                                         -               -                             -                                     (7,533,948)        (7,533,948)   
 Other Comprehensive Income:Exchange differences arising on translation of foreign operations  -               -                             172,516                               -                  172,516       
 Total comprehensive loss                                                                      -               -                             172,516                               (7,533,948)        (7,361,432)   
 Transactions with owners, recorded directly in equity:                                                                                                                                                             
 Conversion of Performance Rights                                                              299,112         (299,112)                     -                                     -                  -             
 Adjustment for expired options                                                                -               (1,893,590)                   -                                     1,893,590          -             
 Cost of share based payments                                                                  -               809,174                       -                                     -                  809,174       
 Share Issue costs                                                                             (2,334)         -                             -                                     -                  (2,334)       
 As at 30 June 2014                                                                            119,358,591     1,240,193                     (2,420,532)                           (82,596,244)       35,582,008    
 
 
                                                                                               Issued Capital  Share Based Payments Reserve  Foreign Currency Translation Reserve  AccumulatedLosses  Total Equity  
                                                                                               
               
$                            $                                     
$                 
             
                                                                                               $                                                                                                      $             
 As at 1 July 2012                                                                             118,930,526     4,363,630                     (3,778,248)                           (67,925,136)       51,590,772    
 Net loss for the year                                                                                                                                                             (11,189,077)       (11,189,007)  
 Other Comprehensive Income:Exchange differences arising on translation of foreign operations  -               -                             1,185,200                             -                  1,185,200     
 Total comprehensive loss                                                                      -               -                             1,185,200                             (11,189,077)       (10,003,877)  
 Transactions with owners, recorded directly in equity:                                                                                                                                                             
 Exercise of listed options                                                                    71,287          -                             -                                     -                  71,287        
 Reversal of share issue costs                                                                 60,000          -                             -                                     -                  60,000        
 Issue of options                                                                              -               500                           -                                     -                  500           
 Adjustment for expired options                                                                -               (2,158,327)                   -                                     2,158,327          -             
 Cost of share based payments                                                                  -               417,918                       -                                     -                  417,918       
 As at 30 June 2013                                                                            119,061,813     2,623,721                     (2,593,048)                           (76,955,886)       42,136,600    
 
 
The above Statement of Changes in Equity should be read in conjunction with
the accompanying Notes 
 
 The following sections are available in the full version of the Annual Financial Report on Berkeley Resources Limited's website:   www.berkeleyresources.com.au  
 Notes to and forming part of the Financial Statements                                                                                                              
 Directors' Declaration                                                                                                                                             
 Auditor's Independence Declaration                                                                                                                                 
 Independent Auditor's Report                                                                                                                                       
 
 
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