2011 Annual Report

Download as pdf or txt
Download as pdf or txt
You are on page 1of 36

AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES

REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

AS AT 31 DECEMBER 2011
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CHAIRMAN’S STATEMENT

Dear Shareholder:

It is with pleasure that I can report to the shareholders of Amur Minerals Corporation on the Company’s
progress during 2011. Exploration at the Company’s Kun-Manie project in Far East Russia has indicated
that there is substantial potential to increase resources at known deposits and in previously unexplored
areas. Despite the difficult financial markets, the Company has continued to strengthen its cash position
through fund raising and the continual monitoring of costs.

2011 Highlights

 Cash and cash equivalents have increased from US$3.1 million to US$4.4 million

 In May 2011 the Lanstead Capital LLP’s (Lanstead) July 2010 and October 2010 placings were
fully settled on an agreed accelerated basis with total proceeds of US$3.2 million

 The Company completed an additional fund raising in March 2011 with Lanstead for US$4 million
(£2.5 million) of which proceeds of US$1.2 million were received by 31 December 2011

 VAT refunds totalling RUR36 million (US$1.2 million) were received throughout the year

 Completion of an extensive geochemical and geophysical programme aimed at extending known


deposits with defined resources and to delineate new targets for the 2012 drilling programme

 Commencement of a metallurgical test work programme by SGS Minerals (SGS)

 Acquisition of diamond core drilling rig for use in the 2012 drilling programme

Financial Overview

The Company remained debt free through 2011 and was able to increase its cash reserves from US$3.1
million to US$4.4 million during the year.

The first source of additional funds came through the acceleration and closure of the Lanstead Capital
LLP (Lanstead) financing that was originally entered into in July 2010 and October of 2010. At the
beginning of 2011 there were 18 unexercised monthly settlements of the original 24, which Lanstead in
agreement with the Company undertook to exercise on an accelerated basis with the final settlement
made in May 2011. Because the Company’s share price was higher than that defined in the financing, the
Company was able to realise proceeds more than double the amount that was originally anticipated from
US$1.4 million to US$3.4 million.

Secondly, the Company entered in another placing and equity swap price mechanism with Lanstead in
March 2011 for US$4.044 million (£2.5 million) by placing 25 million new shares. During the year the
Company received seven of the 24 settlements with total proceeds thus far being US$1.2 million.

During the year refunds of Russian Value Added Tax (VAT) to our ZAO Kun-Maine subsidiary added
RUR36 million (approximately US$1.2 million), which brings up to date and to a close all outstanding
historical VAT claims.

Exploration Overview

The 2011 exploration programme included an extensive soil geochemical, rock chip sampling,
geophysical surveys, trenching activities and geological reconnaissance covering the Kurumkon Trend
area within the Company’s exploration licence area. The focus was on the 15 kilometre by 2.5 kilometre
Kurumkon Trend, which is the area that the Company has applied for a mining licence. The Kurumkon
Trend is geographically divided into three zones – West, Central and East. Each zone containing a nickel-

1
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CHAIRMAN’S STATEMENT

copper deposit explored by diamond drill core drilling. The three deposits are identified as Maly Kurumkon
(West), Vodorazdelny (Central) and Ikenskoe (East). Resources and reserves are drilled to Joint Ore
Reserve Committee (JORC) standard and independently estimated by SRK Consulting. The objective of
the 2011 programme was to define extensions immediately adjacent to these deposits and to identify the
potential that the three deposits could be much larger in scale. The second area, known as Yan Hegd, is
a 20 square kilometres zone located approximately 10 kilometres northeast of the Kurumkon Trend. Soil
geochemical sampling has defined a large nickel copper anomaly in the area.

West Zone

This West Zone contains the Maly Kurumkon deposit which has a length of approximately 1,000 metres
and contains the following JORC drilled resource and reserve estimate:

Tonnage Ni Ni Cu Cu
(Mt) (%) (t) (%) (t)
Indicated 15.0 0.49 73,700 0.13 19,900
Inferred 11.2 0.56 62,800 0.16 17,800
Total 26.2 0.52 136,500 0.14 37,700

2011 exploration results indicate that mineralisation could continue for another 1,250 metres to the
southeast towards the Gorni target that was identified in 2008. Drilling along the eastern flank of Maly
Kurumkon is planned for 2012 to further add to the resources and reserves of the Maly Kurumkon
deposit.

Additional trenching work was carried out on the Gorni target, located approximately four kilometres to the
east of Maly Kurumkon deposit. Trenching indicates that the nickel and copper host structure continues to
the west toward Maly Kurumkon. Additional soil geochem results located between Maly Kurumkon and
Gorni suggest that this could be a single larger target having a length approaching 4 to 5 kilometres.

Also located within the West Zone is the Chroney Ispelene target. Soil and rock chip sampling results at
the Chorney Ispelene target, define an anomaly up to six kilometres in length. Further sampling, trenching
and drilling will be undertaken in 2012 will be undertaken to determine the geological structure of the
target.

Central Zone

This Central Zone contains the Vodorazdelny deposit consisting of the JORC drilled resource and
reserve:

Tonnage Ni Ni Cu Cu
(Mt) (%) (t) (%) (t)
Indicated 5.9 0.71 41,800 0.20 11,800

Soil geochemical work was carried out in an area immediately adjacent to the east of Vodorazdelny in
which prior years wildcat drilling had intersected mineralisation along a 500 to 1,000 metre target referred
to as Falcon.

East Zone

The East zone contains the Ikenskoe deposit with the JORC drilled resource and reserve:

Tonnage Ni Ni Cu Cu
(Mt) (%) (t) (%) (t)
Measured 3.7 0.61 22,700 0.16 5,800
Indicated 26.8 0.42 111,300 0.12 32,700
Sub-total 30.5 0.44 134,000 0.13 38,500
Inferred 5.9 0.49 28,700 0.13 7,500
Total 36.4 0.45 162,700 0.13 46,000

2
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CHAIRMAN’S STATEMENT

Geochemical and geophysical results confirm the presence of anomalous nickel and copper grades
immediately to the south and east of Ikenskoe. Drilling is planned for the later part of the 2012 field
season with the aim to increase the resources and reserves of the Ikenskoe deposit.

Kubuk is also located within the Eastern Zone. It is approximately 4 kilometres to the east of Ikenskoe.
Trenching and geochemcial sampling in 2011 identified an intense nickel and copper anomalies at Kubuk.
These anomalies are up to 1,000 metres in length. Geological mapping, rock chip and soil geochemical
sampling did not cover the full length of the anomaly in both the east and west directions. Additional soil
sampling work is to be undertaken in 2012 between the Ikenskoe and Kubuk areas. Geological
reconnaissance indicates that the intervening area between the Kubuk and Ikenskoe areas could host
additional deposits. A gridded drilling programme will be conducted in 2012 at Kubuk on a spacing that
will enable the calculation of resource and reserves.

SRK Consulting – Total JORC Resource

Tonnage Ni Ni Cu Cu
(Mt) (%) (t) (%) (t)
Measured 3.7 0.61 22,700 0.16 5,800
Indicated 47.7 0.48 226,800 0.13 64,400
Inferred 17.1 0.54 91,500 0.15 25,300
Total 68.5 0.50 341,000 0.14 95,500

SRK Consulting – Total JORC Reserve

Deposit Ore Waste Stripping Average Ni Average Cu


(Mt) (Mt) Ratio Ni Grade (t) Cu Grade (t)
% (%)
West 10.8 69.9 5.5:1 0.50 54,200 0.14 14,900
Central 5.3 2.6 0.5:1 0.73 38,500 0.20 10.800
East 15.4 42.9 2.7:1 0.51 77,900 0.14 22,200
Probable Ore 31.5 108.8 2.85:1 0.54 170,500 0.15 47,900
Reserve

Yan Hegd

The 2011 geochemical sampling programme has defined a large anomaly covering an area which is
approximately 3.5 to 4.0 square kilometres. Further trenching and some drilling will be carried out in 2012
to further define the type and source of the mineralisation in the area.

Other Exploration News

In the last quarter of 2011 SGS commenced metallurgical test work as recommended by SRK in their
2007 pre-feasibility report. Three studies where undertaken to assess the metallurgical character and
metallurgical response of the ore at various grade ranges throughout the drilled reserve areas.
Mineralogical analyses of the ores were also conducted. Results of the test work became available as a
post year end event and it was confirmed that the metallurgical recoveries of all metals could be
increased over that utilised by SRK in the pre feasibility study. The work also confirmed that the process
plant design documented within the pre feasibility study was suitable for the recovery of metal at Kun-
Manie.

In the last quarter of 2011, the Company purchased a new LF-70 Boart Longyear diamond core drilling rig
for the 2012 field season which will substantially reduce drilling costs per metre with an expected payback
of 7,500 metres. The rig has an expected operational life of five to seven years.

3
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CHAIRMAN’S STATEMENT

Licenses

The current exploration license for Kun-Maine expires on the 31 December 2012 and an application for
the license extension has been submitted in May 2012, being six months prior to the expiry date as
prescribed by the license terms. The application is submitted to Rosnedra, the Russian Mining Agency
responsible for the approval of the extension. Previously, the Company has requested extensions of the
exploration licence which have been successfully granted.

Application for the mining license has been reviewed by the Ministry of Defence (MOD), Anti-Monopoly
Board (FAS), and State Security (FSB) with each of these agencies reporting to Rosnedra their
acceptance of the application. The Ministry of Economic Development (MED) is the final agency to report
to Rosnedra, which is in the process of developing pricing data to set the value of the concentrate based
on available metallurgical test work. No delivery date for the final report has been provided by MED. The
management of the Company maintain regular contact with both MED and Rosnedra.

In March 2011 the Kustak license was returned to the Russian authorities to allow the Company to focus
its attention and funds on the primary asset of Kun-Maine and its extensive potential for increase in
resources.

Outlook

The Company is now entering an exciting period in which we are optimistic that the 2012 drilling
programme will show significant increase in resource and reserves within the Maly Kurumkon Trend
immediately adjacent drilled deposits and along the trend between the drilled deposits. Also the
metallurgical test work results from SGS have shown a significant potential for increase in metal recovery.
We also look forward to receiving approval for the mining license. Lastly, I would like to thank all the staff
for their dedication and hard work throughout this and the coming year.

Mr. Robert Schafer


Non Executive Chairman
22 June 2011

4
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
DIRECTORS’ REPORT
FOR THE YEAR ENDED 31 DECEMBER 2011

The Directors present their annual report and the audited financial statements for the year ended 31
December 2011.

PRINCIPAL ACTIVITIES AND REVIEW OF BUSINESS


The Group’s principal activity during the year was that of mineral exploration and development. A full
review of the activity of the business and of future prospects is contained in the Chairman’s Statement
which accompanies these financial statements.

RESULTS AND DIVIDENDS


The results for the year are disclosed in the Statement of Comprehensive Income on page 11. The
Directors do not recommend payment of a dividend for the year (2010: nil).

DIRECTORS
The number of Directors as at 31 December 2011 was 3 (2010: 3). Details of Directors remuneration and
other interests are detailed in note 19.

LISTING
The Company’s ordinary shares have been traded on London’s Alternative Investment Market (AIM)
since 15 March 2006. RBC Capital Markets is the Company’s Nominated Adviser and Joint Broker. The
share price at 31 December 2011 was 9.75p.

GOING CONCERN
In the absence of production revenues, the Group is currently dependent upon its existing financial
resources which comprises cash and derivative financial asset (note 8), and its ability to raise additional
finance through share placings to satisfy its obligations and fully finance its exploration and evaluation
programme for Kun-Manie. Failure to meet these exploration and evaluation commitments could put the
related licence interest at risk of forfeiture.

The Directors have reviewed future cash forecasts, with particular reference to the minimum expenditure
requirements on licences and the intended work programme for the next 12 months, and have reasonable
expectation that the Group will have adequate resources to meet its commitments. Accordingly the
financial statements have been prepared on a going concern basis.

PRINCIPAL RISKS AND UNCERTAINTIES


The management of the Group’s business and the execution of its strategy are subject to a number of
risks. Risks are formally reviewed by the Board and appropriate processes put in place to monitor and
mitigate them. If more than one event occurs, the overall impact of such events may compound the
possible adverse effects on the Group.

The key financial risks affecting the Group are set out in note 24 to the financial statements. The key
operating risks affecting the Group are set out below.

5
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
DIRECTORS’ REPORT
FOR THE YEAR ENDED 31 DECEMBER 2011

The Group’s licences


The Group’s activities are dependent upon the grant and renewal of appropriate licences, permits and
regulatory consents. The Group’s primary exploration licence is currently valid until 31 December 2012
and the application for the licence extension has been submitted in May 2012. The licence contains a
range of obligations, including those described in note 5 to the financial statements, which at present
have all been met. Failure to comply with the terms of the license, or negotiating appropriate amendments
to licence agreements could result in penalties being levied or the suspension or revocation of the
licence.

Project development risks


Resource estimates are based upon the interpretation of geological data. Project feasibility studies derive
estimates of operating costs based upon anticipated tonnage and grades of ore to be mined and
processed, the configuration of the ore body, expected recovery rates and other factors. As a result,
actual operating costs and economic returns may differ from those currently estimated.

Reserve and resource estimates


Reserve and resource estimates may require revision based on actual production experience. The
volume and grade of reserves mined and processed and recovery rates achieved may vary from those
anticipated and a decline in the market price of metals may render reserves containing relatively lower
grades of nickel and copper mineralisation uneconomic.

Environmental issues
The Group’s operations are subject to environmental regulation, including environmental impact
assessments and permitting. Russian environmental legislation comprises numerous federal and regional
regulations which are not fully harmonised and may not be consistently interpreted.

Nickel price volatility


The net present value of the Group’s capitalised exploration assets is directly related to the long-term
price of nickel. The market price of nickel is volatile and is affected by numerous factors which are beyond
the Company’s control. These factors include world production levels, international economic trends,
currency exchange fluctuations and industrial demand.

Political and economic risks


The Group’s assets are located in Russia which is still undergoing a substantial transformation from a
centrally controlled command economy to a market-driven economy. In addition, in view of the legal and
regulatory regime in Russia, legal inconsistencies may arise.

The regulatory environment


The Group’s activities are subject to extensive federal and regional laws and regulations governing
various matters, including licensing, production, taxes, mine safety, labour standards, occupational health
and safety and environmental protections. Amendments to current laws and regulations governing
operations and activities of mining companies or more stringent implementation or interpretation of these
laws and regulations could have a material adverse impact on the Group, cause a reduction in levels of
production and delay or prevent the development or expansion of the Group’s properties in Russia.

Taxation
Russian tax legislation has been subject to frequent change and some of the laws relating to taxes to
which the Group is subject are relatively new. The government’s implementation of such legislation, and
the courts’ interpretation thereof, has been often unclear or nonexistent, with few precedents established.
Differing opinions regarding legal interpretation may exist both among and within government ministries
and organisations and various local inspectorates. The introduction of new tax provisions may affect the
Group’s overall tax efficiency and may result in significant additional tax liability.

Russia’s physical infrastructure


Some of Russia’s physical infrastructure is in poor condition. This may disrupt the transportation of
supplies, add to costs and interrupt operations, with a potentially material adverse effect on the Group’s
business.

6
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
DIRECTORS’ REPORT
FOR THE YEAR ENDED 31 DECEMBER 2011

POLICY FOR PAYMENT OF CREDITORS


It is Group policy to agree and clearly communicate the terms of payment as part of the commercial
arrangement negotiated with suppliers and then to pay according to those terms. The Company is a
holding company and therefore has few suppliers.

Credit facilities are rarely available for pre-production companies in Russia on terms the Directors would
consider acceptable. ZAO Kun-Manie is frequently obliged to pre-pay or make advance and stage
payments for services supplied. Therefore, it is not appropriate to ascertain the average days of credit.

AUDITORS
All of the current directors have taken all the steps that they ought to have taken to make themselves
aware of any information needed by the Company's auditors for the purposes of their audit and to
establish that the auditors are aware of that information. The directors are not aware of any relevant audit
information of which the auditors are unaware.

BDO LLP have expressed their willingness to continue in office and a resolution to re-appoint them will be
proposed at the annual general meeting.

DONATIONS
The Company has not made any charitable or political donations during the year (2010: nil).

Approved by the Board of Directors and signed on behalf of the Board on 22 June 2012.

Robert W. Schafer
Chairman
22 June 2012

7
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
FOR THE YEAR ENDED 31 DECEMBER 2011

The Directors are responsible for preparing the Directors' report and the financial statements for the
Group. The Directors have prepared the financial statements for each financial year which give a true
and fair view of the state of affairs of the Group and of the profit or loss of the Group for that year.

The Directors have chosen to use the International Financial Reporting Standards as adopted by the
European Union (IFRS) in preparing the Group‘s financial statements.

The Directors are responsible for keeping proper accounting records which disclose with reasonable
accuracy at any time the financial position of the group, for safeguarding the assets, for taking reasonable
steps for the prevention and detection of fraud and other irregularities and for the preparation of financial
statements.

International Accounting Standards requires that financial statements present fairly for each financial year
the company’s financial position, financial performance and cash flows. This requires the faithful
representation of the effects of transactions, other events and conditions in accordance with the
definitions and recognition criteria for assets, liabilities, income and expenses set out in the International
Accounting Standards Board’s ‘Framework for the preparation and presentation of financial statements’.
In virtually all circumstances, a fair presentation will be achieved by compliance with all applicable
International Financial Reporting Standards. The directors are also required to prepare financial
statements in accordance with the rules of the London Stock Exchange for companies trading securities
on the Alternative Investment Market.

A fair presentation also requires the Directors to:

 consistently select and apply appropriate accounting policies;

 present information, including accounting policies, in a manner that provides relevant, reliable,
comparable and understandable information;

 make judgements and accounting estimates that are reasonable and prudent;

 provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to
enable users to understand the impact of particular transactions, other events and conditions on the
entity’s financial position and financial performance; and

 state that the group has complied with IFRS as adopted by the European Union, subject to any
material departures disclosed and explained in the financial statements.

 prepare the financial statements on the going concern basis unless it is inappropriate to presume that
the company will continue in business.

The directors are responsible for ensuring the annual report and the financial statements are made
available on a website, in addition to being mailed to shareholders, financial statements are published on
the company's website in accordance with legislation in the United Kingdom governing the preparation
and dissemination of financial statements, which may vary from legislation in other jurisdictions. The
maintenance and integrity of the company's website is the responsibility of the directors. The directors'
responsibility also extends to the ongoing integrity of the financial statements contained therein.

Robin Young Brian Savage


Director Director
22 June 2012 22 June 2012

8
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
REPORT OF THE INDEPENDENT AUDITORS

To the members of Amur Minerals Corporation

We have audited the consolidated financial statements of Amur Minerals Corporation for the year ended
31 December 2011 which comprise consolidated statement of financial position, consolidated statement
of comprehensive income, consolidated statement of cash flows and the related notes. The financial
reporting framework that has been applied in their preparation is International Financial Reporting
Standards as adopted by the European Union (IFRS).

This report is made solely to the Company’s members, as a body in accordance with our engagement
letter dated 23 January 2012.Our audit work has been undertaken so that we might state to the
Company’s members those matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.

Respective responsibilities of directors and auditors


As explained more fully in the statement of directors’ responsibilities, the directors are responsible for the
preparation and fair presentation of the financial statements. Our responsibility is to audit and express an
opinion on the financial statements in accordance with International Standards on Auditing (UK and
Ireland). Those standards require us to comply with the Auditing Practices Board’s (APB’s) Ethical
Standards for Auditors.

Scope of the audit of the financial statements


A description of the scope of an audit of financial statements is provided on the APB’s website at
www.frc.org.uk/apb/scope/private.cfm.

Opinion on financial statements


In our opinion the financial statements:

 present fairly, in all material respects the state of the Group’s affairs as at 31 December 2011 and its
loss for the year then ended;

 have been properly prepared in accordance with IFRS as adopted by the European Union; and

Opinion on other matters


In our opinion the information given in the directors’ report for the financial year for which the financial
statements are prepared is consistent with the financial statements.

BDO LLP
Chartered Accountants
55 Baker Street
United Kingdom

Date 22 June 2012

BDO LLP is a limited liability partnership registered in England and Wales (with registered number
OC305127).

9
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS OF 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Notes 31 December 2011 31 December 2010

NON-CURRENT ASSETS
Capitalised exploration costs 5 13,503 13,685
Property, plant and equipment 5 400 466
VAT Receivable 9 - 299

Total non-current assets 13,903 14,450

CURRENT ASSETS
Cash and cash equivalents 4,436 3,066
Inventories 7 165 167
Derivative financial asset 8 2,001 3,806
VAT receivable 9 73 24
Other receivables 10 711 152

Total current assets 7,386 7,215

Total assets 21,289 21,655

CURRENT LIABILITIES
Trade and other payables 6 102 109

Total current liabilities 102 109

CAPITAL AND RESERVES


ATTRIBUTABLE TO OWNERS OF
THE PARENT
Share capital 13 32,265 28,183
Share premium 13 7,071 7,233
Share options reserve 13 1,604 1,390
Retained deficit 13 (16,686) (12,804)
Foreign exchange translation 13
reserve (3,067) (2,446)

Total equity 21,187 21,556

Total liabilities and equity 21,289 21,665

The financial statements were approved and authorised for issue by the Board of Directors on 22 June
2012 and were signed on its behalf by:

Robin Young Brian Savage

The accompanying notes on pages 14 to 35 form an integral part of these financial statements.

10
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Note Year ended 31 Year ended 31


December December
2011 2010

Other administrative expenses 15 (2,892) (1,607)


Impairment of capitalised exploration 5
costs - (321)

Total administrative expenses (2,892) (1,928)

Loss from operations (2,892) (1,928)

Finance income 16 20 24
Finance expense 17 (231) (5)
Fair value (loss)/gain on derivative 8
(1,505) 2,602
financial assets
Loss on disposal of investment held 11 - (328)

Profit/(Loss) before tax (4,608) 365

Taxation 12 - -

Profit/(loss) for the year attributable to (4,608) 365


owners of the parent

Other Comprehensive income:


Exchange differences on translation of (621) (133)
foreign operations

Other comprehensive income for the (621) (133)


year, net of tax

Total comprehensive income for the (5,229) 232


year attributable to owners of the
parent

Profit/(Loss) per share: basic & diluted 18 US$(0.017) US$0.002

The accompanying notes on pages 14 to 35 form an integral part of these financial statements.

11
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Note Year Year


ended ended
31 December 31 December
2011 2010
Cash flow from operating activities:
Payments to suppliers and employees (2,761) (1,201)

Net cash used in operating activities (2,761) (1,201)

Cash flow from investing activities:


Payments to acquire financial assets - -
Proceeds from sale of asset held 11 - 363
Payments for capitalised expenditure (1,256) (492)
Recovery of VAT receivable 1,236 -

Net cash used in investing activities (20) (129)

Cash flow from financing activities:


Proceeds from issue of equity shares 4,344 3,527

Net cash from financing activities 4,344 3,527

Net change in cash and cash equivalents


1,563 2,197

Cash and cash equivalents at the beginning of the


3,066 997
year

Foreign exchange effects (193) (128)

Cash and cash equivalents at the end of the year 4,436 3,066

The accompanying notes on pages 13 to 35 form an integral part of these financial statements.

12
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Foreign
Share Share Currency
Share premium Retained Options Translation
capital account deficit Reserve Reserve Total

Balance at 31 December 2009 22,990 7,620 (13,169) 1,390 (2,313) 16,518

Profit for the year - - 365 - - 365

Other comprehensive income for


- - - - (133) (133)
the year

Shares issued 5,193 - - - - 5,193

Costs associated with issue of


- (387) - - - (387)
share capital

Balance at 31 December 2010 28,183 7,233 (12,804) 1,390 (2,446) 21,556

Loss for the year - - (4,608) - - (4,608)

Other comprehensive income for


- - - - (621) (621)
the year

Shares issued 4,082 - - - - 4,082

Share options expired in the


- - 726 (726) - -
period

Equity settled share based


- - - 940 - 940
payments

Costs associated with issue of


- (162) - - - (162)
share capital

Balance at 31 December 2011 32,265 7,071 (16,686) 1,604 (3,067) 21,187

The accompanying notes on pages 14 to 35 form an integral part of these financial statements.

13
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
1. GENERAL

Amur Minerals Corporation (“Company”) is incorporated under the British Virgin Islands Business
Companies Act 2004. The Company and its subsidiaries (“Group”) locates, evaluates, acquires, explores
and develops mineral properties and projects in the Russian Far East.

The Company’s registered office is located at Kingston Chambers, P.O. Box 173, Road Town, Tortola,
British Virgin Islands. The average number of employees for the Group for the period to 31 December
2011 was 31 (2010: 16 employees).

The Company is the 100% owner of a Cypriot company called Irosta Trading Limited (“Irosta”). Irosta
holds 100% of the shares in ZAO Kun-Manie (“Kun-Manie”), which holds the Group’s mineral licences.
The Group includes the following companies as at 31 December 2011 and 31 December 2010:

Country of Percentage Principal


Incorporation Holding Activities
Amur Minerals Corporation British Virgin Islands Parent Company Investment Holding Company
Irosta Trading Limited Cyprus 100% Investment Holding Company
ZAO Kun – Manie Russia 100% Exploration & mining Company

The Group’s principal place of business is in the Russian Federation.

The Group’s principal asset is the Kun-Manie licence, which was originally issued in 2004 to explore for
nickel, copper and associated elements initially until 31 December 2008. Amurnedra, the local licensing
authority, extended the exploration licence term for two years until 31 December 2010, and granted a
further extension of the exploration licence for two years until 31 December 2012. In May 2012 the Group
lodged an application for the extension of the licence and currently waiting for the response. The State
Committee of Reserves has approved Russian classification C1 + C2 reserves of 203,900 tons of nickel
at Kun-Manie in December 2008. Subsequently, the Group received a certificate of discovery conveying
the right to apply for a 20 year mining licence at Kun-Manie. ZAO Kun-Manie has applied for the licence
and a decision from the authorities is pending.

In December 2007 SRK Consulting completed an independent pre-feasibility assessment of the


Vodorazdelny, Ikenskoe and Maly Krumkon areas of the Kun-Manie licence, based on the analytical
results from the exploration data set for all holes and trenches that had been completed over the
exploration life of the project, inclusive of the work undertaken and results obtained during the 2006
exploration field season for Vodorazdelny and Ikenskoe and 2007 for Maly Krumkon. SRK Consulting is a
global entity specialising in the assessment of mining resources. SRK reports a net present value for the
project using a discount rate of 10% of US$84 million.

The Group has another mineral licence, namely Kustak, which is adjacent to the Kun-Manie licence. The
Kustak licence was acquired at auction in February 2007 and is valid for 25 years. It is a combined
exploration and production licence. As part of a cost reduction measure the Company has decided to
focus its attention on the Kun-Manie licence and returned the Kustak licence to the Russian authorities in
March 2011.

2. BASIS OF PRESENTATION

a) Statement of compliance

The financial statements have been presented in thousands of United States Dollars and prepared in
accordance with International Financial Reporting Standards as adopted by the European Union (IFRS)
that are effective for accounting periods beginning on or after 1 January 2011. The principal accounting
policies adopted in the preparation of the financial statements are set out in note 3 to these financial
statements. The policies have been consistently applied to all the years presented, unless otherwise
stated.

14
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

b) Going concern

These consolidated annual financial statements are prepared on a going concern basis.

The Group operates as a natural resources exploration and development company. To date, the Group
has not earned significant revenues and is considered to be in the exploration and development stage.
The Directors anticipate that a mining licence will eventually be granted for the Kun-Manie deposit, but
cannot estimate a date for commercial production to commence. The Group is currently dependent upon
its existing financial resources which comprise cash and derivative financial asset, and its ability to raise
additional finance through share placings to satisfy its obligations and fully finance its exploration and
evaluation programme for Kun-Manie. Failure to meet these exploration and evaluation commitments
could put the related licence interests at risk of forfeiture.

The Directors have reviewed future cash forecasts, with particular reference to the minimum expenditure
requirements on licences and the intended work programme for the next 12 months, and have reasonable
expectation that the Group will have adequate resources to meet its commitments. Accordingly the
financial statements have been prepared on a going concern basis.

c) Basis of consolidation

The consolidated financial statements of the Group include the accounts of Amur Minerals Corporation
and its subsidiaries. Subsidiaries are fully consolidated from the date on which control is transferred to the
Group. They are de-consolidated from the date on which control ceases.

Inter-company transactions, balances and unrealised gains on transactions between Group companies
are eliminated. Unrealised losses are also eliminated but considered an impairment indicator of the asset
transferred. The accounting policies and financial year ends of its subsidiaries are consistent with those
applied by the Company. These consolidated financial statements include accounts of the Company and
its subsidiaries as set out in note 1.

The Company’s Russian subsidiary maintains its books and records in accordance with accounting
principles and practices mandated by Russian Accounting Regulations. These records have been
adjusted to comply with IFRS for the purposes of preparing these consolidated financial statements.

3. PRINCIPAL ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of the financial statements are set out below.
The policies have been consistently applied to all the years presented, unless otherwise stated.

These financial statements have been prepared on the basis of a going concern and in line with IFRS.
The adoption of all of the new and revised Standards and Interpretations issued by the IASB and the
International Financial Reporting Interpretations Committee (IFRIC) of the IASB that are relevant to the
operations and effective for annual reporting periods beginning on 1 January 2011 are reflected in these
financial statements.

The preparation of financial statements in conformity with IFRS requires management to make
judgements, estimates and assumptions that affect the application of policies and reported amounts of
assets and liabilities, income and expenses. The estimates and associated assumptions are based on
historical experience and factors that are believed to be reasonable under the circumstances, the results
of which form the basis of making judgements about carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these estimates. The areas involving a
higher degree of judgement or complexity, or where assumptions and estimates are significant to the
consolidated financial statements, are disclosed in this note.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised if the revision only affects that
period or in the period of revision and future periods if the revision affects both current and future periods.
The estimates and underlying assumptions are reviewed on an ongoing basis.

15
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
The following new standards, interpretations and amendments to existing standards have been adopted
by the Group:

International Accounting Standards (IAS/IFRS)


Effective date
IAS 27 - Amendment - Consolidated and separate financial
1 July 2009
statements
IFRS 3 - Revised - Business Combinations 1 July 2009
IAS39 - Amendment - Financial Instruments: Recognition and
1 July 2009
Measurement: Eligible Hedged Items
IAS39 - Amendment Reclassification of financial assets:
1 July 2009
effective date and transition
IFRIC 9 & IAS39 - Amendment - Embedded Derivatives 1 January 2010
IFRS 2 - Amendment – Group cash settled share-based
1 January 2010
payments
IFRS 1 - Amendment – Additional exemptions for first-time
1 January 2010
adopters
Improvements to - Amendments to various statements issued 6 May
1 January 2010
IFRSs 2010

International Financial Reporting Interpretations (IFRIC) Effective date

IFRIC 16 - Hedges of Net Investment in a Foreign Operation 1 January 2010


IFRIC 17* - Distributions of non-cash assets to owners 1 January 2010
IFRIC 18* - Transfers of assets from customers 1 January 2010

The adoption of these standards, interpretations and amendments did not affect the Group’s results of
operations or financial positions. No other IFRS issued and adopted but not yet effective are expected to
have an impact on the Group’s financial statements.

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

Standard Description Effective date

IAS 32 Amendment - Classification of Right Issues 1 Feb 2010


IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments 1 Jul 2010
IFRS 1 Amendment - First Time Adoption of IFRS 1 Jul 2010
IAS 24 Revised - Related Party Disclosures 1 Jan 2011
IFRIC 14 Amendment - IAS 19 Limit on a defined benefit asset 1 Jan 2011
IFRS 7 * Amendment - Transfer of financial assets 1 Jul 2011
IFRS 1 * Severe Hyperinflation and Removal of Fixed Dates for First-
1 Jul 2011
time Adopters
Improvements to Miscellaneous amendments resulting from the IASB’s
1 Jan 2011
IFRSs (2010) * annual improvements projects
IAS 12 * Deferred Tax: Recovery of Underlying Assets 1 Jan 2012

IFRS 9 * Financial instruments 1 Jan 2013


IFRS 10 * Consolidated financial statements 1 Jan 2013
IFRS 11 * Joint arrangements 1 Jan 2013
IFRS 12 * Disclosure of Involvement with Other Entities 1 Jan 2013
IFRS 13* Fair value measurement 1 Jan 2013
IAS 28* Investments in Associates (revised 2011) 1 Jan 2013
IAS 27* Separate Financial Statements (revised 2011) 1 Jan 2013

All the amendments and interpretations are not expected to materially affect the Group’s reporting or
reported numbers.

* Not yet endorsed by European Union.

16
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

a) Functional and presentation currency

Items included in the financial information of each of the Group’s entities are measured using the
currency of the primary economic environment in which the entity operates (the functional currency). The
consolidated financial information is presented in US dollars ($), which is the functional and presentation
currency of the Company. The exchange rate on 31 December 2011 was £1:$1.55 (2010: £1:$1.55) and
$1:RUB 32.08 (2010: $1:RUB 30.52). The average rates applied to transactions during the year were
£1:$1.61 (2010: £1:$1.55) and $1:RUB 29.33 (2010: $1:RUB 30.31).

In preparing the financial statement of the individual entities, transactions in currencies other than the
entity’s functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the
date of the transaction. At each reporting date, monetary items denominated in foreign currencies are
retranslated at the rates prevailing on the reporting date.

Exchange differences arising on the settlement and on the retranslation of monetary items are included in
profit or loss for the period.

On consolidation, the results of overseas operations are translated into US$ at rates approximating to
those 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
opening rate and the results of overseas operations at actual rate are recognised directly in equity (the
"foreign exchange reserve").

Exchange differences recognised in profit or loss 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 other comprehensive income and accumulated in the foreign
exchange reserve on consolidation.

On disposal of a foreign operation, the cumulative exchange differences recognised in the foreign
exchange reserve relating to that operation up to the date of disposal are transferred to the consolidated
statement of comprehensive income as part of the profit or loss on disposal.

b) Segmental Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision makers. The chief operating decision makers have been identified as the Chief
Executive Officer, Chief Financial Officer and the other executive and non-executive Board Members.

The operating results of each of these segments are regularly reviewed by the Group’s chief operating
decision makers in order to make decisions about the allocation of resources and to assess their
performance.

The accounting policies of these segments are in line with those set out in these notes.

c) Exploration and evaluation assets

When the Group incurs expenditure on mining properties that have not reached the stage of commercial
production, the costs of acquiring the rights to such mineral properties and related exploration and
evaluation costs, including directly attributable employment costs, are deferred where the expected
recovery of costs is considered probable by the successful exploitation or sale of the asset. General
overheads are expensed immediately. Depreciation on fixed assets used on exploration and evaluation
projects is charged to deferred costs whilst the projects are in progress.

Where a feasibility study indicates that the future recovery of costs is not probable, full provision is made
in respect of any deferred costs. Where mining properties are abandoned, deferred expenditure is written
off in full.

Deferred exploration and evaluation costs are assessed at each reporting date to determine whether
there are indicators that the asset may be impaired. If any such indicator exists, a review for impairment is

17
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

conducted, by estimating the recoverable amount by reference to the net present value of expected future
cash flows of the relevant income generating unit or disposal value if higher. If the recoverable amount is
less than the carrying value of an asset, an impairment loss is recognised.

Individual mining properties are considered to be separate cash generating units for this purpose, except
where they would be operated together as a single mining business.

The amounts shown as deferred exploration and evaluation expenditure represent costs incurred and do
not necessarily reflect present or future values.

d) Property, plant and equipment

Property, plant and equipment is stated at cost less accumulated depreciation. Depreciation is provided
on all property, plant and equipment at rates calculated to write off the cost or valuation of each asset on a
straight-line basis over its expected useful life as follows:

Useful life (years)


Motor vehicles 2
Office and computer equipment 3-8
Heavy machinery 5-7

The costs of maintenance, repairs and replacement of minor items of property, plant and equipment are
charged to profit or loss.

e) Inventories

Inventories are stated at the lower of cost and net realisable value and comprise mainly fuel, materials
and spare parts. Costs comprise all costs of purchase and other costs incurred in bringing the inventories
to their present location and condition.

f) Leased Assets

Where substantially all of the risks and rewards incidental to ownership of a leased asset are retained by
the lessor (an “operating lease”), the total rentals payable under the lease are charged to profit or loss on
a straight-line basis over the lease term.

g) Income taxes

Income tax expense represents the sum of the tax currently payable and deferred tax. Taxable profit
differs from net profit as reported due to income tax effects of permanent and temporary differences. Non-
profit based taxes are included within administrative expenses.

Deferred tax is provided for temporary differences between the carrying amounts of assets and liabilities
for financial reporting purposes and the amounts used for taxation purposes. Temporary differences
relating to initial recognition of assets or liabilities that affect neither accounting nor taxable profit are not
provided for. The amount of deferred tax provided is based on the expected manner of realisation or
settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively
enacted at the reporting date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be
available against which the deductible temporary differences can be utilised. Deferred tax assets are
reduced to the extent that it is no longer probable that the related tax benefit will be realised.

h) Costs associated with the issue of share capital

Costs associated with the issue of shares, net of any taxes, have been set off against share premium.

i) Share-based payments

Equity-settled share-based payments to employees and others providing similar services are measured at

18
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

the fair value of the equity instrument at the grant date. Fair value is measured by use of the Black-
Scholes model. The expected life used in the model has been adjusted, based on management’s best
estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
Further details on how the fair value of equity-settled share-based transactions has been determined can
be found in Note 14.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually
vest.

Equity-settled share-based payment transactions with other parties are measured at the fair value of the
goods and services received, except where the fair value cannot be estimated reliably, in which case they
are measured at the fair value of the equity instruments granted, measured at the date the entity obtains
the goods or the counterparty renders the service.

j) Financial Assets

The Group classifies its financial assets into one of the categories discussed below, depending on the
purpose for which the asset was acquired. The Group has not classified any of its assets as held to
maturity.

Loans and Receivables

Other receivables: - these assets are non-derivative financial assets with fixed or determinable payments
that are not quoted in an active market. They are initially measured at fair value and subsequently carried
at amortised cost, using the effective interest rate method, less any provision for impairment. If the need
for impairment of a receivable arises, the value of provision, representing the expected loss from not
being able to recover such a receivable, is recognised in administrative expenses.

Cash and cash equivalents: - these assets comprise cash, short term deposits and investments in money
market funds. Short term deposits comprise deposits made for varying periods of between one day and
three months.

Fair value through profit or loss

This category comprises only in-the-money derivatives which are carried in the statement of financial
position at fair value with changes in fair value recognised in profit or loss. The Group does not have any
assets held for trading nor does it voluntarily classify any financial assets as being at fair value through
profit or loss.

Available-for-sale Financial Assets

Non-derivative financial assets not included in the above categories are classified as available-for-sale.
There were no available-for-sale assets in 2011. In 2009 and 2010 the available-for-sale assets
comprised the Group’s investment in shares of Grafton Resources Investments Limited. The shares were
admitted to the Official List and to trading on the Main Market of the Irish Stock Exchange on 6 July 2009.
The shares were carried at fair value with changes in fair value recognised in other comprehensive
income and accumulated in equity. Where there was a significant or prolonged decline in the fair value of
an available for sale financial asset (which constitutes objective evidence of impairment), the full amount
of the impairment, including any amount previously recognised in other comprehensive income, was
recognised in profit or loss. Purchases and sales of available for sale financial assets are recognised on
settlement date with any change in fair value between trade date and settlement date being recognised in
the available-for-sale reserve. The investments in Grafton shares were disposed of in October 2010.

k) Financial Liabilities
 
Other financial liabilities include trade payables and other short-term monetary liabilities, which are initially
measured at fair value and subsequently recognised at amortised cost using effective interest rate
method.

19
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

l) IFRS7 fair value measurement hierarchy

IFRS 7 requires certain disclosures which require the classification of financial assets and financial
liabilities measured at fair value using a fair value hierarchy that reflects the significance of the inputs
used in making the fair value measurement (note 24). The fair value hierarchy has the following levels:

a) Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1);
b) Inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) (level 2);
c) Inputs for the asset or liability that are not based on observable market data (unobservable
inputs) (Level 3).

The level in the fair value hierarchy within the financial asset or financial liability is determined on the
basis of the lowest level input that is significant to the fair value measurement.

m) Share capital

Financial instruments issued by the Group are treated as equity only to the extent that they do not meet
the definition of a financial liability. The ordinary shares are classified as equity instruments.

n) Critical accounting estimates, assumptions and judgements

The preparation of financial statements requires management to make estimates and assumptions
concerning the future, which by definition will seldom result in actual results that match the accounting
estimates. The estimates and assumptions that have a significant risk of causing a material adjustment to
the carrying amount of assets and liabilities within next financial year are discussed below:

Accounting estimates and assumptions

i. Recoverability of the exploration and evaluation assets


The most significant assumption in the preparation of these financial statements relates to the
recoverability of capitalised exploration costs included in non-current assets. Management have
prepared a cash flow forecast, estimating costs of development of the mine and net profits once
the mine has been put into operation. The main amounts and estimates required in calculating
the future cash flows are:

 Development costs to date of operations


 Future sale price of metals extracted
 Amount of reserves available for extraction
 Operating expenses per tonne of metal extracted

Based on the cash flow forecast prepared, there is no impairment of the capitalised expenditure
to date. However, the exploration is still at an early stage and a change in any of the above areas
could result in a significant impact on the estimated future cash flows.

ii. Russian business environment


The accompanying financial statements reflect management's assessment of the impact of the
Russian business environment on the operations and the financial position of the Group. The
future business environment may differ from management's assessment. The impact of such
differences on the operations and the financial position of the Group may be significant.

iii. Provisions for liabilities


As a result of exploration activities the Group is required to make a provision for rehabilitation.
Due to the early stage of exploration activity no significant damage has been caused.

Accounting judgements

i. Exploration and evaluation costs


The recoverability of the amounts shown in the Group statement of financial position in relation to
deferred exploration and evaluation expenditure are dependent upon the discovery of

20
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
economically recoverable reserves, continuation of the Group’s interests in the underlying mining
claims, the political, economic and legislative stability of the regions in which the Group operates,
compliance with the terms of the relevant mineral rights licences, the Group’s ability to obtain the
necessary financing to fulfil its obligations as they arise and upon future profitable production or
proceeds from the disposal of properties.

ii. Share-based payments


The Company makes equity-settled share-based payments to certain Group employees and
advisers. Equity-settled share-based payments are measured at fair value using a Black-Scholes
valuation model at the date of grant based on certain assumptions. Those assumptions are
described in the notes to the accounts and include, among others, expected,volatility, expected
life of the options and number of options expected to vest. More details including carrying values
are disclosed in the note to the accounts.

iii. Valuation of available-for-sale assets


In 2010 the Company held shares in an investment company that had shares listed on the Irish
Stock Exchange. As none of those shares had ever traded on the exchange, there was no
current market price available. The fair value of those shares was estimated by Directors based
on comparison of the market value discount to net asset value of other similar listed investment
companies. These shares were sold in October 2010 (note 11).

iv. Valuation of derivative financial asset

On the 22 March 2011, the Group placed 25 million shares with Lanstead Capital L.P for the
consideration of £2,500,000 (US$4,044,500).

On 22 July 2010 and 19 October 2010, the Group placed 17 million and 6 million shares
respectively with Lanstead Capital L.P for the total consideration of £910,000 (US$1,407,588).

In addition the Company and Lanstead Capital L.P. have entered into an equity swap agreement
in respect of the above placings for which consideration will be received on a monthly basis over
24 months period (note 8). The amount to be received each month is dependent on the
Company’s share price at the end of each month. The Directors have made assumptions in their
financial statements about the quantum of the funds receivable at the yearend however there is
significant uncertainty underlying these assumptions due to the unpredictable nature of the share
prices.

21
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

4. SEGMENT REPORTING

The Group has one reportable segment being Kun-Manie which is involved in the exploration for minerals
within the Kun-Manie licence areas in Russia.

The operating results of this segment is regularly reviewed by the Group's chief operating decision
makers in order to make decisions about the allocation of resources and assess the performance.

As the Group has no revenue, the following is an analysis of the Group’s results from continuing
operations by reportable segment.

Reportable information as at 31 December 2011


Corporate
Kun-Manie Total
(Unallocated)

Administrative expenses (1,740) (1,063) (2,803)


Impairment of exploration expenditure - - -
Impairment of investment - - -
Finance income 20 - 20
Finance expense (231) - (231)
Fair value (loss)/gain on derivative financial asset (1,594) - (1,594)
Taxation - - -
Loss for the year (3,545) (1,063) (4,608)
Non-current assets 870 13,033 13,903
Inventories - 165 165
Derivative financial asset 2,001 - 2,001
Trade and other receivables 80 631 711
Current portion of VAT receivable - 73 73
Cash and cash equivalents 4,114 322 4,436
Segment assets 7,065 14,224 21,289
Trade and other payables (97) (5) (102)
Segment liabilities (97) (5) (102)
Segment net assets 6,968 14,219 21,187
Property, plant and equipment capital expenditure - 115 115
Exploration capital expenditure - 1,147 1,147

Reportable information as at 31 December 2010

Corporate
Kun-Manie Total
(Unallocated)

Administrative expenses (1,001) (606) (1,607)


Impairment of exploration expenditure - (321) (321)
Impairment of investment (328) - (328)
Finance income 24 - 24
Finance expense (5) - (5)
Fair value (loss)/gain on derivative financial asset 2,602 - 2,602
Taxation - - -
Profit for the year 1,292 (927) 365
Non-current assets - 14,450 14,450
Inventories - 167 167
Derivative financial asset 3,806 - 3,806
Trade and other receivables 88 64 152
Current portion of VAT receivable - 24 24
Cash and cash equivalents 2,815 251 3,066
Segment assets 6,709 14,956 21,665
Trade and other payables (106) (3) (109)

22
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
Segment liabilities (106) (3) (109)
Segment net assets 6,603 14,953 21,556
Property, plant and equipment capital expenditure - 33 33
Exploration capital expenditure - 622 622

The accounting policies of the reportable segment are the same as the Group’s accounting policies
described in note 3. Segment loss represents the loss incurred by the segment without allocation of
central administration costs and directors’ salaries and finance income or costs. This is the measure
reported to the chief operating decision makers for the purposes of resource allocation and assessment
of segment performance.

5. CAPITALISED EXPLORATION COSTS AND PROPERTY, PLANT AND EQUIPMENT


Vehicles and office & Exploration and
computer equipment evaluation assets Total
Cost:

At 1 January 2010 980 13,525 14,505


Additions 33 622 655
Impairments - (321) (321)
Foreign exchange differences (9) (141) (150)

At 31 December 2010 1,004 13,685 14,689


Additions 115 1,147 1,262
VAT Refund - (1,236) (1,236)
Impairments - - -
Foreign exchange differences (49) (93) (142)

At 31 December 2011 1,070 13,503 14,573

Accumulated depreciation:

At 1 January 2010 351 - 351


Charge for the year 190 - 190
Disposals - - -
Foreign exchange differences (3) - (3)
-
At 31 December 2010 538 - 538
Charge for the year 159 - 159
Disposals - - -
Foreign exchange differences (27) - (27)

At 31 December 2011 670 - 670

Net book value:

At 31 December 2011 400 13,503 13,903

At 31 December 2010 466 13,685 14,151

At 1 January 2010 629 13,525 14,154

Exploration and evaluation costs


Exploration and evaluation assets relate to the Group’s mineral exploration licence, Kun-Manie.

In December 2008 the Kun-Manie exploration licence was extended for two years until 31 December
2010 without any further work commitment. A further extension was granted in September 2010 for an
additional two years to 31 December 2012. In May 2012 the Group lodged an application for the
extension of the licence and is currently waiting for the response. In addition, in April 2009 RosNedra,

23
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

the Russian licensing agency granted Kun-Manie a certificate of discovery, which gives the Company the
right to convert part of the area into a 20 year mining licence. An application has been made for this
mining licence.

The Kustak licence was acquired at auction in February 2007 and is valid for 25 years. It is a combined
exploration and production licence. During 2010 the Group recognised an impairment charge of US$321
thousand (2009: nil) relating to the Board’s decision to focus its attention on the Kun-Manie licence and
returned the Kustak license to the Russian authorities in March 2011. The impairment charge represents
costs capitalised to date in respect of that project.

The carrying value of the exploration and evaluation assets is considered with reference to the reserves
and resources estimates and their valuation which were independently assessed on 13 December 2007.
The 2011/12 work program consists of activities to update the reserves and resources estimates.

VAT Receivable

The capitalised exploration and evaluation costs include VAT of US$511 thousand (2010: US$1,307
thousand). During the year the Group’s subsidiary ZAO Kun-Manie successfully recovered RUR36 million
(US$1.2 million) of the Russian VAT outstanding at 31 December 2010. At 31 December 2011 the VAT
balance included in non-current assets was US$511 which has been rejected by the Russian authorities
and is not expected to be recovered.

6. TRADE AND OTHER PAYABLES

31 December 2011 31 December 2010

Accruals and other payables 102 109


102 109

7. INVENTORIES
31 December 2011 31 December 2010

Fuel 55 70
Other materials and supplies 110 97
165 167

8. DERIVATIVE FINANCIAL ASSET


31 December 2011 31 December 2010

Derivative financial asset 2,001 3,806


2,001 3,806

Lanstead 1 Agreement

In July 2010 the Company raised £595,000 (US$907,196) via an issue of 17 million new shares to
Lanstead Capital L.P (“Lanstead”) at 3.5p per share. In October 2010 a further £315,000 (US$500,881)
was raised through the issue of 6 million new shares to Lanstead at 5.25p per share. The Company
entered into an equity swap price mechanism with Lanstead for 75% of the shares issued and that
Lanstead hedge the consideration they pay for shares in the Company against the performance of the
Company’s share price over a 24 month period.

To the extent that the share price is greater or lower than the reference price at each swap settlement,
the Company will receive greater or lower consideration calculated on pro-rata basis i.e. share price /
reference price multiplied by the monthly transfer amount. The valuation for each settlement is
determined to be the average share price for the preceding 5 trading days up to settlement date.

As the amount of consideration receivable from Lanstead will change in response to the change in the

24
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
Company’s share price and foreign exchange rates and will be settled in the future, the receivable is
treated as a derivative financial asset and has been designated at fair value through profit or loss.

The fair value of the derivative financial assets has been determined by reference to the Company’s
share.

During the year all remaining settlements for the derivative financial asset were received by the
Company, thereby completing the equity swap price mechanism with Lanstead. The consideration
received and the fair value adjustments made during the life of the derivative financial asset were as
follows:

Actual Notional Fair value


share number of US$000
price Outstanding
shares
Value recognised on inception (July 2010) 3.5p 12,750,000 907
Value recognised on inception (October 2010) 5.25p 4,500,000 501
17,250,000 1,408
Consideration received to 31 December 2010 (2,534,090) (204)
Gain on revaluation of derivative at 31 December 2010 2,602
Value of derivative at 31 December 2010 16.75p 14,715,910 3,806
Consideration received during the year (14,715,910) (3,180)
Loss on revaluation of derivative recognised in the
period 626

Lanstead 2 Agreement

In March 2011 the Company raised £2.5 million (US$4 million) via an issue of 25 million new shares at
10p per share to Lanstead. The Company entered into equity swap price mechanism with Lanstead for a
notional 75% of these shares with a notional reference price of 13.33p per share. All 25 million shares
were transferred, with full voting rights on the date of the transaction. The Company will receive
consideration on a monthly basis over a 24 month period.

The Company also issued 3 million shares to Lanstead as a value payment in connection with the equity
swap agreement (note 13).

Similarly for the previous Lanstead agreement the consideration receivable from Lanstead has been
treated as a derivative financial asset and has been designated at fair value through profit or loss. The fair
value of the derivative financial asset has been determined by reference to the Company’s share price
and has been estimated as follows:

Actual Notional Fair value


share number of US$000
price Outstanding
shares
Value recognised on inception (Mar 2011) 10p 18,750,000 4,044
Consideration received during the year (5,468,750) (1,164)
Loss on revaluation of derivative at 31 December 2011 (879)
Value of derivative at 31 December 2011 9.75p 13,281,250 2,001

9. VAT RECEIVABLE
31 December 2011 31 December 2010

Current portion of VAT Receivable 73 24


Non-current portion of VAT receivable - 299
73 323

25
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

10. OTHER RECEIVABLES


31 December 2011 31 December 2010

Other receivables 711 152

Other receivable represent prepayments and annual fees paid in advance under the normal course of
business.

11. AVAILABLE-FOR-SALE INVESTMENT

31 December 2011 31 December 2010

At the start of the year - 691


Acquired during the year - -
Loss on disposal of investment held - (328)
Sale proceeds during the year - (363)
At the end of the year - -

On 1 June 2009, the Company entered into a share exchange transaction with Grafton Resource
Investments Ltd (“Grafton”). On 26 October 2010 the shares were disposed of for US$363 thousand and
a loss on sale of assets held of US$328 thousand has been recognised in the income statement.

12. TAXATION

31 December 31 December
2011 2010
Current tax – BVI Corporation tax - -
Current tax - Russian Corporation tax - -
Current tax charge - -

Factors affecting tax charge for the year:


Group profit/(loss) on ordinary activities before tax (4,608) 365
(4,608) 365
Tax charge at the BVI corporation tax rate of 0% (2010: 0%) 0 0
Effects of:
Difference in overseas tax rate of 20% (2010: 20%) to BVI standard
(478) (155)
rate
Non-deductible expenses 822 6
Enhanced tax deductions (2,726) -
Tax losses carried forward for offset against profits of future periods 2,382 149

Total tax charge for the year - -

During the exploration and development stages, the Group will accumulate tax losses which may be
carried forward. As at 31 December 2011, the subsidiary in Russia had tax losses carried forward of
US$4,219 thousand (2010: US$1,837 thousand) which are available for use over a 10-year period. Of the
total available Russian subsidiaries’ tax credits, US$2,382 thousand will be available until 31 December
2021, US$746 thousand will be available until 31 December 2020. US$642 thousand will be available
until 31 December 2019 and US$449 thousand will be available until 31 December 2018.
The tax losses arising in the current and prior periods will reduce the Group’s tax liability in the future and
give rise to deferred tax assets. The directors believe that it would not be prudent to recognise such tax
assets before such time as the Group generates taxable income. Hence, no tax asset has been
recognised.

The Group has significant exposure to the Russian business and fiscal environment through its business
and operations being largely based in Russia.

26
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
Russia currently has a number of laws related to various taxes imposed by both federal and regional
governmental authorities. Laws related to these taxes have not been in force for significant periods, in
contrast to more developed market economies; therefore, implementing regulations are often unclear;
and few precedents with regard to tax related issues have been established. Furthermore, the Russian
Tax Service is in the process of developing and refining its methods of regulation. These facts create tax
risks in Russia substantially more significant than those typically found in countries with more developed
tax systems. Tax declarations, together with other legal compliance areas (such as customs and
currency control matters) are subject to review and investigation by a number of authorities, who are
enabled by law to impose extremely severe fines, penalties and interest charges. As a result of these
factors, the Group is unable to determine whether or not the inspecting authorities would challenge the
taxation treatment of certain transactions recorded by the Group and therefore affect the value of the
losses carried forward.

13. SHARE CAPITAL AND RESERVES


31 December 2011 31 December 2010

Number of Shares (no par value):

Authorised 500,000,000 500,000,000

Issued and fully paid 278,575,179 250,362,112

Issue of shares

On the 22 March 2011, the Company raised GBP2.5 million (US$4 million) through the issue of 25 million
new shares at a placing price of 10p per share (note 7). Further 2.5 million new shares in March 2011 and
0.5 million new shares in December 2011 were issued to satisfy commissions of the fund raising.

On the 16 December 2011, the Company issued 113,636 new shares to Robert Schafer, 93,749 new
shares to Brian Savage and 5,682 to a senior employee at a placing price of 11.25p to satisfy £23,970
($37,500) of outstanding fees.

All of these shares have been admitted to the AIM market of the London Stock Exchange plc.

Issue of shares – comparative information

On the 20 July 2010, the Company issued 1,428,570 new shares to Robin Young at a placing price of
3.5p to satisfy £50,000 ($75,000) of outstanding 2009 director’s fees.

On the 22 July 2010, the Company raised £595,000 ($907,000) through the issue of 17 million new
shares at a placing price of 3.5p, with a further 3 million new shares issued to satisfy commissions for the
fund raising.

On the 28 July 2010, the Company raised £641,154 ($977,000) through the issue of 18.3 million new
shares at a placing price of 3.5p.

On the 19 October 2010, the Company raised £315,000 ($501,000) through the issue of 6 million new
shares at a placing price 5.25p, with a further 1.06 million new shares issued to satisfy commissions for
the fund raising.

On the 16 November 2010, the Company raised £1,708,102 ($2,733,000) through the issue of 32.5
million new shares at a placing price of 5.25p.

The costs associated with the issues of US$387 thousand have been taken to the share premium
reserve.

All of these shares have been admitted to the AIM market of London Stock Exchange plc.

27
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Group reserves comprise the following:

Share capital
Amounts subscribed for share capital at proceeds received.

Share premium account


The share premium account represents the amounts received by the Company on the issue of its shares
which was in excess of the nominal value of the terms of the shares prior to the shares being changed to
having no par value.

Share options reserve


The balance held in the share options reserve relates to the fair value of the share options that have been
charged to the profit or loss since adoption of IFRS 2.

Foreign currency translation reserve


The foreign currency translation reserve includes movements that relate to the retranslation of the
subsidiaries whose functional currencies are not the US$.

Retained deficit
Cumulative net gains and losses recognised in the statement of comprehensive income less any amounts
reflected directly in other reserves.

14. SHARE BASED PAYMENTS

a) Options Granted

During the period ended 31 December 2011 a total of 7,044,456 of previously outstanding options expired
resulting in a write back of US$726 thousand in the Options Reserve (2010: nil). During this period total of
10.6 million new options were granted to key management and personnel at a value of US$940 thousand
(2010: nil).

As of 31 December 2011, there was a total of 13,847,000 options and warrants outstanding (2010:
10,291,456). All of these instruments were fully vested and exercisable. They have maturities that vary
between 10 May 2012 and 18 April 2016 with a weighted average strike price of 14p (2010: 28p).

Options and Warrants Outstanding


Grant Date Number of Shares Expiry Strike Price
10 May 2007 2,247,000 10 May 2012 18p
5 March 2008 700,000 5 March 2013 18.5p
2 July 2008 300,000 2 July 2013 17p
18 April 2011 10,600,000 18 April 2016 12.675p

b) Shares for services

As stated in note 13, during the year the Company granted ordinary shares to some directors in respect
of their directors’ fees as well as shares were granted to Lanstead in settlement of their commissions
(note 8). The shares were valued at the face value of amounts payable under contracts for services, or
the net amount of commission owed for share placings.

2011 Value Shares


Fees paid 38 213,067
Commissions 464 3,000,000
TOTAL 502 3,213,067

28
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

2010 Value Shares


Fees paid 75 1,428,570
Commissions 249 4,060,000
TOTAL 324 5,488,570

15. ADMINISTRATIVE EXPENSES

31 December 2011 31 December 2010

Salaries, wages and directors’ fees 676 615


Travel and subsistence expenses 174 189
Professional fees 313 249
Investor relations 112 93
Foreign exchange differences (13) 111
Share options grant 940 -
Other administrative expenses 690 350
2,892 1,607

16. FINANCE INCOME

31 December 2011 31 December 2010

Finance income 20 24

20 24

17. FINANCE EXPENSE

31 December 2011 31 December 2010

Foreign exchange loss 218 -


Interest expense on Lanstead swap
arrangement (note 8) 13 5

231 5

18. PROFIT/(LOSS) PER SHARE

Basic and diluted loss per share are calculated and set out below. The effects of warrants and share
options outstanding at the year ends are anti-dilutive and the total of 13.8 million (2010: 10.3 million) of
potential ordinary shares have therefore been excluded from the following calculations:

31 December 2011 31 December 2010

Net profit/(loss) for the year (4,608) 365


Weighted average number of shares used in the
calculation of basic loss per share 271,788,676 193,790,726

Basic and diluted profit/(loss) per share US$(0.017) US$0.002

29
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

19. DIRECTORS REMUNERATION

The aggregate remuneration of the directors of the Company was as follows:

Basic Fees Year Ended 31 Year ended 31


Salary December 2011 December 2010
Executive Directors
Robin Young 206 - 206 143
David Woods - - - 87
Non-Executive Directors
Robert Schafer - 38 38 31
William McLucas - - - 46
Eric McAuslan - - - 23
Brian Savage - 33 33 14
206 71 277 344

The following tables show the beneficial interests of the Directors who held office at the end of the year in
the ordinary shares of the Company and the interests of the Directors in share options:

Shares Shares held at 1 Additons Disposals Shares held at 31


January 2011 December 211
Robert W. Schafer 33,333 113,636 - 146,969
Robin J. Young 1,587,1601 - - 1,587,1601
Brian C. Savage - 93,749 - 93,749
1. As disclosed in the Company’s Admission Document, 916,000 of the Ordinary Shares shown
against Robin Young’s name were the subject of an option in his favour over Ordinary Shares
held by Foxley Associates Limited. This option agreement lapsed in 2009.

Options Exercise Options Options Options Options Normal


Price held at expired/lapsed granted held at exercise
1 January during the year during the 31 dates
2011 year December
2011
Robert W. Schafer £0.33) 300,000 300,000 - - 15.03.06
($0.51) to
15.03.11
Robert W. Schafer £0.18 54,000 - - 54,000 10.05.07
($0.28) to
10.05.12
Robert W. Schafer £0.12675 - - 2,400,000 2,400,000 18.04.11
($0.20) to
18.04.16
Robin J. Young £0.33) 2,700,000 2,700,000 - - 15.03.06
($0.51) to
15.03.11
Robin J. Young £0.18 486,000 - - 486,000 10.05.07
($0.28) to
10.05.12
Robin J. Young £0.12675 - - 3,600,000 3,600,000 18.04.11
($0.20) to
18.04.16
Brian C. Savage £0.12675 - - 1,600,000 1,600,000 18.04.11
($0.20) to
18.04.16
$ exercise prices are shown for indicative purposes only, calculated at 31 December 2011 exchange
rates.

30
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

20. COMMITMENTS

Operating lease commitments


The Group leases various offices and other buildings under cancellable operating lease agreements. The
leases have varying terms, and renewal rights and are immaterial to the Group.

Capital commitments
There were no material contracted commitments for capital purchases as at 31 December 2011 (2010:
Nil).

21. RELATED PARTIES

For the purposes of these financial statements, entities are considered to be related if one party has the
ability to control the other party or exercise significant influence over the other party in making financial
or operational decisions as defined by IAS 24 "Related Party Disclosures". In addition, other parties are
considered to be related if they are under common control. In considering each possible related party
relationship, attention is directed to the substance of the relationship, not merely the legal form.

Details of transactions between the Group and related parties are disclosed below.

Compensation of Key Management Personnel

Key management personnel are considered to be the directors and senior management of the Group

31 December 2011 31 December 2010

Salaries and fees 412 452


Share-based payment 807 -
1,219 452

22. UNIFIED SOCIAL TAX

The Russian subsidiary contributes to the Russian Federation state pension scheme, medical, social
insurance and unemployment funds in respect of its staff. The Group’s contribution amounts to 26%
(2010 – 26%) of employees’ salaries, and is expensed as incurred.

23. CONTINGENCIES

Political environment
As a result of the Group’s Russian subsidiary, the operations and earnings of the Group are affected by
political, legislative, fiscal and regulatory developments, including those related to environmental
protection, in Russia. In particular, licences can be cancelled if the Group is found to be in non-
compliance of the licence terms. Management are not aware of any areas of non-compliance that would
result in licences held by the Group to be withdrawn.

Legal proceedings
In the opinion of management, there are no current legal proceedings or other claims outstanding, which
will ultimately have a material adverse effect on the financial position of the Group.

Insurance of fixed assets


The insurance cover that was in place as at 31 December 2011 covered all of the significant assets as at
that date.

Taxation
Russian tax legislation is subject to varying interpretations and changes occur frequently. Further, the
interpretation of tax legislation by tax authorities as applied to the transactions and activity of the Group
may not coincide with that of management. As a result, transactions may be challenged by tax authorities
and the Group may be assessed additional taxes, penalties and interest, which can be significant.
Periods remain open to review by the tax and customs authorities with respect to tax liabilities for three

31
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
years.

Environmental matters
The enforcement of environmental regulation in the Russian Federation is evolving and the enforcement
posture of government authorities is continually being reconsidered. The Group periodically evaluates its
obligations under environmental regulations. The Group has commissioned various baseline
environmental studies as required by the Kun-Manie licence. Potential liabilities might arise as a result of
changes in legislation and regulation or civil litigation. The impact of these potential changes cannot be
estimated but could be material. In the current enforcement climate under existing legislation,
management believes that there are no significant liabilities for environmental damage.

24. FINANCIAL INSTRUMENTS

Financial instruments
The Group is exposed to risks that arise from its use of financial instruments. The main purpose of these
financial instruments is to raise and utilise finance in the Group’s operations.

The principle financial instruments used by the Group are as follows:

31 December 2011 31 December 2010


Loans and receivables at amortised costs
Cash and cash equivalents 4,436 3,066
Financial assets at fair value through profit or loss
Derivative financial asset 2,001 3,806
Financial liabilities held at amortised costs
Trade and other payables 102 109

The main risks arising from the Group’s financial instruments are interest risk, liquidity risk and currency
risk. The Directors review and agree policies for managing these risks and these are summarised below.

Liquidity risk
The Group manages its operations through equity and seeks to manage financial risk to ensure sufficient
liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.
Management monitors rolling forecasts of the Group’s and Company's liquidity reserve. The review
consists of considering the liquidity of local markets, projecting cash flows and the level of liquid assets to
meet these. Management raises additional capital financing when the review indicates this to be
necessary.

The contractual maturities of the Group’s financial liabilities are shown in the table below:

Group Carrying amount Contractual cash 6 months or less


flows
2011

Trade and other payables 102 102 102

102 102 102

Group Carrying amount Contractual cash 6 months or less


flows
2010

Trade and other payables 109 109 109

109 109 109

32
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

Credit risk
The credit risk on liquid funds is limited because the counterparties are banks with credit ratings assigned
by international credit rating agencies.

The Group’s maximum exposure to credit risk by class of individual financial instrument is shown in the
table below:

Group 2011 2010


Carrying Maximum Carrying Maximum
value exposure value exposure

Cash and cash equivalents 4,436 4,436 3,066 3,066


Derivative financial asset 2,001 2,001 3,806 3,806
6,437 6,437 6,872 6,872

Fair values
The fair values of the Group’s cash in banks, prepayments and accounts payable are considered equal to
the book value as they are all short term.

The derivative financial asset is measured subsequent to initial recognition at fair value by reference to
the Company’s share price and grouped into Levels 1 to 3 based on the degree to which the fair value is
observable

 Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active
markets for identical assets or liabilities.

 Level 2 fair value measurements are those derived from inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or
indirectly (i.e. derived from prices).

 Level 3 fair value measurements are those derived from valuation techniques that include inputs
for the asset or liability that are not based on observable market data (unobservable inputs).

Level 2 fair value measurements at 31 December 2011

Derivative financial asset


31 December 2011 31 December 2010
Opening balance 3,806 -
Additions 4,044 1,408
Repayment (4,344) (204)
Net gains/(losses) recognised in income statement (1,505) 2,602
Closing balance 2,001 3,806

Interest rate risk


The Group finances its operations through equity financing to alleviate the interest rate risk. The interest
rate exposure of the financial assets of the Group as at 31 December 2011 related wholly to floating
interest rates in respect of cash at bank. Cash at bank in interest bearing accounts was held in demand
accounts with one-month maturities throughout the year. This policy was unchanged from 2010.

The Group is exposed to cash flow interest rate risk from its deposits of cash and cash equivalents with
banks. The cash balances maintained by the Group are managed in order to ensure that the maximum
level of interest is received for the available funds but without affecting working capital flexibility.

33
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)

The Group is not currently exposed to cash flow interest rate risk on borrowings as it has no debt or fixed
rate finance leases. No subsidiary of the Group is permitted to enter into any borrowing facility or lease
agreement without the Company’s prior consent.

The sensitivity analysis below has been determined based on the exposure to floating interest rates
during the year. A 25 basis point increase or decrease represents management’s assessment of the
reasonably possible change in interest rates as this is the step change in rates typically expected from
major central banks in a single rate change.

If interest rates had been 25 basis points higher/lower and all other variables were held constant, the
Group’s profit for the years ended 31 December 2011 and 31 December 2010 would not change
materially.

Currency risk
The Group undertakes certain transactions denominated in foreign currencies hence exposures to
exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy
parameters by holding bank deposits in Russian Roubles, US Dollars and Pound Sterling (GBP).

Management reviews its currency risk exposure periodically and hedges part of its exposure to the US
dollar by buying and holding on deposit GBP. The Group also hold Roubles in order to cover a proportion
of anticipated Rouble expenditures. As at 31 December 2011 the Group had on deposit approximately
US$3,983 thousand in GBP (2010: US$2,743 thousand) and US$65 thousand in Rouble (2010: US$65
thousand) bank accounts.

An analysis of the Group’s holdings of financial instruments in various currencies at the year end is as
follows:

31 December 2011
Denominated in
USD RUR GBP

Cash and cash equivalents 390 63 3,983


Derivative financial asset - - 2,001
Payables and accruals (76) (6) (21)
Net Exposure 314 57 5,963

31 December 2010
Denominated in
USD RUR GBP
Cash and cash equivalents 258 65 2,743
Derivative financial asset - - 3,806
Payables and accruals (23) (4) (82)
Net Exposure 235 61 6,467

The main financial risk faced by the Group relates to currency risk exposure due to its Rouble based
costs for exploration works. The Company’s functional currency and financing is the USD, and therefore if
the Rouble strengthens its positions against the USD, this has a negative impact on the Group. Given the
unpredictability in currency exchange rates movement, this exposure can give rise to a material change
(either favourable or unfavourable) in the future.

The following table details the Group’s sensitivity to a 10% increase and decrease in the USD against the
Russian rouble and sterling. The sensitivity analysis includes only outstanding foreign currency
denominated monetary items and adjusts their translation at the period end for a 10% change in foreign
currency rates. A positive number below indicates an increase in profit and other equity where the USD
strengthens 10% against the relevant currency. For a 10% weakening of the USD against the relevant

34
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
(Amounts in ‘000s US Dollars)
currency, there would be an equal and opposite impact on the profit and other equity, and the balances
below would be negative.

Rouble Impact Sterling Impact


2011 2010 2011 2010

Profit or loss 6 13 396 648

In the Directors’ opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk
as the year end exposure does not reflect the exposure during the year. Rouble denominated
expenditures is seasonal with higher volumes in the second and third quarters of the financial year.

25. CAPITAL RISK MANAGEMENT

The Group’s objectives when managing capital (i.e. share capital, share premium and retained deficit) are
to safeguard the Group’s ability to continue as a going concern in order to provide returns for
shareholders and benefits for other shareholders.

The principal strategy of the Group to maintain the capital structure is to issue new shares.

The Group currently does not have any borrowings and none is planned in the next twelve months.

26. EVENTS AFTER THE REPORTING DATE

Share Placement
On 6 February 2012, the Company raised £5.5 million through the issue of 68.5 million new shares at the
placing price of 8p. On subscription, Lanstead Capital L.P., an institutional investor, has subscribed for
60.7 million new shares (Lanstead 3 Agreement) for an aggregate consideration of £4.9 million. In
addition the Company has entered into an Equity Swap Agreement with Lanstead which allows the
Company to retain much of the economic interest in Lanstead Subscription Shares.

The Company has issued further 6 million shares to Lanstead in consideration for entering into the Equity
Swap Agreement.

35

You might also like